bharti airtel ltd 2009

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www.reportjunction.com

http://www.reportjunction.com


Every single day, we trust in a myriad of ways.Every single day trust brings us many opportunities.To enrich our knowledge. To strengthen our determination.To elevate our self respect.It allows us, our partners and our customersto thrive through healthy collaboration.To be trusted is the most valuable complimentthat keeps us going. To make this trust unbreakable we have workedat reinforcing its foundation.Every single day.




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Corporate information

Corporate history

Top 30 shareholders

Performance at a glance

Chairman’s message

Board of directors

CEO & JMD’S message

Deputy CEO’S message

Unbreakable trust

Corporate Social Responsibility

Awards & Honours

Directors’ report

Management Discussion & Analysis

Report on corporate governance

Secretarial audit report

Standalone financial statements with Auditors’ report

Consolidated financial statements with Auditors’ report

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Table of contents




Unbreakable trust

The glue that holds all relationships together - including the relationship between the leader and the led is trust, and trust is based on integrity.”

- Brian Tracy

“




Board of directors

Sunil Bharti Mittal Chairman and Managing Director

Manoj KohliCEO & Joint Managing Director

Non-executive directors

Ajay Lal Akhil Gupta Arun Bharat Ram Bashir Abdulla CurrimjeeChua Sock Koong Craig Ehrlich Nikesh Arora Mauro Sentinelli N Kumar Paul O’ Sullivan Pulak Chandan PrasadQuah Kung Yang Rajan Bharti Mittal Rakesh Bharti Mittal

Group General Counsel & Company Secretary

Vijaya Sampath

Corporate information

Statutory Auditors

S. R. Batliboi & Associates,Chartered Accountants

Auditors - US GAAP

Ernst & Young

Internal Auditors

Price Waterhouse Coopers Private Limited

Registered & Corporate Office

Aravali Crescent, 1, Nelson Mandela RoadVasant Kunj, Phase - IINew Delhi – 110 070Tel: +91 11 46666 100Fax: +91 11 41666 137E-mail: [email protected] Website

http://www.airtel.in

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3www.reportjunction.com



Each year of our existence has been marked by historic and far reaching milestones including many ‘fi rsts’, all of which have been stepping stones to our success and performance. A brief history of the Company’s major eventsis summarized below:

Corporate history

• Mobile services under the brand name ‘Airtel’ launched for the first time in Delhi and Himachal Pradesh

• British Telecom Plc (BT) acquires a stake in the Company

1995-

1996

1997-

1998

• Is the first private telecom service provider to obtain a license for landline telephony in Madhya Pradesh

• Incorporation of Bharti BT VSAT Ltd. for providing VSAT solutions across India and Bharti BT Internet Ltd.

2001-

2002

• IndiaOne, India’s first private sector national and international long distance service launched

• Eastern foray through acquisition and new licenses for eight new circles across India

• India’s first private submarine cable landing station in a joint venture with SingTel

• Initial Public Offering (IPO) through India’s first 100% book-building issue

• First private operator to offer basic telephone services in Haryana, Delhi, Tamil Nadu and Karnataka

1999-

2000

• The largest private sector telecom operator in India after acquiring JT Mobile for providing cellular services in Punjab, Karnataka and Andhra Pradesh

• Acquires Skycell, Chennai and expands its South Indian footprint

• Singapore Telecommunications Ltd. (SingTel) acquires Telecom Italia’s equity stake in the Company

establish seek explore trust imagine innovate envisage reach dream

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2006-

2008

2005-

2006

• All-India footprint with the launch of mobile services in Assam

• Vodafone acquires 10% economic interest in the Company

• Becomes India’s largest integrated private operator based on the total customer base

• Profit crosses US$ 1bn

• Receives license for providing 2G and 3G mobile services in Sri Lanka

• Launch of ‘Airtel CallHome’ service, a calling card service for countries aimed at the Indian diaspora

• Strategic partnership with Google, enabling search through mobile phones

• Strategic tie-up with Microsoft and becomes the first telecom operator to offer Microsoft Windows Mobile 5.0 technology

• Facility Based Operator license in Singapore, enabling the Company to operate international carrier facilities from Singapore

• Joins international consortia of leading telecom companies to build 3 high bandwidth submarine cables AAG, I-ME-WE and Unity

• Receives US$ 1.275 bn investment from leading international investors in Bharti Infratel, a subsidiary established with the aim to provide passive infrastructure services to all mobile services operators in India

• Joins the US$ 1bn revenue club

• Strategic partnerships with IBM and Ericsson for outsourcing of the Company’s core IT and network activities

• Acquires a controlling stake in Hexacom, the leading mobile operator in Rajasthan and holding a license to offer services in the North East

• Becomes part owner in SEA-ME-WE-4, a 20,000 km next generation cable system connecting India with South East Asia, the Middle East and Europe

• First private operator to launch mobile services in Jammu and Kashmir

• Founding member of the Bridge Mobile Alliance, a consortium of seven leading mobile operators in the Asian region

search inspire team wisdom pursue discover redefi ne achieve growth




Top 30 shareholders

Bharti Telecom Limited

Pastel Limited

Indian Continent Investment Limited

Life Insurance Corporation of India

Europacific Growth Fund

Fidelity Management and Research and Funds

Copthall Mauritius Investment Limited

JP Morgan Asset Management and Funds

ICICI Prudential

Emerging Markets Fund

Skagen Funds

Bajaj Allianz Life Insurance Company Limited

Schroder Funds

T Rowe Price

Capital International

Deutsche Securities Mauritius Limited

Merrill Lynch

UTI Mutual Fund

Mavi Investment Fund Limited

Government of Singapore Investment Corporation

SBI Life Insurance Company Limited

PCA India

Birla Sun Life Mutual Fund

Coment Mauritius Limited

Franklin Templeton Funds

Norges Bank A/c Government Petroleum Fund

Lotus Global Investments Limited

Aberdeen Asset Managers

M and G Investment Management Limited

Pru India Equity Open Limited

45.30

15.58

6.27

4.23

1.68

1.26

0.97

0.98

0.82

0.73

0.59

0.51

0.48

0.43

0.38

0.36

0.36

0.33

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0.29

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*Different funds/entities under the same group have been clubbed together Data as on April 24, 2009

HOLDERS* %

TOTAL 84.51




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04 Performance at a glancePARTICULARS UNITS

2004 2005 2006 2007 2008 2009

Total customer base 000’s 7,141 11,842 20,926 39,013 64,268 96,649 Mobile Services 000’s 6,504 10,984 19,579 37,141 61,985 93,923 Telemedia Services 000’s 637 857 1,347 1,871 2,283 2,726 BASED ON STATEMENT OF OPERATIONS

Revenue Rs. mn 50,369 81,558 116,641 184,202 270,122 373,521 EBITDA Rs. mn 17,055 30,658 41,636 74,407 114,018 152,858 Cash profit from operations Rs. mn 14,363 28,219 40,006 73,037 111,535 135,769 Earnings before tax Rs. mn 5,527 15,832 23,455 46,784 73,115 85,910 Profit after tax Rs. mn 5,837 12,116 20,279 40,621 63,954 78,590 BASED ON BALANCE SHEET

Stockholder’s Equity Rs. mn 49,146 53,200 73,624 114,884 217,244 291,279 Net Debt Rs. mn 42,292 41,171 41,738 42,867 40,886 84,022 Capital Employed Rs. mn 91,438 94,371 115,362 157,750 258,130 375,301 KEY RATIOS

EBITDA Margin % 33.9% 37.6% 35.7% 40.4% 42.2% 40.9%Net Profit Margin % 11.6% 14.9% 17.4% 22.1% 23.7% 21.0%Return on Stockholders Equity % 12.0% 23.7% 32.0% 43.1% 38.5% 30.9%Return on Capital employed % 9.9% 15.7% 21.5% 31.6% 33.3% 30.7%Net Debt to EBITDA Times 2.48 1.34 1.00 0.58 0.36 0.55Interest coverage ratio Times 5.24 9.65 17.45 26.47 29.51 30.38Book value Per Equity Share Rs. 26.52 28.70 38.87 60.59 114.46 153.45Net Debt to Stockholder’s Equity Times 0.86 0.77 0.57 0.37 0.19 0.29Earnings per share (Basic) Rs. 3.15 6.53 10.78 21.43 34.23 41.40

REVENUE (Rs. mn)

373,521270,122

184,202116,641

81,55850,369

FY09

FY08

FY07

FY06

FY05

FY04

RETURN ON CAPITAL EMPLOYED (%)

30.5%33.3%

31.6%21.5%

15.7%9.9%

FY09

FY08

FY07

FY06

FY05

FY04

PROFIT AFTER TAX (Rs. mn)

78,59063,954

40,62120,279

12,1165,837

FY09

FY08

FY07

FY06

FY05

FY04

NET DEBT TO EBITDA (Times)

0.550.36

0.581.00

1.342.48

FY09

FY08

FY07

FY06

FY05

FY04

Full year ended March 31,

The financials provided in the table above are derived from amounts calculated in accordance with IGAAP consolidated financial statements and this information is not in itself an expressly permitted GAAP measure.




Thanks to consistent support from our partners, our businesses have scaled up signifi cantly and added new revenue streams. As the market matures further, we expect more opportunities to come our way. Our strong market leadership position, along with unshakeable customer trust built over the years, should enable our empowered leadership team to make the most of these opportunities. I look forward to another successful year.”

“




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05 Chairman’s message

The history of your Company is marked with some memorable years. However, the past year was, without a doubt, transformational in many respects. Our focus on spreading the benefi ts of telecommunications in rural India has yielded particularly gratifying results. With our country-wide network and targeted initiatives, such as the joint venture with IFFCO, we are touching and transforming the lives of people and making a positive impact across rural India, in unprecedented ways.

Even as major economies around the world grappled with a severe recession, India experienced a relative slowdown but remained a rare oasis of growth. Our 6.5% GDP growth in 2008-09 is the slowest since 2003, but still robust and remarkable in comparison. The telecom sector continues to play an important part in the Indian growth story. Your Company, with 100 million customers, is eminently placed to leverage the benefits of the strong customer trust that we have been able to build. The addition of new services such as DTH and IPTV will ensure Airtel retains and further strengthens its brand leadership.

As a fi rst step towards pursuing our international aspirations, we commenced operations in Sri Lanka. The runaway success of the launch has justifi ed our conviction that the Airtel business model can be effectively and profi tably replicated in other countries.We are determined to pursue our international strategy going forward.

In the near future India is likely to witness plenty of action as new players and new technologies, including 3G, enter and significantly influence market dynamics. 3G technology has data capability and will play an important role in bridging the digital divide by taking wireless broadband to even the remotest corners of the country. The government has already formulated guidelines for the auction of 3G spectrum and your Company will be bidding for allocation of additional spectrum when the process is finalized.

Employees have always been at the centre of our endeavour. I would like to express my appreciation for their continuous commitment to our success. During the course of the year, we have undertaken key apex-level organisational changes in order to manage future growth opportunities, leverage scale and build the cost synergies of ‘One Airtel’. I believe our management team has the leadership capability to take Bharti Airtel to the next level.

In the course of running its business, Bharti Airtel touches millions of lives in positive ways. We remain eager to keep changing lives, even beyond the domain of our business. The Bharti group has established Bharti Foundation, which is focused on providing quality education to under-privileged children in rural India. The Foundation is well on its way toward realising its goal of schooling 100,000 children. I am happy to note that an increasing number of our employees are participating in this programme, both through financial contributions and volunteering

Francis Heng and Kurt Hellstrom have retired from Bharti Airtel’s Board. I thank them for their valuable counsel and guidance during their tenure. At the same time I welcome our new members Craig Ehrlich, Nikesh Arora and Quah Kung Yang who have joined as non-executive directors. I am also delighted to inform you that Manoj Kohli has joined the Board as executive director.

Sunil Bharti MittalChairman and Managing Director

Dear Shareholders,




06 Board of directors

AJAY LAL

Ajay is independent non-executive director of Bharti Airtel Ltd. He is a Senior Partner and Managing Director of AIF Capital with over 20 years’ experience in private equity, project financeand corporate banking. Before joining AIF Capital in 1997, Ajay worked with AIG Investment Corporation and Bank of America. He represents AIF Capital on the boards of a number of large corporations across Asia, and in this capacity enforces strict standards of corporate governancewhile providing the management teams with strategic guidance. Ajay is an Engineer from IIT Delhi and an AMP graduate from Harvard Business School. He also holds an MBA from IIM Calcutta.

MANOJ KOHLI

Manoj is the CEO & Joint Managing Director of Bharti Airtel Ltd. Prior to joining Bharti he worked with DCM (where he started his career in 1979), Allied Signal/Honeywell and Escotel in various senior leadership positions. Manoj is a member of the GSM Association (GSMA) Global Board and Cellular Operators Association of India (COAI). He was Past Chairman of the COAI in 2001-2002. He is a member of the Academic Council of the Faculty of Management Studies of Sri Ram College of Commerce, Delhi University. Manoj is a Commerce and a Law Graduate, and holds an MBA degree from FMS, Delhi University. Manoj also attended the Executive Business Program at the Michigan Business School and the Advanced Management Program at the Wharton Business School.

SUNIL BHARTI MITTAL

Sunil is Chairman and Managing Director of Bharti Airtel Ltd. He is Member of the Indian Prime Minister’s Council on Trade and Industry and serves on the Board of the International Telecommunication Union (ITU), the leading United Nations Agency for Information and Communication Technology. Sunil is a Trustee of the Carnegie Endowment for International Peace. He is Past President of CII, the Confederation of Indian Industry (2007-08) and was Co-Chairman of the World Economic Forum in 2007 in Davos. He is a member of the Forum’s International Business Council. Sunil is a member of the Board of Governors of IIM, Lucknow and IIT Mumbai. He co-chairs the Bharti School of Telecommunication Technology and Management at IIT Delhi. He is also a member of the Harvard Business School India Advisory Board and the INSEAD Global India Council. Sunil Bharti Mittal has been honoured with one of India’s highest civilian awards, the Padma Bhushan. He is the Honorary Consul General of the Republic of Seychelles in New Delhi, India. Sunil is an Honorary Fellow of The Institution of Electronics and Telecommunication Engineers (IETE). The degree of Doctor of Science (Honoris Causa) was bestowed upon him by the G.B. Pant University of Agriculture & Technology (India). He is also an alumnus of Harvard Business School (USA).He is a Trustee of Bharti Foundation, which is dedicated to the promotion of education and child welfare.

AKHIL GUPTA

Akhil is an executive Director of Bharti Airtel Ltd. He is the Deputy Group CEO & Managing Director of Bharti Enterprises Ltd. and is very actively involved in the newly established telecom tower companies through his roles as Chairman of Indus Towers Ltd. (a Joint Venture between Bharti Airtel Ltd., Vodafone Essar Ltd. and Aditya Birla Telecom Ltd.) and Managing Director of Bharti Infratel Ltd. Akhil also serves on the boards of Bharti AXA Life Insurance Ltd. and Bharti AXA General Insurance Ltd. He is a member of the Advisory Board of Confederation of Indian Industry (CII). Akhil is a Chartered Accountant and an AMP graduate from Harvard Business School.




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BASHIR ABDULLA CURRIMJEE

Bashir has been an independent director since 2001. He is also the lead director among the independent directors and a member of the Board HR Committee and Board ESOP Compensation Committee. Bashir is a leading industrialist and the Chairman of the Currimjee Group, which was established in 1890 and today has diverse business interests in manufacturing, trading, energy, financial services and travel in Mauritius. He was a director of the Central Bank of Mauritius for 15 years and the Chairman of the Mauritius Chamber of Commerce and Industry Association of Mauritian Manufacturers and also the Joint Economic Council. Bashir is an Arts graduate (major in Economics and Government) of Tufts University, USA. He is an alumnus of Harvard Business School where he completed the Executive Course on OPM (Owner/President Management Program).

CRAIG EHRLICH

Craig has been involved in Asia’s communications industry since he joined Hutchison Cablevision in 1987. He was a founding member of the team that launched Star TV, Asia’s first satellite-delivered multi-channel television network. He joined Hutchison Whampoa in 2003 as a board member of Hutchison Telecommunication Group and advises the group’s businesses worldwide. He is Vice Chairman of Eastern Communications of The Philippines. In addition, he is Chairman of Taiwan’s largest cable television company, kbro. He is Chairman and Founder of Novare Technologies Ltd,an onshoring and outsourcing software company development, headquartered in Hong Kong. He is a board member of the ITU Telecom and has served for many years as the Chairman of the GSMA. Craig is a Graduate from the University of California, Los Angeles. He received his Masters degree from Occidental College and a Postgraduate Fellowship from Coro Foundation.

ARUN BHARAT RAM

Arun has been an independent director of Bharti Airtel and a member of the Board Audit Committee since March 2006. He is a member of a leading family of industrialists, known for their philanthropy and promotion of art and culture. He is the founder and Chairman of SRF Limited, which has plants in and outside India, and market leadership in all its major businesses. His strong support of initiatives of corporate governance, quality and professionalism in management led to SRF’s Industrial Synthetics Business winning the coveted global Deming Award in 2004. Arun was the President of Confederation of Indian Industry (CII) and is currently Chairman CII Family Business Council. He is the Co-Chairman of the Indo German consultative group, a Government of India appointment. He takes a keen interest in promoting education and serves on the Governing Board of Doon School, Dehradun (India) and Lady Shri Ram College in Delhi. He graduated in Industrial Engineering from the University of Michigan, USA and holds a diploma from the Technical University of Darmstadt, Germany.

CHUA SOCK KOONG

Sock Koong is a nominee of SingTel and was appointed as non-executive director of Bharti Airtel in May 2001. She joined SingTel in June 1989 as Treasurer and was appointed Chief Financial Officer in 1999, with responsibility for the Group’s financial functions, including treasury and risk management. In February 2006, Sock Koong assumed the positions of Group CFO and CEO International, looking after the key drivers of SingTel’s international business. She was appointed Deputy Group CEO in October 2006 and in April 2007, she assumed the position of SingTel Group CEO. Sock Koong holds a 1st Class Honours Degree in Accountancy from the University of Singapore and is a Certified Public Accountant and a Chartered Financial Analyst.




06 Board of directors

MAURO SENTINELLI

Mauro is an independent non-executive director and member of the Board HR and ESOP Compensation Committees. He served Telecom Italia from 1974 to 2005. During this period heheld various senior management positions including positions abroad and Group Managing Director. From 2002 to 2005, Mauro was a member of the Board of Telecom Italia. He is a founder member of the GSM Association which currently has membership from operators in over 210 countries with 2.5 billion customers globally. He was elected Deputy Chairman of the GSM Association in 2003 and again from 2005-08. Mauro has a doctorate in electronic engineering from the University of Rome. He holds a Masters degree in Telephony from Turin University and MBAs from Insead and Kellog.

N KUMAR

Kumar has been an independent director and member of the Audit Committee since 2001. He was elected Chairman of the Audit Committee in August 2003. Kumar is Vice-Chairman of The Sanmar Group, a well known Indian Industrial Group with interests in chemicals, engineering and shipping. He is an active spokesperson of industry and trade and was the President of Confederation of Indian Industry (CII), a leading industrial body. He also participates in various other apex bodies and is on the board of various public companies. He is the Honorary Consul General of Greece in Chennai and the Honorary Business Representative of the International Enterprise, Singapore. N Kumar is a Graduate Engineer in Electronics and Communication Technology.

NIKESH ARORA

Nikesh is an independent non-executive director and a member of the HR Committee andESOP Compensation Committee of Bharti Airtel. Nikesh is President, EMEA Operations & Senior Vice President, Google where he oversees all revenue and customer operations, as well as marketing and partnerships. Prior to joining Google, he was chief marketing officer and a member of the management board at T-Mobile. Before joining T-Mobile/Deutsche Telekom, Nikesh held management positions in Putnam Investments and Fidelity Investments in Boston. Nikesh holds a Masters degree from Boston College and MBA from Northeastern University, both of which were awarded with distinction. He also holds the CFA designation and has a Bachelor’s degree inelectrical engineering.

PAUL O’SULLIVAN

Paul is a nominee of SingTel and has been a non-executive director of Bharti Airtel since April 2004. He is also a member of the Board HR and ESOP Compensation Committees. He is the Chief Executive Officer of SingTel Optus Ltd., Australia’s second largest telecom company. Paul is also a member of the SingTel Group management committee and has significant group-wide responsibilities. Prior to joining Optus, he held various international management positions in the Royal Dutch Shell Group in Canada, the Middle East, Australia and the United Kingdom. Paul is a graduate in Economics from Trinity College, Dublin and has attended the Harvard Business School’s Advanced Management Program.




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RAKESH BHARTI MITTAL

Rakesh is the Vice-Chairman of Bharti Enterprises Ltd. and the Vice Chairman and Managing Director of Bharti TeleTech Ltd. Rakesh is a member of the Agricultural and Processed Food Products Export Development Authouthy [APEDA] and Punjab Education Development Board. A passionate advocate of the right to good education, Rakesh serves on the Governing Boards of many educational institutes in India and abroad. Rakesh is also a Trustee of Bharti Foundation, which is dedicated to the promotion of education and child welfare. He has been a Member of the National Council since 1999 and is Past Chairman of the Northern Region and various CII National Committees. Rakesh is an electronics engineer.

RAJAN BHARTI MITTAL

Rajan is the Managing Director of Bharti Enterprises Ltd. and Group Lead Director of Bharti’s Wholesale and Retail Business. He is the Chairman of the Board ESOP Compensation Committee and a member of the Board HR Committee. Rajan is the Vice President of FICCI (Federation of Indian Chambers of Commerce and Industry) and Member of FICCI’s Executive and Steering Committees. He is a Member of the Managing Committee and Standing Committees of PHDCCI. He is also a Member of the Council of Management of All India Management Association and a Member of the Executive Committee of International Chambers of Commerce – India Chapter. He was Chairman of the Retail Committee of FICCI in 2007, Chairman of the Infrastructure Committee in 2006, Chairman of the Telecom Committee in 2001, 2002 and 2003 and Chairman of the Telecom & IT Committee in 2004 and 2005. He was Past President of the Association of Basic Telecom Operators (now known as - AUSPI) in 1999-2000. Rajan is also a Trustee of Bharti Foundation. He is an Arts graduate from Punjab University and an alumnus of Harvard Business School, USA.

PULAK CHANDAN PRASAD

Pulak is an independent director and member of the Board Audit Committee. He initially joined the Board as a nominee of Warburg Pincus in November 2001. Pulak is the Founder and MD of Nalanda Capital, a Singapore based fund management and advisory company. Before creating Nalanda, Pulak was Managing Director and co-head of the India office of Warburg Pincus, covering their India, South and South East Asian operations. He joined Warburg Pincus in 1998. From 1992 to 1998, Pulak was management consultant with McKinsey & Company in India, USA and South Africa. Pulak has aB. Tech degree from IIT Delhi and an MBA from IIM Ahmedabad.

QUAH KUNG YANG

Kung Yang is a non-executive SingTel nominee. He is Vice President, International Group in SingTel, overseeing new investment opportunities as well as existing investments in the Asian region. Before joining the International Group, he was the Chief Financial Officer of C2C, a SingTel Joint Venture in a regional submarine cable network, providing city-to-city connectivity on a wholesale basis to telecommunication service providers. Kung Yang joined SingTel in 1992 and has held various positions in Singapore and in the region, in the areas of Corporate Finance, Tax, International Finance and Global Business prior to his current portfolio. Kung Yang is a Fellow of the Institute of Chartered Accountants in England and Wales, a member of the Institute of Certified Public Accountants of Singapore and a graduate of the University of Kent at Canterbury, England.




07

2008-09 was an extraordinary year in more ways than one. Even as the world economy sailed perilously in a stormy slowdown, India remained a rare bright spot, with a moderate, but still a healthy growth rate. For Bharti Airtel the year turned out to be the best ever with incremental revenue of close to Rs 100bn and over 32 million new customers. Your Company achieved several significant landmarks during the period with launch of service in Sri Lanka, and introduction of a string of new services like DTH and IPTV for customers back home.

During the year we reached another significant strategic milestone with the realization of the One Airtel objective both atthe front end and the backend operations. Seamless integration of the backend IT and network platforms has now a symbolicreflection at the front end, where Airtel Relationship Centres sell everything from mobile, broadband to DTH connections. With the expansion of the product portfolio, we are today one of the most integrated telcos in the world. Nearing the 100 million customer mark, and with a presence in multiple telecom, internet and media domains, we have outpaced both scale and operational complexities of global telecom majors.

Great teamwork has made this possible. I would like to thank each one of our employees for their passion and dedication towards the cause. We have a truly world-class leadership team in place today. I am really proud of them. We will continue our efforts to develop a robust leadership pipeline for the future.

Last year was quite a revealing period for us in terms of customer insights. Focus on affordability is no longer the key driver as customers have become virtually agnostic to tariffs. Their expectations have clearly moved to the next level. Product innovations and customer service levels, where we consistently scored over competition throughout the year, have become more critical. Our customer em-powerment strategy proved a key differentiator. At the heart of this strategy lie robust processes that enable cus-tomers to change their bill plans or start and stop services at will, reducing the need for intermediation.

I expect the economy to register significant recovery by the end of 2009-10. Rural India will clearly be a key driver for telecom growth in the country. At a penetration rate of just below 13%, we see major potential out there. The partner-ships with IFFCO and Nokia launched last year have already created a huge transformational impact in rural India with enhanced agricultural productivity and quality of life. We will seek to introduce more such initiatives and bring about a profound rural impact.

CEO & JMD’s message

Brand Airtel is well on its way to be the Most Admired Brand in India by 2010. Ranked second behind LIC as the most trusted brand in the country, we are already up there. Along with Trusted we are intent on becoming the most Innovative brand in the country, delivering the most exciting and creative services in all domains. The searchfor new revenue streams across mobile, internet, enter-prise, particularly the SMB segment will continue to be our priority. A consistent focus on benchmarking will also enable us to deliver cost efficient service. The business model is set to get leaner to deliver healthy financial results despite lower call rates.

We have really grown large in the last few years. But we have steadfastly held on to the soul of a small company, even as we diligently internalized structures and processes, so very essential to sustain large operations and scale. Passion for entrepreneurship and the agility to come out with out-of-the-box ideas constitute the core of our DNA. Despite our size, we have managed to keep hierarchy and bureaucratic tendencies at bay. As we grow further, we will continue to dream big with the soul of a small company.

Dear Shareholders,




India is going to achieve one billion telecom customers by 2015. The market dynamic will, of course, have changed considerably by then. After crossing the 100 million mark, we are going to be focused on the next 100 million, which we believe will be well within our reach in another three years time. Given the fact that under-penetrated rural India is going to provide the bulk of the immediate future growth, connecting the villages will be our priority in the yearsto come.

From a voice-only telecom company we have transformed into one of the most integrated telcos in the world, impacting lives of people across several touch points. Brand Airtel too will see a transformation. With a significantly enhanced role in the lifestyle space, we will be seen more as a lifestyle enabler. Our ‘three screen strategy’ – phone, computer and TV – has already taken us some distance on that path. A deeper footprint of new services likem-commerce, m-entertainment, games and exciting content such as from our tie up with Manchester United will see the culmination of this process.

Our partners continue to play a big role in our success. Our ability to conceive and execute game-changing strategies is built around their committed support. Along-side Ericsson, Nokia-Siemens and IBM in the network management and IT space, we have been partnered by many others in the operational space starting from distribu-tion to customer service. We see these partnerships grow in scale and diversity in future.

Manoj KohliCEO & Joint Managing Director

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Year after year, we have surpassed market expectations, and to be honest - sometimes our own expectations - with robust customer and revenue growth. In parallel, we have built a solid foundation of corporate governance. Turning challenges into opportunities has become a habit of our passionate employees and leadership team. The coming year will be no exception.”

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08

2008-09 went down as another remarkable year in the journey of Bharti Airtel. Though the global economic trends appeared bleak throughout last year, the Indian economy, the telecom sector and Bharti Airtel in particular withstood the recessionary storm with remarkable poise and determination. Besides strengthening our financial health and registering free cash flows for the first time, we also went ahead and forayed into new geographies with the launch of Sri Lanka operations and new product categories with the launch of DTH and IPTV services. The recent past also witnessed several competitors launching operations in different circles across India; however Bharti Airtel’s robust business model was able to successfully withstand all competitive threats. In fact it indeed is a matter of great pride for me to say that it’s this element of unbreakable trust which our customers share with us which has got us this far and it’s this relationship of trust and faith which will take us places in the future as well.

As we continue to venture into new towns and villages, we see that our next round of acquisitions would come from youth and rural India. There are 560 million youth in India thriving on instant gratification and experience. The future will see the emergence of digital natives -“born” into digital technology, accustomed to the instantaneity of hypertext, downloaded music, phones in their pockets — on 24/7, a library on their laptops/computers and most importantly expecting connectivity anytime and anywhere. Going forward our outlook needs to completely transform to understand their expectations and lifestyle.

Right now around half of our new customers are rural; as we acquire more customers this ratio could shift to up to 75%. Currently just 13% of rural India has phones, so there is a long way to go. We will certainly have to redefine the entire rural ecosystem, with new or revised partnerships, brand-connect, service offerings, communication plans and distribution strategies. One of the redefining steps in our rural journey has been the creation of Airtel Service Centers. We already have around 18,000 of these up and running in villages, enabling us to cater to 400 different languages and dialects. This concept has really worked wonders for us, mainly because we have local people serving our rural customers instead of town and city people. As we break further into these markets, you will continue to observe innovations in our rural business model that will ensure Airtel’s sustained competitive advantage.

Deputy CEO’s message

Going forward our strategy will focus on the consumers’ entire wallet, not just a share of his or her telecom wallet. We are in the process of building an ecosystem of stakeholders that will facilitate this shift. Already we have reached a point at which we sell more music than the traditional music companies and when data-pipes get broadened with 3G and HSPA, you will see numerous other internet applica-tions come up. We have a firm belief that for most Indians the first internet experience, much like it was the case for voice, will be on a wireless device. The future will without a doubt offer us great opportunities to participate in the revenue streams of many industry verticals such as financial services, music, video, gaming, retail and rural market services.

Dear Shareholders,




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Another area of tremendous opportunity lies in the m-commerce domain. Focus areas include:

• Financial Inclusion, involving 80-85% of the unbanked population. In future, the mobile phone will act as their ATM;

• The domestic money-transfer market. With around Rs. 500 bn being transferred from one part of the country to another through post offi ces alone every year, this area offers huge opportunities and we believe that we could offer better value-for-money here;

• International money transfer. Around US$ 42 bn is transferred to India each year. Here, instead of competing with banks and fi nancial institutions, we will work with them to speed up the offering and make it pervasive through our 1.2 million retail outlets as no one has wider distribution reach than we have across India.

Soon we will be crossing the 100 million customer mile-stone. Once we reach this memorable milestone we shall reset our counter for the next 100 million customers and I am confident that the next 100 million customers would ensure the transformation of Airtel from ‘just a telecom brand’ to a lifestyle enabler. Our ‘three screens strategy’ will ensure that those next 100 million customers come from mobile, computers and television screens. As a leading private broadband service provider in the country we have already enhanced our broadband speeds from8 Mbps to 16 Mbps, making our service the fastest wireline broadband on DSL in the country. Through the IPTV (Internet Protocol Television Service) launch we have gone ahead and delivered the triple play advantage of telephony, broadband and entertainment services via a niche strategy to our customers in select cities. On the DTH front, given our deep understanding of the Indian customers and wide distribution reach, we intend to go mass market with our acquisition strategy, clearly aiming at semi-urban and upcountry markets.

The year 2009-10 will see us complete the final lap to achieve our Vision 2010 and we are very much on track to be the most admired brand in India – loved by more customers, targeted by top talent and benchmarked by more businesses.

Sanjay KapoorDeputy CEO

I am confi dent and optimistic that our commitment to innovation, pursuit of excellence and most importantly the drive and passion of our employees will keep us focusedand will be a signifi cant competitive advantage for us, as we continue to lead and embark on our journey towards achieving the next 100 million customers.”

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09

As the largest telecom brand in the country, Airtel is today counted among the select iconic brands in

India’s expansive consumer space. The brand has

traversed through several phases of evolution, riding a string of pioneering customer centric innovations, strategic tie-ups with global leaders and winning value propositions. In this journey towards being the Most Admired Brand in the country, Airtel has transformed customer experience in communication in the most decisive way.

Unbreakable trust

Airtel touches customer lives in multifarious ways, improving the quality of living both economically and emotionally. From the fisherman to the farmer to the rural artisan to the roadside vendor in the metro, everyone has found his/her unique way of leveraging connectivity to improve productivity.

As we move on, we believe our connectivity will open up more avenues for economic growth. We have long been mitigating distances connecting people to build enduring bonds. Nurturing human relationships across long distances has become second nature to us. Add to that the seamless way we have been able to integrate communication and entertainment with new services like DTH and IPTV. With a clear and unmis-takable hand in enhancing quality of life, Brand Airtel has been able to build an ‘Unbreakable Trust’ with its customers – individuals, enterprises and the like.

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09 Unbreakable trustCustomers

Bharti Airtel’s sustained momentum over the years has been driven by a single-minded focus on its customers and their evolving need-matrix. We have not only expanded our networks rapidly and introduced innovativeservices in quick succession to enlist millions of new customers into our fold, but have been successfully living up to, and often exceeding, our customers’ expectations by putting in place robust customer satisfaction systems and processes. With close to 100 million customers, and a successful extension of the brand to multiple screens, customer trust continues to gain strength every passing day.

Through the year, Airtel’s reach has expanded to cover 5,060 census towns and 414,906 non-census towns and villages in the country, thus covering approximately 81% of the country’s population. Increasingly, customers are coming from the rural hinterland. This has been made possible by a robust affordability strategy. Alongside a continuous scaling down of tariffs, low-cost handset bundle offers have played a key role in our rapid rural roll out.

Through our joint venture with IFFCO (IFFCO Kisan Sanchar Ltd.), we kicked off a unique initiative to harness the power of telecom to add value to the farm sector. The venture provides information on key elements like weather, farming techniques and commodity rates to the farmers to enhance their productivity. The initiative clearly holds the potential to trigger a Second Green Revolution directly benefitting millions of farmers.

Customers in the metros experienced several new innovative services during the year. Asklaila, India’s first local information service was one of them. The service enabled Airtel customers to get up-to-date information about their city, free of cost, from the extensive city information database. The asklaila-powered ‘Airtel city search’ is available across Delhi, Mumbai, Chennai,Hyderabad, Kolkata and Bangalore.

Customer trust built in the mobile space has clearly been extended to new areas like broadband and DTH. The response to the DTH service, launched during the year has been extremely encouraging. The single screen strategy is expected to reap substantial dividends in the days to come by creating more synergies in our operations.

Airtel continued to focus on affordability and convenience with regard to its strategy vis-à-vis overseas customers as well. We launched the virtual calling card service ‘Airtel call home’ in the UK, Singapore and Canada. We also started the service for the US based customers who are now able to call friends and family back in India at just one cent per minute. Overseas prepaid recharge service is also available online and in over 150 money exchanges in the UAE.

During the year Bharti Airtel extended its mobile services in Lakshadeep, becoming the first private operator to do so.

Airtel’s trusted network entered Sri Lanka during the last quarter amidst unprecedented customer response. We received close to half a million bookings in the early launch period and had to urgently fly in hundreds of thousands of SIM cards from the nearest marketing centres in India to meet the demand. Airtel’s unconditional free incoming call has turned out to be truly revolutionary offer for customers in the island market.

We at Hero Honda greatly treasure our relationship with Airtel as our trusted communication partner. Backed by its cutting edge network, Airtel has been instrumental in setting up Hero Honda’s communication backbone.Airtel is also playing a critical role in implementing our new project “Hero Honda Connect” that is aimed at integrating our dealer operations across the country. The partnership with Bharti Airtel is an effort to havecommon vision for growth. We believe this is just the beginning of an enduring relationship with Airtel that will evolve as we go along. ”

- Pawan Munjal Managing Director & CEO, Hero Honda Motors Ltd.

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09 Unbreakable trustPartners

People

Bharti Airtel’s rapid expansion has been built around its robust partnerships with some illustrious names of the world of business. Network management deals with Nokia, Ericsson and Nortel and the IT outsourcing deal with IBM have already been recognized as path-breaking partnership deals in world telecom. Over the years these relationships have moved up several notches in terms of size.

Entrusted with managing some of our critical processes, our partners have been integral to the achievements of Airtel. The success of these partnerships has enabled us to focus on our core competences of marketing and service. Over and above the broad management partnerships in network management and IT, we have entered numerous partner-ships in different operational domains with companies like IFFCO. Complementarities and mutual trust have played a key role in the success of these alliances.

People have been at the centre of our success as an organization. There is a constant endeavour to position Bharti Airtel as a preferred place to work for toptalent. Over the years we have continuously refined and improved our long term HR strategy to attract and retain the best talent available in the market. Our employee engagement and development programs too have turned out to be extremely productive. Our sustained efforts on this score were once again recognized by yet another ‘Gallup Great Workplace Award’. This places Bharti Airtel among the top 20 companies worldwide as one of the most sought after workplaces. This has clearly been made possible by the high level of trust that the organiza-tion has been able to generate among its employees.

Through the year, a large number of initiatives were under-taken to further reinforce the long-term People strategy that we have been pursuing since long.

We remained intent on fine-tuning our Talent Management Process to offer growth opportunities to employees within the organization. The majority of our senior positions were filled from our internal talent pool. A large number of our senior executives moved to take on higher responsibilities across business units and regions, offering them entirely new perspectives and personal career growth opportunities.

Providing continuous learning and development opportuni-ties to the employees remains a key element of our retention strategy. Learning initiatives at Bharti Airtel are highly customized and relevant to our needs and the specific challenges and work situations. Most of the programs are centralized to ensure standardization and quality inputs for the employees.

Our strategic decision to move our towers into separate companies with the objective to share those with other op-erators and thus leverage the resulting synergies, is starting to show results. Both our subsidiary Bharti Infratel Ltd. and joint venture company Indus Towers Ltd. have become fully operational in the year gone by.

Besides the big partnerships, Bharti Airtel is also engaged with a large number of smaller partners across the coun-try. Supply chain is tirelessly working on new initiatives to enhance transparencies and operational efficiencies of the partnerships.

Regular feedback from partners through formal partner satisfaction surveys and Annual Supplier Meetings have played an important role in developing these enduring relationships.

The relationship between Ericsson and Airtel extends beyond the typical vendor/operator engagement. It is one based on an unbreakable trust with the full confi dence that we will execute together.”

- Carl-Henric Svanberg President & CEO Ericsson

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09 Unbreakable trustPeople

There are various processes through which we get em-ployee development inputs. Employees and managers are fully empowered to identify their development needs and capture this in an online system. This encompasses both behavioural and functional needs. The Talent Management processes give inputs with respect to future needs and also take into account organizational priorities that define the capability building needs. For our middle management development programs we work closely with premier orga-nizations like IIM Ahmedabad, IIM Bangalore and Centre for Creative Leadership (CCL) for general management, partner management and Leadership development and people man-agement skills respectively.

People management skills are our key focus area. We have structured intervention programs at all levels to bring in this cultural shift. For our first time managers we have developed a customized program called “Winning Through People”. For the middle management we have an interven-tion program known as “Accelerating Performance Through People”. These programs encompass skills in effective communication, motivation, coaching, feedback, empower-ing and developing people. The program also gives inputs to managers on key Airtel processes which they can leverage to manage teams effectively. To support this culture shift we have instituted awards to recognize Best People Managers.

The Continuous Education Program (CEP) provides opportu-nities to all our junior management and frontline employees to undertake external distance learning training programmes from premier institutes while working. The focus on con-tinuous learning has proven to be a great retention tool in a highly volatile environment.

Alongside new opportunities for learning and development, we have also consciously worked on performance enhance-ment tools and processes, and better work-life balance. Through our e-tize workflow enhancement program we have simplified approval processes and ensured transparency and fairness in all formal employee transactions. This includes key HR processes such as Competency Assessment and Performance Assessment. Administration oriented process-es such as routine approvals too have been brought under the ambit of the program. The e-tize workflow enhancement program has moved one step further during the year.

At Bharti Airtel we have created a unique HR process to keep our senior management updated about the changing environment to sustain their professional and personal edge in the long run. Known as Project Rock On, the primary scope of the initiative is reverse mentoring by the younger generation. The senior leader internalizes the new advents, latest technologies and developments in the external world through his/her interaction with a young manager. The focus is also on understanding youth behaviors, their expectations, lifestyles and their thought process.

A lot of planning and research goes into identifying and matching the profiles of the mentors and mentees. The screening process entails profiling candidates, analysis of their hobbies and interests. Once the mentors have been identified, the planning starts to pair them with the men-tees. Matching the personality types, individual interests and hobbies as well as the special needs of the mentor are considered critical. After the initial trial with the top team, this initiative will most certainly be rolled out across all circle executive committee teams.

Being a reverse mentor was a uniqueopportunity that one seldom fi nds. Interacting with someone so experienced and learned gave me immense confi dence in my day to day life. We’ve had serious as well as fun-fi lled discussions on every topic under the sun, yet the comfort level was so high that I ended up gaining a lot more than I could ever imagine. ”

- Pooja Bajaj Assistant Manager, Airtel Enterprise Services

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10 Corporate Social Responsibility

In today’s competitive environment, businesses continue to be under pressure to focus their energies on achieving their business goals and objectives. But an equally powerful imperative to reach beyond business processes and goals has also gained ground. At Bharti Airtel, we have always believed that business success cannot be an end in itself rather it is a means to a set of higher socio-economic goals. Over the years we have made a conscious effort to reach out to society at large, as much as we have striven to promote the interests of the stakeholders in our business.

Educate and InspireIndia’s most conspicuous advantage lies in its demographic situation - its youthful population. When more than 54% of its population belong to the below-25 age bracket, the challenge for the country obviously lies in preparing this large segment for gainful employment - to make it a powerful productive force. Education, of course, plays a critical role in making this possible and we have taken a conscious decision to focus a substantial part of our philanthropic activities on the promotion of education, particularly in the far flung villages, which continue to struggle with poor infrastructure.

Most of our welfare activities are routed through Bharti Foundation, the philanthropic arm of the Bharti Group. Set up in 2000, the Foundation has been working towards improving access to quality education in rural India. Here are some of the programs and projects that Bharti Foundation is undertaking to impact the quality of education in the country:

In 2008-09, we undertook many initiatives in the social welfare space. We firmly believe that our efforts are creating a long lasting impact on our stakeholders, both internal (employees) and external (customers, suppliersand the community). Internally, we have been able to make transformational changes in the workplace to build on employee trust. Similarly the trust of our externalstakeholders has further strengthened through our involvement in various life spaces – education and training, health, environment.

At the grassroot

Satya Bharti School Program (SBS)

Create temples of learning radiating knowledge and excellence for underprivileged children”

The Satya Bharti School Program is the flagship program of Bharti Foundation. Launched in 2006, it aims to make available high quality education to poor and under-privileged children – especially the girl child. Within just a few years of its existence, it has indeed become recognized as one of the most powerful programs in the arena of primary education. The Foundation is responsible for end-to-end management of the schools, right from construction to imparting of education.

The Program operates with a two pronged approach. Onthe one hand, the Foundation builds new primary schools from scratch and operates them on its own with active support from local communities. On the other hand, it also partners the State Governments to adopt already existing government primary schools with the aim to improve their overall performance and functioning, following the same curriculum philosophy and quality standards as their own primary schools.

The schools, constructed by Bharti Foundation are designed to be cost effective, child and environment friendly. The

curriculum for these schools has been creatively designed to empower children to look at education not as a task but as an experience that contributes towards the development of important life skills and values in addition to linguistics and mathematical skills.

Community participation plays a big role in the running of these schools. The Foundation has quite successfully enlisted the support of the village panchayats and local bodies in running these schools. Community participation is ensured through various modes like contribution of land, sponsoring of mid-day meals and its utensils, sponsoring of materials used in school construction, sponsoring of statio-nery for use in schools and also to monitor school activities.

The Satya Bharti School Program has made significant progress since its inception in 2006. In just two years, 158 primary schools have become operational. Over 17,000 underprivileged children have been enrolled, of which 48 per cent are girls.

By the completion of Phase one, the Foundation aims to operationalize 236 primary schools reaching out to approxi-mately 50,000 children across Punjab, Haryana, Rajasthan, Uttar Pradesh and Tamil Nadu.

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Satya Bharti Senior Secondary School Program

To ensure continuous access to quality education for children of its primary schools, Bharti Foundation plans to set up one Satya Bharti Senior Secondary School, in public-private partnership mode, over a cluster of 8-10 Satya Bharti Primary Schools. In addition to regular academics, these schools will provide vocational training opportunities to children to help them gain employment within their own village upon completing their schooling. Establishment of senior secondary and vocational training schools is in process; they will become operational shortly.




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Other educational programs

Support Talent to Bloom – Scholarships

and Mentorship

Bharti Scholarship and Mentorship Program aims to help academically bright students with limited financial means to pursue higher education in management, engineering (electronics, telecom and software) and agriculture. Ever since its inception the program has expanded its scope and coverage to include students from more regions and disciplines. Today the programsupports 224 scholars in 38 premier institutions of higher education across 26 states.

The Foundation also supports 40 underprivileged girls through the Scholarship Program under the Bharti Udayan Shalini Fellowship Program. This scholarship extends support to only girl students from underprivileged background to pursue higher education and vocational training courses. Periodic workshops on topics like career counseling and personality development, peer handholding (by senior fellows of previous years) and mentoring by interested individuals from civil society form a strong component of the program.

Bharti Foundation has also made a substantial contribution to the Dr. Manmohan Singh Undergraduate Scholarship Program at the University of Cambridge, as one of its promoters. The Program provides full funding, covering fees and means – tested maintenance for undergraduate study in any subject at any of the colleges that are part of the University of Cambridge.

Other initiatives

Bharti Foundation has also supported and facilitated several initiatives in the field of primary education over the lastfew years.

26 Bharti Computer Centres and 104 Bharti Library and Activity Centres were set up by the Foundation in partner-ship with other NGOs like Pratham, Infotech, Kalakar Trust and Adarshila. Presently being run as independent units, these centres aim to make books and technology accessible to children in the rural pockets of the country.

The Foundation has also supported the Mid-Day Meal

Program, in partnership with Akshaya Patra.

Over the years, Bharti Foundation has successfully extended the ambit of its programs to new areas. Its programs have directly and indirectly impacted more than 150,000 children and youth so far. The Foundation expects to reach out to more than 200,000 children through its Satya Bharti School Program in the future.

Building Centres of Excellence

Bharti Foundation has joined hands with premier institutes in the country to further the cause of higher education and training in the area of technology and management.

Bharti School of Telecommunication Technology and Management, IIT, Delhi, operational since 2006 provides education and training opportunities to academically bright young people to develop future leaders and entrepreneurs. Every year, the school impacts 200 students directly or indirectly. The School extends access to its state-of-the-art facilities not only to its own scholars but also scholars pursuing other courses.

Bharti Centre for Communication in IIT, Mumbai, launched during the year strives for excellence in research in commu-nication theory and systems and fosters technical collabora-tion between research and user groups.

Bharti Institute of Public Policy will be established at the Indian School of Business (ISB) campus in Mohali, Punjab to promote research and excellence in Public Policy.

I love going to school because it has a computer and my teachers let me sit on the computer everyday.”

- Sukhjeet Student, Satya Bharti School, Ladhowal

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Rural Empowerment

Our rapid rural penetration enables us to impact lives in India’s far flung villages. Our connections have turned out to be key catalysts in the rural areas both in terms of economic productivity and governance.

The E-Gram project initiated last year has already made a huge transformational impact in rural Gujarat, as citizens no longer have to travel long distances to get routine official work done. The initiative has truly carried the government to the villager’s doorstep. We are determined to help initiate many suche-governance initiatives in the future as well.

Impact of our business on the rural economy has been quite profound. We have successfully connected the rural farmers, the artisans and the small entrepreneurs to their markets,raising their incomes substantially. During the year we launched a path-breaking project in the shape of our joint venture with IFFCO – IFFCO Kisan Sanchar Limited (IKSL). IKSL is making a discernible impact on agricultural productivity through its timely information offerings in the area of weather forecast, commodity rates and farming techniques. To ensure rapid dissemination of the services we are also providing affordable handsets to the farmers.

Public Health

We firmly believe that mobile telephony empowers users to connect with each other in unheard of ways to overcome difficult situations. We have discovered a novel way of extending our spirit of innovation in the area of blood donation by finding a mode to connect the blood banks with donors and users. Mobility Tamil Nadu extended its association with Jeevan Blood Bank in Chennai under its ‘Airtel Cares for Everyone’ (ACE) project. This first of its kind initiative enables people to get information on availability of blood withinminutes and access the real time stock of tested blood components from Jeevan Blood Bank 24 hours a day. Airtel already has a partnership with Jeevan, in which a few numbers have been provided free of cost for Jeevan to stay in touch with people wanting to donate blood and patients in need of blood. Mobility Karnataka too launched a virtual blood bank to bridge the gap between donor and recipients.

Like in previous years, circle organizations regularly organized blood donation camps in association with Rotary blood bank, Lions blood bank and International Red Cross to encourage employees to donate blood.

We also worked towards creating awareness about different diseases and their preventive measures among employees.


Besides initiatives in the focus area of education, we undertook several other measures in the areas of health, environment, and disaster management support. The involvement of large numbers of employees across businesses was particularly heartening.




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Support and inspire the young and vulnerable

Employees across businesses and circle organizations have always been keen to extend a helping hand to children from the poor and deprived sections of the society. Through the year, several initiatives were undertaken by employees, a handful of which are presented here:

On Children’s Day they visited nearby schools with goodies and gifts for the students and shared some warm moments with them. They engaged the children with unfilled games, singing and painting competition. At the TNG Head Office, the employees conducted a charity auction of children’s paintings. All collections from this were donated to the SOS Children’s Village.

Employees in Mobility Karnataka and Mobility Assam undertook several initiatives to bring smiles to people living in orphanages and old age homes. Airtel Team in Mangalore (Karnataka) celebrated Diwali with children at ‘Prashanth Nilaya’, an orphanage for girls. Employees of Mobility NESA too visited an orphanage and an old age home to celebrate Bihu there.

Like last year Mobility Tamil Nadu joined hands with a local voluntary organization on World Disability Day to organize a funfair to cheer the exemplary spirit of individuals who have risen above their disabilities to make a difference to their own lives and to the society. “Gift A Smile” was one more initiative for visually challenged children by CSR volunteers

of Bharti Airtel – Transport National Group. The volunteers visited National Association for the Blind (NAB), a school for taking care and grooming the visually impaired children to understand their disability and inspire them to look at life more positively. Various fun-filled activities like Dancing & Painting Competition, Poetry Recitation and Storytelling were organized followed by a Prize Distribution ceremony.

Telemedia North hub has adopted Prayas, a national level voluntary organization (NGO) functioning in collaboration with the Delhi Police, Delhi School of Social Work(University of Delhi), and various governmental, bilateral and non-governmental organizations. The organization is deeply committed to the cause of neglected, disadvantaged and deprived children, youth and women from underprivileged communities in slums / rural areas of Delhi and in the states of Gujarat, Bihar, Assam, Arunachal Pradesh and Haryana. Every month Telemedia North donates proceeds from its scrap sale to Shruti, an NGO focused on education for education of the vision impaired.




Think Green

Bharti Airtel believes in the philosophy of 4Rs - refuse, reduce, reuse and recycle. The philosophy extends to all our acts in our offices and on our sites. We have stepped up our efforts towards energy conservation by sharing infrastructure, using technology aids like video conferencing to reduced travel and deploying green shelters. At our offices, we have deployed waste water recycling, energy efficient lighting, the concept of the energy wheel, air curtains on major office exits and disposal mechanisms for discarded oil. We have also teamed up with global majors to form teams focusing on energy optimization by way of introducing energy-efficient equipment and exploring alternate energy sources like solar, wind,bio-fuel / hydrogen etc. to reduce the environmental impact.

Green Shelters at cell sites has reduced operational costs by as much as 40% as compared to conventional shelters. Airtel has saved over 75mn liters of diesel and over 400mn KWH of energy on an annualized basis, translating into approx. US$ 100mn in energy savings alone. Carbon emission has reduced by over 500,000 mt annually by deploying green shelters at all our sites across India.

As an environment conscious organization, Bharti Airtel constantly explores all possibilities to control energy consumption and reduce green house gases on priority basis. We have set up dedicated teams to deal with energy efficiency and renewable energy. The teams are led by top management, which shows the commitment to the cause. There is a constant endeavor to install the latest energy efficient equipment and control systems in all facilities such as BTSes, data centers and MSCs. Applications of renewable and alternate energy are being taken up to install solar hybridtowers for BTSes, use of alternate fuels to operate DG sets, obtaining wind energy for the bulk consuming loads.

Bharti Airtel is the first company to apply for carbon credits by implementing energy efficiency power interface units and back-up cooling systems in BTS. Energy councils were set up across the businesses to implement energy efficient initiatives.

The World Environment Day was celebrated with much enthusiasm across circle organizations. ‘Each one Plant one’, a campaign launched by Mobility Tamil Nadu symbol-ized employee commitment to the cause. In Mobility Gujarat employees celebrated by wearing green, andadopted car pooling to minimize pollution.

We have automated many of our HR processes through an innovative technology program called e-tize. Airtel employees conduct their day-to-day work through this comprehensive automation journey, touching all core domains; Learning and development, Leave management, Compensation management, expense management and travel management. All this have reduced employeeinterface processes to the click of a button, significantly improving employee motivation and comfort.

Alongside a dramatic transformation in work processes, e-tize delivers equally powerful dividends in terms of environment friendliness. Employee touch point automation initiatives manage to save approx 600,000 sheets of paper every year.

Airtel follows WEEE norms to dispose of

end-of-life electronic equipment enabling

responsible recycling.




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Disaster Relief

During the year states like Bihar, Bengal, Orissa and Assam faced several natural calamities in the shape of floods. As a responsible corporate Bharti Airtel and its employees rose to the occasion to support the flood victims both in terms of financial contributions and donation of relief materials. Employees in circle organizations and business units went on a collection drive to raise substantial amounts of relief materials for the flood victims. Bharti Foundation made a contributionof Rs. 30mn to the Prime Minister’s Relief Fund for supporting the government’s relief work in the flood affected areas.

Natural disasters are always better handled with an early warning system in place. With this in mind Bharti Airtel has joined hands with Massachusetts Institute of Technology (MIT) to develop an early warning system to predict floods at least 15 days in advance. Under the agreement, we will provide data about the water-levels of various rivers at different points and the status of embankments to the institute, while MIT will analyze this data by super computers vis-à-vis other references drawn in from satellites. This novel approach follows encouraging results from a pilot project we undertook in four districts of Bihar - Muzaffarpur, Vaishali, Samastipur and Darbhanga in July 2008. We strongly believe the success of this early warning system will open the door for many such initiatives across the country, which has a topographical diversity that exposes it to a variety of natural disasters.




Innovation and Entrepreneurship- Rekindle the spirit

Innovation and entrepreneurship have been at the core of Bharti Airtel’s phenomenal market penetration and growth. It has always been our desire to spread this spirit to the wider society. The Company therefore launched the ‘Airtel Innovation Fund’ aimed at promoting innovation and entrepreneurship in the field of telecommunications. The objective of the first such Funds in telecom is to provide opportunities to entrepreneurs with a vision to buildbusinesses based on innovative ideas. The Fund has an initial corpus of Rs. 2bn and will be led and administeredby Bharti Airtel.

Sporty ways - Ensuring ahealthy future

Promoting a sporting culture and developing a keen aware-ness about healthy living is a priority for us. Through the year, it has been our consistent endeavor to promote such a culture both within the organization and outside.

Airtel Delhi Half Marathon was our biggest initiative on this front. The mega event enabled Delhi’s young and old to rub shoulders with professional marathoners on Delhi roads to rediscover the joys of running. The event was a rousing success, in which more than 30,000 participated. We are certainly going to continue our association with this premier event in future.

To enhance employee involvement in sports, Airtel Centre and circle organizations continued organizing internal sports events through the year. Like last year, the Airtel 20:20 Cricket Cup was a grand success, in which all the circle organizations and the businesses participated with much enthusiasm.

Cultural Connect – Be one with India’s diversity

Over the years Bharti Airtel has carved out an enduring relationship with India’s hugely diversified culture. We have built this relationship by diligently investing in popular cultural events in different regions of the country. These relationships continued through the year, be it the famous Dahi handi festival in Maharashtra or for that matter the very popular boat races in the Kerala backwaters.

Circle organizations have been actively promoting localmusic and dance festivals. Mobility Orissa continued itsassociation with the state’s premier annual cultural show, the Konark Dance & Music Festival. The festival helps connect the wider public to the rich cultural tradition of the state. Mobility NESA supported the annual Kameswari Dance Festival, where noted classical dancers and singers from across the country participated.

Another association that we are extremely proud of is our support for Habba, Bengalooru’s biggest cultural festival celebrating the spirit of the city. The annual festivalshowcases every conceivable element of the region’s culture so successfully starting from music, dance, fashion to craftsmanship.

Bharti Airtel’s continuous support to these events have kept the country’s rich cultural roots fresh in the public mind. Many struggling art forms have received a new lease of life because of our associations with them.





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ACT – A Caring Touch

ACT is an employee philanthropy programme that encourages all Bharti Group employees to contribute time, skills, knowledge, materials and money to either Bharti Foundation or any other charitable organization of their choice empanelled in ACT. Employees across our businesses and circle organizations have regularly donated stationery and teaching materials to the students of nearby Satya Bharti Schools. To facilitate employee volunteering on a larger scale, Bharti Airtel continues its policy of offering one day’s paid leave to all employees.

Mobility Karnataka’s institutional team decided to welcome 2009 with a message of “WE CARE”. Under the Program all the team members will be donating a recurring amount (ranging from Rs. 50 to Rs. 250) over the next 12 monthsfor various Bharti ACT initiatives through the ACT portal. The Company will be making a matching contribution tosupport the cause. Employees in the circle also joined hands with Pragati Educational Foundation to sponsor the education and its related expenses for 18 girl students with excellent past educational track records. Other employees from Bangalore are acting as mentors to these children and assisting them in their academics.

Bharti Airtel’s success as a business entity only inspires us to be more ambitious in the social arena. Even as we try to align our business priorities to make an incremental impact on the quality of life around us, we remain equally determined to transcend our business arena to trigger big transformational changes in the socio-economic landscape through our CSR initiatives. While Bharti Foundation will continue to be the principal channel for our CSR initiatives, we will always be keen to align our business processesand goals to make a more deep rooted impact on thesociety directly.

The training has helped us know more about

ourselves. Now we know how a small thing leaves

a great impact on the tender mind of a child. If

we know that we can teach G for God why should

we teach G for Gun to a child to make him an

unsociable citizen? We enjoyed the hands-on

practice of lesson planning and while doing so

we were reminded of our B.Ed days.”

- Raghveer Singh Teacher, Satya Bharti School, Ladhowal

“




11

Bharti Airtel was given many awards during the year.Some of these awards are listed below:

• At the Telecom Asia Awards 2008 we received the Best Carrier India Award for innovative products and services and efficient cost models. We also received the Ovum Telco-Transformation Award, for the philosophy and execution of our outsourcing strategy

• Retailer of the Year - Telecom Services Award at the Asia Retail Congress 2009 in Mumbai

• Best Mobile Music, TV or Video Service Award at the GSMA Asia Mobile Award 2008, for creating a uniquely intuitive, personalized user experience of music on mobile with our Music-on-Demand service

• From the World Communication Awards 2008 we went home with 3 awards: Best Content Service Award, Best Project Management Award and the Airtel-IFFCO Farmer Information Dissemination Platform project was awarded the ‘Best Content Service Award’

• At the 7th Frost & Sullivan ICT Awards 2008 we were honoured with Market Leadership awards in the ‘Large Enterprise Telecom Services’, ‘Wholesale Data Services’ and ‘Mobile Services’ categories

• Airtel digital TV was rated as the number 1 DTH operator in the country by Living Digital magazine, the largest specialty media house in South Asia and amongst India’s top five magazine publishers

• We were adjudged the winner of the Nasscom-CNBC TV 18 IT User Award 2008 for the Telecom vertical

• Jointly with our partner IBM we won the Technology Managers Forum 2008 Best Practice Awards programme in the Business Process Improvement category for our e-tize project

• We were voted as the ‘Best Cellular Service Provider’ and ‘Best Broadband Service Provider’ at the 2008 Voice & Data 100 Awards

• In a survey conducted by The Wall Street Journal to determine Asia’s 200 most-admired companies Bharti Airtel was voted India’s most innovative company

• Airtel was voted the 2nd Most Trusted Service Brand in the Annual Economic Times-Brand Equity, Most Trusted Brands survey

Awards & Honours

• Airtel won the Platinum Trusted Brand Award in the Mobile Service provider category in the Reader’s Digest Asia Trusted Brands Survey

• Bharti Airtel had the distinction of being amongst 20 companies worldwide and the only one in India, to be honoured with the ‘Gallup Great Workplace Award’

• Airtel was honoured with the prestigious Wireless Service Provider of the Year Award at the 2008 Frost & Sullivan Asia Pacific ICT Awards

• Airtel was voted as the Best ISP in the PC World Broadband Survey conducted by PC World - one of India’s leading technology magazines published by IDG

• IDG India’s CIO magazine recognized us as a recipient of a 2008 CIO 100 Award. We were also one of the five recipients of the Special 2008 CIO Security Award

• Appreciation award for significant contribution towards Service tax (2008) – Department of Customs and Central Excise (Delhi Range), Govt of India

• Buzziest Brands of the Year 2009 – agencyfaqs

• Ranked 3rd among India’s 500 most valuable companies; Ranked 2nd among Top 500 profit earners; Among India’s Best Marketers - Business Today 2008

• Among 50 Best listed companies in Asia Pacific - Forbes 2008

• Ranked 21 among Best performing IT companies in the world - 2008 Business Week IT 100

• Best Project Management Award for our Gujarat e-GRAM project - World Communications Awards 2008

• World’s 25 Most valuable Telecom Brands; Ranked 8th among Top 50 most valuable (company) brands - Brand Finance Plc 2008

• Ranked among 50 largest and most liquid companies in BRIC countries - Dow Jones BRIC 50 2008

• ‘Most Admired Organization’, ‘Best National Mobile Operator’, ‘Best Internet and Broadband Operator’, ‘Best Ad Campaign’ – Telecom Operator Awards 2008

• Best Telecom Company – NDTV Profit Business Awards




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Sunil Bharti Mittal – Chairman and Managing Director was presented with the following personal awards anddistinctions:

• Business Leader Transforming India Award 2008 at the NDTV Profit Business Awards

• U.S.-India Business Council’s Global Vision Award. This prestigious award recognizes his entrepreneurial zeal and contribution to Indian business

• GSMA Chairman’s Award, 2008 - GSM Association

• ‘Telecom Person of the Year’ - Tele.net Telecom Operator Awards, 2008

• Joined the Telecom Board of the International Telecom- munication Union (ITU), first Indian to join the Board

• Joined the Board of Trustees of the Carnegie Endowment for International Peace. Sunil Mittal is the first Indian to join the Board of this global think tank.

NDTV PROFIT AWARDBusiness Leadership Award, 2008

GALLUP GREAT WORKPLACE 2008 Award Winner

BUZZY GOLD 2009 AIRTELThe Buzziest brand of the year




When a gifted team dedicates itself tounselfi sh trust and combines instinct with boldness and effort, it is readyto climb.”

- Patanjali




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Directors’ report

Dear Shareholders,

Your directors have pleasure in presenting the fourteenth

annual report on the business and operations of the

Company together with audited financial statements and

accounts for the year ended March 31, 2009.

Overview

Bharti Airtel is one of Asia’s leading providers of

telecommunication services with presence in all the 22

licensed jurisdictions (also known as Telecom Circles)

in India, and in Sri Lanka. The Company served an

aggregate of 96.6 mn customers as of March 31, 2009;

of whom 93.9 mn subscribe to GSM services and 2.7

mn use Telemedia Services either for voice and/or

broadband access delivered through DSL. The Company

also offers an integrated suite of telecom solutions to

enterprise customers, in addition to providing long

distance connectivity both nationally and internationally.

The Company also deploys, owns and manages passive

infrastructure pertaining to telecom operations under

its subsidiary Bharti Infratel Limited. Bharti Infratel owns

42% of Indus Towers Limited. Bharti Infratel and Indus

Towers are the two top providers of passive infrastructure

services in India.

During the financial year 2008-09, the Company

achieved various accomplishments and became the

largest integrated telecom company in India based on

total telecom subscribers.

Some of the key highlights include the following:

• First operator in India to cross the total customer

base of 96 mn

• Highest net addition of 31.93 mn of total customers

in a year

• Full year consolidated gross revenue of Rs 374 bn

and consolidated EBITDA of Rs 153 bn

• Full year consolidated net profit of Rs 79 bn

• Year on Year (Y-o-Y) growth of total customer base

by 50% resulted in 38% increase in revenues and

23% increase in net profit

• Mobile Network is present in 5060 census towns

and 414,906 non-census towns and villages in India,

thus covering approximately 81% of the country’s

population

• Focus on rural penetration and customer affordability

has led to mobile tariffs of 1.2 cents/minute, one of

the lowest in the world

• Expanded its international footprint by launching

mobile operations in Sri Lanka on a state-of-the-art

3.5G network

• Made its television debut by launching Airtel Digital

TV, its Direct-to-Home (DTH) satellite TV service

• Debuted Triple Play service with Airtel digital TV

interactive – its Internet Protocol Television Service

in NCR under a unified brand “Airtel”

FINANCIAL RESULTS AND RESULTS OF

OPERATIONS

Financial highlights of Consolidated Statement of

Operations of the Company

(Amount in Rs. mn, except percentages)

Particulars Year ended Y-o-Y

31-Mar-09 31-Mar-08 Growth

Gross revenue 373,521 270,122 38%

EBITDA 152,858 114,018 34%

Cash profit from 135,769 111,535 22%

operations

Earnings before 85,910 73,115 17%

taxation

Net profit/(loss) 78,590 63,954 23%

Financial highlights of Standalone Statement of

Operations of the Company (legal entity)

(Amount in Rs. mn, except percentages)

Particulars Year ended Y-o-Y

31-Mar-09 31-Mar-08 Growth

Gross revenue 340,143 257,035 32%

EBITDA 131,918 106,848 23%

Cash profit from 115,686 104,369 11%

operations

Earnings before 81,615 69,725 17%

taxation

Net profit/(loss) 77,438 62,442 24%

LIQUIDITY

The Company meets its working capital requirement by

having suitable commercial arrangement with its

creditors and sufficient stand by credit lines with banks

and financial institutions and operates a robust cash

management system to ensure timely availability of funds

and its deployment. The Company has been able to

optimize finance cost and generate funds for expansion

by minimizing the amount of funds tied up in current

assets.

As on March 31, 2009, the Company has cash and

bank balance of Rs. 27,660 mn and marketable

securities of Rs. 23,422 mn. The Company actively

manages its short-term liquidity to generate optimum

returns via investments made in Debt and Money

Market instruments including Bank Fixed Deposits &

Certificates of Deposits, Liquid and Income Debt Fund

schemes, Fixed Maturity Plans and other similar

instruments.

TRANSFER TO RESERVE

Out of total profit of Rs. 77,438 mn for the financial

year 2008-2009, an amount of Rs. 6,000 mn is

proposed to be transferred to the General Reserve.

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DIVIDEND

Your Board of directors in its board meeting dated 29thApril, 2009, has recommended a final dividend of Rs. 2per equity share of Rs. 10 each (20% of face value) forthe financial year 2008-09. The total dividend payoutwill amount to Rs. 4,442 mn, including Rs. 645 mn astax on dividend. The payment of dividend is subject tothe approval of the shareholders in the ensuing AnnualGeneral Meeting of the Company.

SUBSIDIARY COMPANIES

Your Company has the following fourteen subsidiarycompanies (i) Bharti Hexacom Limited (ii) Bharti AirtelServices Limited (iii) Bharti Telemedia Limited (iv) BhartiInfratel Limited (v) Bharti Infratel Ventures Limited (vi)Bharti Airtel (UK) Limited (vii) Bharti Airtel (USA) Limited(viii) Bharti Airtel (Canada) Limited (ix) Bharti Airtel(Hongkong) Limited (x) Bharti Airtel (Singapore) PrivateLimited (xi) Bharti Airtel Lanka (Private) Limited (xii) BhartiAirtel Holdings (Singapore) Pte. Limited (xiii) Network i2iLimited (xiv) Bharti Infratel Lanka (Private) Limited.

As per Section 212(1) of the Companies Act, 1956,the Company is required to attach to its accounts theDirectors’ Report, Balance Sheet and Profit and LossAccount etc. of each of its subsidiaries. As theconsolidated accounts present a complete picture ofthe financial results of the Company and its subsidiaries,the Company had applied to the Central Governmentseeking exemption from attaching the documentsreferred to in Section 212(1). In terms of approvalgranted by the Central Government under Section212(8) of the Companies Act, 1956 vide letter No. 47/212/2009-CL-III dated 30-03-2009, a copy of theBalance Sheet, Profit and Loss Account, Reports of theBoard of directors and Auditors of the subsistingsubsidiaries for the year ended March 31, 2009 havenot been attached with the Balance Sheet of theCompany. The Annual Accounts of these subsidiarycompanies, along with the related information, isavailable for inspection at the Company’s registeredoffice and copies will be made available to Bharti Airtel’sinvestors and subsidiary companies investors uponrequest. The statement pursuant to the approval underSection 212(8) of the Companies Act, 1956, is annexedas parts of the Notes to Consolidated Accounts of theCompany on page no. 191.

QUALITY

Quality is at the core of everything we do at Airtel. Itsupports all internal functions in delivering to customerrequirements through customer centric processes andproducts. Continuous improvement and innovation isembraced throughout the Airtel ecosystem, fostered bya philosophy of getting it right the first time by drivingissues to root cause and eliminating repeat problems.We firmly believe quality begins with our employeesand continuously invest in their training anddevelopment. A few initiatives which are ingrained inthe DNA of Airtel are lean six sigma, processstandardization and variation reduction, six sigma plusand knowledge management.

We have a proven track record of pursuing qualitymanagement systems. Our processes have beenbenchmarked with global best practices and standards,with rigorous assessments regularly conducted on them

by reputed external assessors. Our ISO27001implementation is amongst the largest globally, and ourongoing BS25999-compliant BCP implementation isamongst the largest in Asia. Airtel is TL9000 and PCIDSS compliant, and its IT infrastructure and processesare compliant with COBIT and ITIL best practices. Weare also implementing SAS 70 across the BPO partners.

BRANDING

Brand Airtel moved closer to its vision to be the mostadmired brand by 2010. Airtel sustained its momentumin the telecom space by getting closer to the 100 mnsubscriber milestone and extended the brand to TVscreens by launching DTH TV services and IPTV.

For the mobility vertical, the over-arching brandphilosophy focused on strengthening the brand’sperception as a trustworthy service leader. A segmentedapproach stretched the brand’s relevance across socio-economic segments of over 300 mn mobile users in thecountry.

The business’s rural thrust was supported by networkand handset bundle campaigns to drive acquisitionamongst non-users. The rural network campaignpositioned the role of the ubiquitous Airtel network asthat of a radar that allowed the rural youth to discovertheir aspirations that stretched beyond their villages,while simultaneously being in touch with their near onesback home.

Low cost handset bundles (Airtel connection with entry-level handsets) were promoted through a nationalcampaign supported by on-ground roll-out ofdemonstration vans in the rural hinterland. The on-aircampaign focused on the need for owning a handsetbundle and the on-ground vans focused on drivingactivation through live demos and activation offers invillage haats and melas. For the urban centers, thebrand’s belief in a barrier free world was extended to anon-ground manifestation through the ownership of theAirtel Delhi Half Marathon. This brand assetstrengthened the brand’s iconic leadership stature.

Airtel’s mCommerce solution which won an award forsimplicity of use and inbuilt security features at the GSMWorld Mobile Congress, was launched using impactfulcommunication that clearly focused on how this newservice makes life simple. The service which transformsyour mobile phone into a payment device is now beingadopted by consumers at an accelerated pace.

Communication for value added services like VoiceSearch for Hello Tunes and Voice SMS drove brandaffinity amongst the youth segment.

Operations in Sri Lanka were launched with a high-voltage launch campaign “Hello Sri Lanka” featuringAirtel’s brand ambassador Shahrukh Khan. This led toan unprecedented demand for application forms beforelaunch. The mega launch was followed by a series oftariff campaigns which changed the game in this market.Using the platform of ‘simplification’, Airtel managedto reposition competition as complex and unfriendlytowards the user. An unprecedented demand for Airtelconnections was witnessed post these campaigns. Thesubscriber base is currently accelerating towards the1million mark in record time.





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Airtel’s foray in the DTH segment comes with thestrategic view of expanding our portfolio of servicesbeyond the telecom business and is the culmination ofour “three screens” strategy, which is to be presentacross mobile phones, computers and TV screens. Airtelmarked an entry into the nascent but fast-growing DTHcategory with a differentiated and relevant customerproposition. Given the rather noisy advertisingenvironment and strongly entrenched competition, adisruptive yet strong message was developed for buildingrelevance and driving acquisition. The brand’s uniqueproposition was based on dramatizing the TV viewingexperience – and defined as ‘magical entertainment’.The marketing mix of ‘digital TV’, product design andexperience were carefully evolved to bring the ‘magic’alive, be it the stylish and premium look of the set-topbox, the easy to navigate multi-lingual electronicprogram guide, the unique and differentiated featureslike Universal Remote, Widgets, Radio-on-TV, etc. – allof which were firsts in India. Special care was taken toensure that customer touch points like the CustomerCare Services, dress and service codes for installationengineers, etc. were all detailed to enrich the customerexperience at every interaction. The 360 degree launchwas with creative manifestation -”Come Home to theMagic” and was ranked No.3 amongst BestAdvertisements in NDTV’s. All about Ads 2008 ranking.

By the end of the year, the brand health scores reachedan all-time high. The year was dotted with multipleindustry accolades including four ABBY Awards, twoEFFIES Awards, WOW Award for the Airtel Delhi HalfMarathon and the Singapore Outdoor Award forAirtel-Rajdhani Express.

The Economic Times (Brand Equity) featured Airtel asthe best advertiser for the year 2008 and agencyfaqselected Airtel as the “Buzziest Brand 2008” and the“Brand with the Longest Buzz (three consecutive years)”.The launch in Sri Lanka got extensive coverage andaccolades from the country’s print and digital mediaand in India within four months of launch, Airtel hadbecome an established player in the DTH category.

HIGHLIGHTS OF THE YEAR

Major agreements and alliances

During the year, the Company signed the following majoragreements relating to operations, customer service,innovation and technology:

• With IBM, to handle Bharti’s IT requirements in SriLanka. IBM will provide IT support for Bharti’soperations in Sri Lanka, which is an extension of thesoftware major’s contract in India

• With IBM Daksh, to enhance its customer serviceexperience for its top-end Platinum customersthrough process and technology innovation. Underthe six-year contract, IBM’s managed businessservices unit IBM Daksh will provide voice and back-office services including customer service,collections, and customer retention from its centers.IBM Daksh expects to have over 700 employees inthe first year focused on providing services in over11 languages to elite Airtel customers across thecountry

• With Alcatel-Lucent, a venture to manage BhartiAirtel’s pan-India broadband and telephone servicesand help Airtel’s transition to Next GenerationNetworks to offer advanced services like high-speedinternet, Triple Play, media-rich VAS (Value AddedServices), MPLS (Multi Protocol Label Switching),VPN (Virtual Private Network) for both retail andbusiness customers. Under the Joint Venture,Alcatel-Lucent will design, plan, deploy, optimizeand manage Bharti Airtel’s broadband and telephonenetwork across India. A new legal entity is beingformed which will be managed and controlled byAlcatel-Lucent. This is the first Managed Servicespartnership for broadband and telephone servicesin India

• With Infosys Technologies Limited (Infosys) to deliversuperior customer experience to the customers ofAirtel digital TV, it’s Direct-To-Home (DTH) TVservice. As part of its Digital Convergence Platform,Infosys will provide a suite of products includingdevices, application servers and interactiveapplications that will focus on providing an enhanceddigital lifestyle to Airtel digital TV customers

• With HP, to promote the penetration of broadbandand personal computers. Under the scope of thepartnership, Airtel will offer consumers a broadbandconnection at discounted entry cost with every HPand Compaq notebook and desktop

• With Apple Inc. to bring the iPhone to India. iPhone

3G combines all the revolutionary features of iPhonewith 3G networking that is twice as fast as the firstgeneration iPhone

• Bharti Airtel and RIM introduced the Blackberry Bold

for its customers in India. The Blackberry Boldsmartphone is the first Blackberry smartphone tosupport tri-band HSDPA high speed networks aroundthe world providing superior functionality andperformance for business professionals and powerusers

• With Cisco® to launch Managed MPLS (Multi ProtocolLayer Switching) Service. The launch includes a Tier1 MSCP (Managed Services Channel Program)certification from Cisco for their network and servicecapabilities, to provide Managed MPLS VPN(VirtualPrivate Network) services. With this Airtel hasbecome the first service provider in APAC (AsiaPacific American Coalition) to achieve Cisco PoweredManaged Multi-Protocol Layer Switching Providerstatus under CISCO MSCP Program. The certificationplaces it in a league of select global operators thatare endorsed for carrier class MPLS networks andenterprise class MPLS service capabilities. Airtel hasalso obtained a certification from Cisco for theirTelepresence Connection capabilities, whichrecognizes Airtel MPLS network for runningHi-Definition video conferencing services, which giveusers real life-like experience

• With Virtela signed a strategic agreement tosignificantly enhance its international managed MPLSconnectivity outside of India to more than 5000 PoPs(Points of Presence) across 190 countries. Underthe agreement, Bharti Airtel and Virtela have





integrated their networks through connection pointsin South East Asia and Europe in order to expandBharti’s MPLS based IP-VPN capabilities around theworld. Bharti Airtel will now be able to offer itsEnterprise customers seamless managed MPLSconnectivity and advanced managed networksolutions to key business customers on a truly globalbasis

• With Pacnet (region’s largest independenttelecommunications service provider) for a Network

to Network Interface (NNI) agreement tointerconnect their respective networks, expandingconnections to and from India. Under theagreement, the two companies will directlyinterconnect their network infrastructure to expandtheir respective MPLS based IP VPN capabilitiesand to provide advanced IP (Internet Protocol)solutions to key business customers in the region.The agreement will enable both companies todeliver greater coverage, seamless user experienceand reliable technology to their customers. Airteland Pacnet have also announced a special“Gateway to India” offering for high capacityInternational Private Line circuits between theUnited States and India

• With IFFCO to herald the second Green Revolutionto benefit millions of rural consumers with a Jointventure company, IFFCO Kisan Sanchar Ltd (IKSL)that will harness the power of telecom to add valueto the farm sector and empower the rural farmer bygiving him access to vital information, which willenhance his livelihood and quality of life. IKSL willoffer products and services, specifically designedfor farmers, through IFFCO societies in villages acrossthe country. On offer are affordable mobile handsetsbundled with Airtel mobile connection andcustomized value added services

• With 15 global telecom majors to build Europe India

Gateway (EIG), a cable system from India to UnitedKingdom. Airtel is the only Indian service providerto be a part of this consortium, and will be operatingthe cable landing station in Mumbai. The othermembers of the EIG cable consortium includeAT&T, BT, C&W, Djibouti Telecom, Du,Gibtelecom, IAM, Libyan Telecom, MTN Group Ltd.,Omantel, PT Comunicações-S.A, Saudi TelecomCompany, Telecom Egypt, Telkom SA Ltd, andVerizon Business

• With the country’s flagship oil company — Indian

Oil Corporation (IOC) — that will enable Airtel toaccess 18,000 retail outlets and 5,500 Indanecooking gas distributors of the oil giant to take themobile opportunity home to more customers. Thisis an exclusive alliance between Airtel and IOC

• With FirstSource Solutions (a leading global BPOservices provider), a three-year outsourcingagreement to provide a suite of BPO services coveringboth voice and back office in areas such as customeraccounting, VAS (Value Added Services) provisioning,fraud & credit monitoring, customer service,collections, customer retention to Airtel

• With Australia Japan Cable (AJC) to interconnecttheir current and future networks in Guam. Thislandmark agreement will allow both parties to offerservices from a number of locations includingSingapore and the USA West Coast to Australia. Theinnovative agreement will utilize the undersea cableassets of Bharti Airtel and AJC. The joint network isexpected to carry commercial traffic by end of Q1FY 09-10

• With asklaila, India’s first local information service,enabling Airtel customers to get up-to-dateinformation about their city, free of cost, throughasklaila’s extensive city information database. Theasklaila-powered ‘Airtel city search’ is accessibleacross six cities, including Delhi, Mumbai, Chennai,Hyderabad, Kolkata and Bangalore

New products/initiatives

During the year, the Company launched various newand innovative products and services in the market. Thisenabled the company to strengthen its leadershipposition despite intense competition. The following arekey launches and initiatives for the year:

• The Company made its foray into media andtelevision by redefining home entertainment withAirtel digital TV. The service is available to customersthrough 31,000 retail points including AirtelRelationship Centres across the country

• Launched its virtual calling card service ‘Airtel Call

Home’ in UK, Singapore and Canada. The service istargeted at the huge Indian Diaspora, Non-ResidentIndians (NRIs) and Indian students in these markets

• Launched its mobile services in Sri Lanka under the

Airtel brand. The Company has launched a suite ofinnovative services and redefined affordability on astate-of-the-art 3.5G network. Bharti Airtel plans toinvest around USD 200 million in its Sri Lankaoperations

• Expanded the footprint by launching its MobileServices in Lakshadweep. Bharti Airtel is the firstprivate mobile service provider in the islands

• Launched Triple Play with Airtel digital TV interactive

– Telephone, Broadband and TV on a single line. TheTriple Play Service is initially available to customersin Delhi, Gurgaon and Noida. Airtel’s state-of-the-art IPTV Head-end, with best-in-class MPEG4-10compression technology, will allow it to offer morecontent and better quality images as well as serviceslike live broadcast television, network based time-shifted TV, real video-on-demand and a host of otherinteractive services

• Pioneered 16 Mbps broadband thereby offering the

fastest wireline broadband on DSL in the country.

This service is powered by the Carrier Ethernetnetwork and will be initially available in the cities ofDelhi NCR, Chennai and Bangalore with phased roll-out to additional cities of Hyderabad, Pune, Mumbaiand Kolkata

• Announced the launch of the world’s first Windows

based Online Desktop-powered by Microsoft and

Nivio, giving access to a personal virtual desktop





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from any computer connected to the internet forAirtel broadband customers. This initiative will pavethe way for easy and affordable access to computingand broadband in India. This service will be availableto all Airtel broadband customers across 95 cities inthe country

• Launched Overseas Recharge Service, yet another‘first’ in the Indian telecom market. Airtel haspartnered with ezetop International to make prepaidrecharge available in over 150 money exchanges inthe UAE and online at www.ezetop.com

• Introduced calling rate of 1 cent per minute on itsonline calling card service www.airtelcallhome.com.This will enable the Indian diaspora in US to callfriends and family back in India at the mostcompetitive rates in the market

• Launched VeriSign® Identity Protection (VIP) Servicesfor its Enterprise customers in India in partnershipwith VeriSign. VIP Services is a comprehensive suiteof authentication and fraud detection solutions thatenables organizations to strengthen and protect theircustomers’ online identities

• Spelled “End of Distance” in India withunprecedented tariff reductions on STD and Roaming

services for its customers. While STD rates camedown to Rs. 1.50/ minute from the earlier Rs. 2.65/minute, the reductions enabled Airtel customers toreceive a call while roaming at Rs. 1/minute, ascompared to the earlier Rs. 1.75/minute. Further,while roaming, Airtel customers can make anoutgoing local call at Rs. 1/minute and an STD callat Rs. 1.50/minute

• With mChek to offer the toll tag recharge throughAirtel mobile for the Delhi Gurgaon Expressway

• Expanded its Premium International Toll Free services

from 80 countries for its Enterprise customers inIndia. These services enable enterprises to offer aconvenient and cost effective way to their overseascustomers, business partners and employeestravelling abroad, to communicate with them, throughan international toll free number

Other company developments

• Bharti Airtel launched ‘Airtel Innovation Fund’ aimedat promoting innovation and entrepreneurship in thefield of telecommunications. This is the first everinnovation fund in India specifically for the telecomsector. The objective of the Fund is to provideopportunities to entrepreneurs with a vision to buildbusinesses based on innovative ideas. The Fund willhave an initial corpus of Rs. 200 crores and will beled and administered by Bharti Airtel

• Airtel is now a fully ISO 27001:2005 Certified

Organization. The ISO 27001:2005 certification(from BSI: British Standards Institute) ensures a highquality information security environment withinAirtel. It helps build trust and confidence amongstcustomers and further enhances the confidence ofemployees in operational processes. With a total of29 certificates awarded under the ISO 27001:2005Certification Program, Airtel has the unique

distinction of being awarded the largest number ofcertificates to any single company in India acrosssectors and one of the largest in the world

• Bharti Airtel Limited announced key apex levelorganizational changes aimed at laying thefoundation for the Company’s next phase of growth.Manoj Kohli, CEO & Joint Managing Director, BhartiAirtel will increasingly focus on strategydevelopment, governance and organizationdevelopment. Sanjay Kapoor has been elevated fromPresident – Mobile Services to a newly createdposition of Deputy CEO. In his new role, Sanjay willlead the Mobile, Telemedia and DTH businesses.Sanjay will report to Manoj Kohli. Having led thetransformation at the Telemedia business, Atul Bindalwill take over as President – Mobile Services.K Srinivas who was Executive Director (East) –Mobile Services and in-charge of Sri Lanka operationswill take over as Joint President - Telemedia Services.Atul and K Srinivas will report to Sanjay Kapoor.David Nishball will continue as President - EnterpriseServices and will report to Manoj Kohli

REGULATORY AND KEY INDUSTRY DEVELOPMENTS

Update on regulatory and key industry developmentforms part of the Management Discussion and Analysisreport.

CAPITAL MARKET RATINGS

Bharti Airtel Limited has outstanding ratings with fourinstitutions, CRISIL & ICRA (national) and Fitch Ratingsand S&P (international).

• CRISIL & ICRA have rated Airtel at the top end oftheir rating scales, both for short term (P1+ / A1+)as well as long term (AAA/LAAA)

• International rating agencies, both Fitch Ratings andS&P have rated Airtel at the level of the sovereignrating of India (BBB-)

While India’s country rating has been put on a negativeoutlook by S&P, on a recent review of Airtel by S&P,they have retained ‘stable outlook’ for Airtel backed bythe superior financial strength and positive businessand growth outlook

SHARE CAPITAL

During the year, the Company issued 238,942 equityshares on exercise of stock options under ESOP Scheme2005 of the Company.

The Company also allotted 93,408 equity shares uponconversion of Foreign Currency Convertible Bonds(FCCBs). Due to these corporate actions, theissued, subscribed and paid-up equity share capitalincreased from 1,897,907,446 (March 31, 2008) to1,898,239,796 equity shares as of March 31, 2009.

In the Board meeting held on April 2009, subject to theapproval of its shareholders, the Board of directors hasapproved sub-division (share split) of existing equityshares of Rs. 10/- (Ten) each into 2 (Two) equity sharesof Rs. 5 (Five) each. The Company is in the process ofcompleting all the procedural formalities to give effectto the sub-division of shares.





CORPORATE GOVERNANCE

The Company is committed to maintain the higheststandards of corporate governance. The Directorsadhere to the requirements set out by the Securitiesand Exchange Board of India’s Corporate GovernancePractices and have implemented all the stipulationsprescribed.

A detailed report on Corporate Governance pursuant tothe requirements of Clause 49 of the Listing Agreementforms part of the Annual Report. A certificate from theAuditors of the company, S.R. Batliboi & Associates,Chartered Accountants, Gurgaon confirming complianceof conditions of Corporate Governance as stipulatedunder the previously mentioned Clause 49 is annexedto the Report as Annexure A.

SECRETARIAL AUDIT REPORT

In keeping with the high standards of corporategovernance adopted by the Company and also to ensureproper compliance with the provisions of variouscorporate laws, the regulations and guidelines issuedby the Securities and Exchange Board of India and thelisting agreement, the Company has voluntarily startedthe practice of a Secretarial Audit from a practicingcompany secretary.

The Company has appointed Mr. T. V. Narayanswamy,Practicing Company Secretary, to conduct theSecretarial Audit of the Company for the financial yearended March 31, 2009. He has submitted his reportconfirming the compliance with all the applicableprovisions of various corporate laws. The SecretarialAudit Report is provided separately in the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

At Bharti Airtel, Corporate Social Responsibility (CSR)encompasses much more than social outreach programsand is an integral part of the way the Company conductsits business. Detailed information on the initiatives ofthe Company towards CSR activities is provided in theCorporate Social Responsibility section of the AnnualReport.

DIRECTORS

Since the last Directors’ Report, Akhil Gupta relinquishedthe position of Joint Managing Director of the Companyand continues to be a non-executive director on theBoard. Francis Heng and Kurt Hellstrom have resignedfrom the Board due to personal reasons. During theyear, Manoj Kohli was appointed as Joint ManagingDirector of the Company. Quah Kung Yang,Nikesh Arora and Craig Ehrlich were appointed asadditional directors. The Board places on record its sincereappreciation for the services rendered by Francis Hengand Kurt Hellstrom during their tenure on the Board.

Ajay Lal, Akhil Gupta, Arun Bharat Ram and N. Kumar,retire by rotation at the forthcoming Annual GeneralMeeting and, being eligible, offer themselves for re-appointment.

The Company has received notice from a member undersection 257 of the Companies Act, 1956 proposing theappointment of Quah Kung Yang, Nikesh Arora and CraigEhrlich as non-executive directors of the Company.

A brief resume, nature of expertise, details ofdirectorships held in other companies and shareholdingin the Company of the directors proposing appointment/re-appointment as stipulated under Clause 49 of theListing Agreement with the Stock Exchanges is appendedas an annexure to the notice of ensuing annual generalmeeting.

FIXED DEPOSITS

We have not accepted any fixed deposits and, as such,no amount of principal or interest was outstanding asof the balance sheet date.

AUDITORS

The Statutory Auditors of the Company, M/s. S. R.Batliboi & Associates, Chartered Accountants, Gurgaon,retire at the conclusion of the ensuing annual generalmeeting of the Company and have confirmed theirwillingness and eligibility for re-appointment and havealso confirmed that their re-appointment, if made, willbe within the limits under Section 224(1B) of theCompanies Act, 1956.

AUDITORS’ REPORT

The Board has duly examined the statutory auditors’report to accounts and clarifications wherever necessary,have been included in the Notes to Accounts section ofthe Annual Report.

As regards comments under para ix(a) of Annexure tothe Auditors’ Report regarding slight delay in a fewcases in deposition of statutory dues, the Company isfurther strengthening its process to ensure that evensuch minor delays do not occur in future.

As regards the comment under para xxi of Annexure tothe Auditors’ Report, to address the issues of fraud byemployees and external parties, the Company has takenappropriate steps including issuance of warning letters,termination of service of the errant employees,termination of the contract/agreements with the externalparties, legal action against the external parties involvedetc. The Company is further strengthening its internalcontrol systems to reduce the probability of occurrenceof such events in future.

ENERGY CONSERVATION, TECHNOLOGY

ABSORPTION AND FOREIGN EXCHANGE EARNINGS

AND OUTGO

For the Company, being a service provider organization,most of the information as required under Section217(1)(e) of the Companies Act, 1956, read with theCompanies (Disclosure of particulars in the report ofthe Board of Directors) Rules, 1988, as amended is notapplicable. However, the information as applicable hasbeen given in Annexure A to this report.

EMPLOYEES STOCK OPTION PLAN

The Company values its human resource and iscommitted to adopt the best HR practices. Theemployees of the Company are presently benefitted fromtwo ESOP Schemes under 2001 and 2005, EmployeeStock Option Policy. The policy also helps in retentionof well-performing employees, who are contributing tothe growth of the Company.





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Disclosure in compliance with Clause 12 of theSecurities and Exchange Board of India (Employee StockOption Scheme and Employee Stock Purchase Scheme)Guidelines, 1999, as amended, are provided inAnnexure C to this Report.

A certificate from M/s S. R. Batliboi & Associates,Chartered Accountants, Statutory Auditors, with respectto the implementation of the Company Employee’sStock Option schemes, would be placed before theshareholders at the ensuing Annual General Meeting,and a copy of the same shall be available for inspectionat the registered office of the Company.

PARTICULARS OF EMPLOYEES

Information as per the provisions of Section 217(2A) ofthe Companies Act, 1956 read with the Companies(Particulars of Employees) Rules, 1975, as amended,forms part of this report and have been set out asAnnexure D of this report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act,1956, the directors to the best of their knowledge andbelief confirm that:

(i) in the preparation of the annual accounts for theyear ended 31st March 2009, the applicableaccounting standards have been followed along withproper explanation relating to material departures;

(ii) they have selected and applied consistently and madejudgments and estimates that are reasonable andprudent to give a true and fair view of the state

of affairs of the Company as at the end of thefinancial year and of the profit of the Company forthe year;

(iii) they have taken proper and sufficient care for themaintenance of adequate accounting records inaccordance with the provisions of the CompaniesAct, 1956 and for safeguarding the assets of theCompany and for preventing and detecting fraud andother irregularities;

(iv) they have prepared the annual accounts on a goingconcern basis.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In accordance with the Listing Agreement requirements,the Management Discussion and Analysis report ispresented in a separate section forming a part of theAnnual Report.

ACKNOWLEDGEMENTS

Your directors wish to place on record their appreciationto the Department of Telecommunications (DOT), theCentral Government, the State Governments andCompany’s Bankers, the business associates, for theassistance, co-operation and encouragement theyextended to the Company and to the employees fortheir continuing support and unstinting efforts inensuring an excellent all round operational performance.Last but not the least the directors would like to thankvarious partners viz. Bharti Telecom, SingaporeTelecommunications Ltd., and other valuableshareholders for their support and contribution. We lookforward to their continued support in the future.





To

The Members of Bharti Airtel Limited

We have examined the compliance of conditions of

Corporate Governance by Bharti Airtel Limited (“the

Company”), for the year ended March 31, 2009, as

stipulated in Clause 49 of the Listing Agreement(s) of

the said Company with stock exchange(s) in India.

The compliance of conditions of Corporate Governance

is the responsibility of the Company’s management. Our

examination was carried out in accordance with the

Guidance Note on Certification of Corporate Governance

(as stipulated in Clause 49 of the Listing Agreement),

issued by the Institute of Chartered Accountants of India

and was limited to procedures and implementation

thereof, adopted by the Company for ensuring the

compliance of the conditions of Corporate Governance.

It is neither an audit nor an expression of opinion on the

financial statements of the Company.

In our opinion and to the best of our information and

according to the explanations given to us, we certify

that the Company has in all material respects complied

with the conditions of Corporate Governance as

stipulated in the above mentioned Listing Agreement.

We state that such compliance is neither an assurance

as to the future viability of the Company nor the

efficiency or effectiveness with which the management

has conducted the affairs of the Company.

For S.R. BATLIBOI & ASSOCIATES

Chartered Accountants

per Prashant Singhal

Place : Gurgaon Partner

Date : April 29, 2009 Membership No. : 93283

Annexure A

Auditors’ certificateregarding compliance of conditions of corporate governance





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Annexure B

International Calling Card Services

Airtel CallHome, our international calling service throughwholly owned subsidiary companies, connects thewidespread NRI population in USA to their families andfriends in India at a cost effective and reliable manner.The service was launched in December 2006. Thelaunch marked Bharti Airtel’s foray into the US market.The Company further launched its services in UK,Canada and Singapore in 2008-09. The Company alsoplans to extend its services through its wholly ownedsubsidiary companies, across the globe to address theneeds of the Indian diaspora through our global networkin near future.

Telecom Services in other countries

The Company continuously explores and evaluatesvarious opportunities for growth and expansion insideand outside the country organically and throughalliances, mergers/ acquisitions in identified markets,subject to availability of licenses, growth potential andcost as well as other relevant factors. In its efforts, theCompany achieved its first success upon receipt of letterof offer in January 2007 after a competitive biddingprocess, from the Telecom Regulatory Commission ofSri Lanka to offer 2G and 3G services in Sri Lanka. BhartiAirtel started providing these services from January2009, through its wholly owned subsidiary companyBharti Airtel Lanka (Private) Limited, Sri Lanka. Inaddition, Bharti Infratel Lanka (Private) Limited, a wholly-owned subsidiary of Bharti Airtel Lanka (Private) Limited,has also been incorporated with an objective to providepassive infrastructure services on a non-discriminatorybasis to all telecom operators in Sri Lanka.

Total foreign exchange used and earned for the year:

(a) Total Foreign Exchange Earning Rs. 18,093 mn

(b) Total Foreign Exchange Outgo Rs. 53, 663 mn

INFORMATION RELATING TO CONSERVATION OF

ENERGY, TECHNOLOGY ABSORPTION, RESEARCH

AND DEVELOPMENT AND FOREIGN EXCHANGE

EARNING AND OUTGO FORMING PART OF

DIRECTORS’ REPORT IN TERMS OF SECTION 217(1)(e)

OF THE COMPANIES ACT, 1956 READ WITH THE

COMPANIES (DISCLOSURE OF PARTICULARS IN THE

REPORT OF THE BOARD OF DIRECTORS) RULES 1988.

CONSERVATION OF ENERGY & TECHNOLOGY

ABSORPTION

Bharti Airtel Limited, being a telecommunications service

provider, the information in Part A and B pertaining to

conservation of energy and technology absorption are

not applicable to the Company. However, the Company

requires energy for its operations and every endeavor

has been made to ensure the optimal use of energy,

avoid wastage and conserve energy as far as possible.

From time to time, the Company evaluates global

innovation and technology as a benchmark and wherever

required, enters into arrangements to avail of the latest

technology trends and practices.

FOREIGN EXCHANGE EARNING AND OUTGO

Activities relating to exports initiatives taken to increase

exports; development of new export markets for

products and services; and export plans;

International Long Distance Business

We have seen significant growth in our long distance

business. With India’s increasing integration into the

global macro economy, we anticipate significant further

growth in this domain. We have strong relationships for

under-sea networks and we will continue to invest in

major cable systems to increase our presence and share

of the global traffic.





INFORMATION REGARDING THE EMPLOYEES STOCK OPTION SCHEME

(as on March 31, 2009)

Sl. Particulars ESOP Scheme 2005 ESOPNo. Scheme 2001

1) Number of Stock 87,23,966 *1,94,53,868Options granted

2) Pricing Formula The Exercise Price per options shall 1,45,07,843 @ 22.5not be less than the par value of the 8,80,000 @ 0.91Equity Share of the Company and 21,90,000 @ 70shall not be more than the price 71,265 @ Nilprescribed under Chapter XIII of the 20,000 @ 120SEBI (Disclosure and Investor 12,500 @ 221Protection) Guidelines 2000 as amended. 17,72,260 @ 10Relevant Date being the Grant Date.

3) Option Vested 22,03,175 1,78,08,375

4) Number of Options exercised 6,59,392** 13,749,755

5) Number of shares arising as 6,53,317 Nila result of exercise of option

6) Number of option lapsed 21,74,100 41,86,341

7) Variation of terms of option NA NA

8) Money realized by exercise 16,70,45,342*** 35,69,99,122of options

9) Total number of options in force 58,90,474 15,17,772

10)i) Senior Managerial personnel

1. Mr. Manoj Kohli 4500 Nil2. Mr. Sarvjit Singh Dhillon 3000 Nil3. Mr. S Asokan 4500 Nil4. Mr. Inder Walia 7500 Nil5. Ms. Vijaya Sampath 3000 Nil6. Mr. David Nishball 4500 Nil7. Mr. Jai Menon 7500 100008. Mr. Sanjay Kapoor 4500 Nil9. Mr. K Shankar 4500 Nil10. Mr. Narender Gupta 3000 Nil11. Mr. Shaun Parmar Nil 1000012. Ms. Jyoti Pawar Nil 500013. Mr. Srikanth Balachander Nil 1250014. Mr. Shireesh M Joshi Nil 1500015. Ms. Ranjana Smetacek Nil 5000

ii) Any other employee who receives Nil Nila grant in any one year of optionamounting to 5% or more of optiongranted during that year

iii) Identified employees who were Nil Nilgranted option, during any oneyear, equal to or exceeding 1% ofthe issued capital (excludingoutstanding warrants andconversions) of the company at thetime of grant

11) Diluted earning per share (EPS) 0.0026 NApursuant to issue of shares on exerciseof options calculated in accordance withAccounting Standard (AS) 20 ‘EarningPer Share’

Annexure C





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12) In case, the employees compensation NA 36,81,825cost is calculated on the basis of (0.0019)intrinsic value of Stock Option,difference between the employeescompensation of the Stock Option costbased on intrinsic value of the Stock andthe employees compensation of theStock Option cost based fair value forthe year ended March 31, 2009 and theimpact of this difference on profits andon EPS of the Company.

13) For Options whose exercise price either a) Rs. 22.5; Rs 70;equals or exceeds or is less than the Rs. Nil; Rs 120;market price of the stock the following Rs. 10; Rs 221are disclosed separately:-

a) Weighted average exercise price Rs. 541.53

b) Weighted average fair price Rs. 267.95 b) NA; NA;Rs. 139.40;Rs. 168.87;Rs. 427.79;Rs. 542.96

14) A description of the method and Fair value Method : Black Scholes/Lattice Valuation Modelsignificant assumptions used duringthe year to estimate the fair valuesof options, including the followingweighted average information

(i) risk free interest rate i) 4.45% P.A to 9.70% P.A (The Government Securities curveyields are considered as on valuation date )

(ii) expected life ii) 48 to 60 months

(iii) expected volatility iii) 36.23% to 41.39% (assuming 250 trading days to annualize)

(iv) expected dividends iv) Nil

(v) the price of the underlying v) Rs. 616.80 to Rs. 832.55 per equity shareshare in market at the timeof option grant

* Grants of 4,066,025 number of shares were made out of the options lapsed over a period of time.

** This includes 6,075 number of options under Scheme 2005, which is pending allottment and against whichmoney has been realised.

*** This include Rs. 1,540 thousand on account of money received against 6,075 options pending allottment

Sl. Particulars ESOP Scheme 2005 ESOP

No. Scheme 2001





Statement of particulars under section 217(2A) of the Companies Act, 1956 read with the Companies

(Particulars of Employees) Rules, 1975 for the year ended March 31,2009 and forming part of the

Directors’ Report

Sl. Name Designation Qualification (s) Age Date of Total Nature of Nature Gross Previous employment /

No. commencement experience employment, of duties remuneration designation

of employment whether of the

contractual employee

or otherwise

(A) EMPLOYED THROUGHOUT THE FINANCIAL YEAR

1 A M Rai Sr. VP - International B.E. / B.Tech. 48 28-Sep-00 26 Permanent Technical Services 6,767,855 Fibcom / Project Lead

Networks

2 Abhay Kumar Head - Technical B.E. & MBA 41 9-Jul-07 17 Permanent Technical Services 3,025,487 Motorola / Circle Lead - Network

3 Abhay Sr. VP - Technical B.E. / B. Tech 44 5-Aug-06 19 Permanent Technical Services 7,872,136 Bharti Infotel / CTO

Savargaonkar

4 Abhay Seth CMO - East Hub MBA 31 7-Jan-00 12 Permanent Sales & Marketing 3,216,535 Self Employed /

M&G + MD (Own Company)

Gujarat circle

5 Abhijit DGM - CSD B.E. 36 3-Oct-06 15 Permanent Customer Service 2,573,170 WNS / AVP - Network Operations

Chakravarty Delivery & Infrastructure

6 Abhilasha Hans CSO - MBA 44 23-Jan-07 18 Permanent Customer Service 6,157,707 Teletech Services India Limited /

Shared Services Delivery Sr. Vice President

7 Aditya Chile Head - CSD PGDBM 43 5-Dec-05 21 Permanent Customer Service 3,114,966 Tata Teleservices Limited /

Delivery Head- Customer Care

8 Ajai Puri CEO - MO MBA 48 15-May-04 28 Permanent Operations & 8,689,842 Cargill Foods India/Business

West Bengal Management Head-India Foods

9 Ajay Aggarwal DGM - Marketing B.E. & MBA 38 27-Dec-05 13 Permanent Sales & Marketing 2,478,158 Reliance Infocomm Limited /

Circle Sales Head

10 Ajay Agrawal Sr. VP - Finance CA 52 1-Jun-06 26 Permanent Finance 5,939,570 Reliance Infocomm Limited /

& Accounts Tech Lead-RA

11 Ajay Chitkara Chief Operating PGDBM 37 1-May-01 15 Permanent Operations & 7,409,091 Comsat Max Limited / Area Sales

Officer Management Manager

12 Ajay Krishnan Head - Managed MBA 42 17-Jan-05 17 Permanent Sales & Marketing 4,004,798 AT&T / Regional Director

Services

13 Ajit Chaturvedi Head - General Trade MBA 41 27-Mar-06 18 Permanent Sales & Marketing 5,824,116 Reliance Infocomm Limited /

Head - Prepaid Sales &

Distribution

14 Akhil Minocha GM - Strategic PGDBM 36 9-Jun-05 12 Permanent Sales & Marketing 2,526,967 Reliance Infocomm Limited /

Planning & Bus Dev. Sr.Manager

15 Alok Bafna Head - Finance CA 35 29-Dec-03 12 Permanent Finance 3,516,870 Idea Cellular Limited /

& Accounts Manager -Finance

16 Alok Dhar Technical Head - B.E. / B.Tech 42 18-Sep-06 20 Permanent Technical Services 3,854,694 Escotel Mobile Communications

AES Corporate Limited / Chief General Manager

17 Alok Nigam Head - HR - North Hub LLB 43 16-Mar-06 21 Permanent Human Resources 3,247,349 Intex Technologies Limited /

Head Corporate HR

18 Alok Ranjan Head - NLD Voice B.E. & MBA 55 24-Jul-07 14 Permanent Sales & Marketing 2,981,287 Reliance Communications Limited /

Head - NLD Services

19 Aman Nugyal GM - Security M.Tech/MS 41 10-Sep-07 21 Permanent Technology 2,888,009 Secure Synergy Private Limited /

Operations Management Services Chief Operating Officer

20 Amandeep Singh CTO - B.E. / B.Tech 38 9-May-03 17 Permanent Technical Services 7,004,836 Spice Communications /

West 1 & West 2 Vice President

21 Amit Bhatia GM - CSD PGDBM 37 22-Aug-95 15 Permanent Customer Service 5,329,241 Hotel Taj Bengal /

Delivery Duty Manager

22 Amit Head - Sales BE & MBA 34 20-Oct-00 11 Permanent Sales & Marketing 2,614,601 Procter And Gamble /

Chandiramani Asst Brand Manager - Marketing

23 Amit Mathur VP - Sales MBA 41 2-Jul-01 19 Permanent Operations & 4,178,530 Esconet (Escorts Grp Co) /

Management Regional Operational Head

24 Amit Mathur GM - Marketing B.E. / B.Tech 45 19-Nov-01 22 Permanent Sales & Marketing 2,913,122 Xerox Modicorp / Regional

Product Manager

25 Amit Shah Head - Finance CA 33 3-Dec-01 11 Permanent Finance 3,359,905 BPL Mobile Communications

& Accounts Limited / Manager - Finance

26 Amit Vyas VP - International MBA 35 14-Jun-04 14 Permanent Sales & Marketing 3,861,052 NM Rothschild / Manager

Networks

27 Amita Arya GM - Technical M.Tech 38 1-Feb-01 16 Permanent Technical Services 3,521,095 MTNL / Dy. General Manager

28 Amrita Gangotra CIO - Mobile Services M.Sc. 44 25-Nov-02 18 Permanent Technology 8,423,503 HCL Comnet Limited/

& Chief Airtel IT Services Chief Information Officer

Operations

29 Anand Jha GM - B.E. / B.Tech 43 24-Jun-03 16 Permanent Technology 3,084,384 GE Motors Limited /

Technology Services Services Quality Leader Washer

30 Anant Arora COO - MO Kerala B.E. & MBA 42 11-Apr-03 19 Permanent Operations & 6,195,059 Reliance Infocomm Limited /

Management Head - Sales Operations

31 Anantharaman R COO - MO M.Sc. 42 26-Sep-03 18 Permanent Operations & 5,629,175 BPL Mobile Cellular Limited /

West Bengal Management Business Head

Annexure D





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or otherwise

32 Anil Jhamb GM - Technical MBA 38 14-Dec-05 17 Permanent Technical Services 2,487,388 Satyam Infoway Limited /

Sr.Manager

33 Anil Kumar GM - SCM MBA 44 25-Jul-05 20 Permanent Supply Chain 2,746,349 Tata Teleservices Limited /

Management Sr. Manager

34 Anirban Ghosh COO - MO MBA 40 3-May-04 17 Permanent Operations & 4,862,244 Hindustan Lever Limited /

Tamil Nadu Management Regional Sales Manager

35 Anjana Head - HR MBA 52 17-May-02 30 Permanent Human Resources 3,122,807 Mega Soft Limited /

Ravindranath Head Corp Communication

36 Anoop Bhardwaj GM - CSD (Remote PGDBM 38 2-Jul-07 16 Permanent Customer Service 3,073,334 Hughes Communications /

Support Process) Delivery Director - Operation

37 Anoop Sharan GM - Metasolv Diploma 42 4-Oct-05 16 Permanent Technology 2,792,653 Idea Cellular Limited /

Services Asst. General Manager

38 Anuj Jain VP - Network - MBA 42 24-Mar-08 17 Permanent Technical Services 2,990,900 Fujitsu Network Communication Inc.

Network Planning / Director - Product Development

39 Anuj Khungar CTO -Wireless, ANG M.Tech 45 28-Feb-05 21 Permanent Technical Services 4,827,640 Reliance Infocomm Limited /

Chief Technical Officer

40 Anupma Suneja Head - Customer PGDBM 37 9-Apr-07 13 Permanent Sales & Marketing 2,621,357 Synovate India /

Insight & Market Research Director

Research

41 Anurag Prashar PMO - CSD PGDBM 48 16-Jul-03 24 Permanent Customer Service 7,831,413 Xerox Modi Corp Limited /

Delivery Executive Director, Customer

Service Support

42 Argha Basu VP - MPLS Product PGDBA 41 25-Feb-08 18 Permanent Sales & Marketing 3,986,198 VSNL / Business Head-MPLS

43 Arindom Head - Marketing MMS 39 13-Mar-06 14 Permanent Sales & Marketing 3,083,289 BPL Mobile Communication

Chakrabarty Limited / Dy. General Manager

44 Arshad Mumtaz GM - Service Partner B.Com 35 2-Jan-07 15 Permanent Customer Service 3,125,630 Teletech / Center Head

Management Delivery

45 Arun Bhardwaj Chief Operating Officer B.E. & MBA 46 1-Feb-02 25 Permanent Sales & Marketing 7,759,009 Ericsson Inc / GM

46 Arun Das Operations Head - AP MBA 45 27-Nov-06 22 Permanent Sales & Marketing 4,031,731 Tata / Vice President

47 Arun Kumar CTO B.E. & MBA 44 14-Jun-05 21 Permanent Technical Services 3,962,839 Reliance Infocomm Limited /

Gupta Fa Lead Mumbai Circle

48 Arun Kumar VP - Business PGDBM 55 2-Aug-04 35 Permanent Quality Services 4,465,718 Escotel Mobile Communications

Malik Excellence Limited / Dy. General Manager

49 Arun Kumar GM - Marketing B.E. 38 1-Mar-96 17 Permanent Sales & Marketing 3,961,518 Universal Mccann /

Sharma Associate Media Director

50 Arun Srievastava GM - Service PGDM 42 2-Mar-07 19 Permanent Customer Service 2,793,419 Idea Cellular /

Operations Delivery Dy. General Manager

51 Aruna Pidikiti GM - Network - NOC M.Tech 39 21-Dec-00 16 Permanent Technical Services 4,143,417 STPI / Dy. Director (Tech)

52 Arvind Kumar Sr. VP - Network - B.E. & MBA 53 17-Jul-07 30 Permanent Technical Services 6,196,515 Vavasi Telegence Pvt Limited /

Kansal Chief TNG Office Chief Technical Officer

53 Ashish Arora VP - Sales Head MBA 39 3-Apr-07 15 Permanent Sales & Marketing 4,970,841 Sify Limited /

National Sales Head

54 Ashish C Tayal GM - Business B.E. & MBA 39 3-Aug-05 13 Permanent Quality Services 2,694,236 IBM Daksh / Sr. Manager - TTBV

Excellence

55 Ashish D K DGM - Prepaid MBA 32 2-Aug-06 9 Permanent Sales & Marketing 2,516,128 Hutchison Essar Pvt Limited /

Malhotra Acquisitions & Head - Marketing

Market Planning

56 Ashish Luthra GM - Marketing MBA 38 14-Jun-04 15 Permanent Sales & Marketing 3,421,732 Godfrey Phillips India Limited /

Brand Manager

57 Ashish Yakhmi DGM - Marketing MBA 36 16-May-05 9 Permanent Sales & Marketing 2,662,454 Henkel Marketing India Limited /

Category Manager

58 Ashutosh Singh GM - Technical B.E./B.Tech 41 30-Jan-07 14 Permanent Technical Services 2,639,750 Tata Teleservices Limited /

Sr. Manager

59 Ashwani Rana GM - Regulatory PGDBM 42 1-Nov-04 18 Permanent Legal Services 2,779,210 Escotel Mobile Communications

Affairs Limited / Sr. Manager

60 Asit Tandon GM - Core Planning B.E./B.Tech 39 2-Apr-07 15 Permanent Technical Services 3,900,653 Siemens / General Manager

61 Atul Bindal President - Mobile BE (Mech), MBA 48 23-Jun-03 23 Permanent Business Head 26,164,755 DHL International /

Services Communication Director Asia

Pacific

62 Atul Sachdeva Principal Technical PGDBM 36 29-Aug-06 14 Permanent Technical Services 3,183,943 Tata Teleservices Limited /

Officer Head-Bss,Transmission

and Core Planning

63 Atul Uprit Head - SCM MBA 43 15-Dec-06 18 Permanent Supply Chain 2,853,739 Nitel / Production Engineer

Management

64 Austin Lorenzo VP - Web Tech & MBA 44 25-Jun-07 20 Permanent Technology 5,595,097 American Airlines / Senior

Syst. Int. Arch Services Consultant/Tech Lead Architect

65 Avinash Deepak GM - Sales B.E./B.Tech 38 28-Aug-06 15 Permanent Sales & Marketing 2,401,948 BT Infonet / National Head

66 Aviral Batra VP - CSD MBA 40 18-Oct-06 18 Permanent Customer Service 2,916,180 Reliance Life Insurance /

Delivery Head - Customer Care









or otherwise

67 Awadhesh Kumar Head - Technical M.Tech/MS 44 5-Feb-07 23 Permanent Technical Services 2,908,863 Indian Army /

Kalia Commissioned Officer

68 Awnish GM - Device PGDBM 39 20-Feb-06 19 Permanent Sales & Marketing 3,010,352 Reliance Infocomm Limited /

Choudhary Management Manager

69 B Harikumar GM - Network - B.Sc 49 23-Jul-03 26 Permanent Technical Services 2,564,157 Ericson Telephone Switch /

Operations Sr. Manager

70 B Vishwanathan GM - Finance MBA 42 12-Jan-04 22 Permanent Finance 3,370,261 HFCL Infotel Limited /

& Accounts Dy. General Manager

71 Benjamin Antony DGM - HR MBA 34 16-Aug-07 12 Permanent Human Resources 2,843,338 Aviva Life Insurance /

Sr. Manager

72 Bhairab Hazarika GM - Media, B.E / B.Tech 39 10-Nov-04 16 Permanent Technology 3,368,063 Reliance Infocomm Limited /

Unified Messaging Services Dy. Configuration Head

73 Bhaskar Chief Supply Chain PGDBM 51 19-May-97 29 Permanent Supply Chain 9,109,409 Fibcom India Limited /

Chakraborty Officer Management Chief of Materials

74 Bhavna Puri GM - Head - Service B.Sc 39 17-Jun-02 19 Permanent Customer Service 3,060,948 Hexacom (India) Limited /

Marketing & Contact Delivery Incharge Customer Care

Experience

75 Bosco Soiero Zonal Business MBA 39 19-Feb-07 16 Permanent Sales & Marketing 2,890,079 Reliance / Cluster Head

Manager

76 C V N Varaprasad GM - Technical B.E./B.Tech 39 28-Feb-08 16 Permanent Technical Services 2,558,168 BSNL / Dy. General Manager

77 Chandrakant GM - Technical B.E./B.Tech 37 29-Dec-00 15 Permanent Technical Services 2,463,402 Reliance Telecom Limited /

Tripathi Deputy Manager

78 Chandrasekar Sr. VP - Marketing MMS 36 9-Jul-07 12 Permanent Sales & Marketing 6,047,299 Marico / Category Head

Radhakrishnan

79 Charanjit Singh GM - Security Plans MBA 40 1-Mar-07 19 Permanent Technology 3,030,033 Fidelity International /

Sodhi & Policies Services IT - Security

80 Chetan Kumar GM - Technical PGDBM 39 20-Sep-04 17 Permanent Technical Services 2,477,621 BSNL(DOT) / Dy. General

Manager

81 Christopher Tobit Director - Sales B.A. 45 1-Feb-99 24 Permanent Operations & 9,427,569 Collettes Group Of Companies/

& Operations Management Group Business Development

Manager

82 Dabasis Dutta SMG Head - AES CA 40 1-Dec-02 9 Permanent Customer Service 2,741,115 Dabasis Dutta & Co. /

Carrier Delivery Business Head

83 David Nishball President - Enterprise Bachelor of Arts 54 1-Feb-07 30 Contract Business Head 52,715,429 Orange Business Service /

Services in Economics Sr.Vice President

& MBA

84 Deepak Bagga Head - Technical B.E./B.Tech 40 21-May-07 10 Permanent Technical Services 2,620,870 Erricsson India Limited /

Sr. Manager

85 Deepak Bhatia VP - CSD MBA 36 10-Oct-05 13 Permanent Customer Service 3,793,745 Tata Teleservices Limited /

Delivery Head- Customer Service Delivery

86 Deepak Khanna CEO - ABS MBA 45 2-Mar-04 24 Permanent Operations and 9,427,913 Cybiz Technology Limited /

Management Whole-time Director

87 Deepak Mehrotra Executive Director - BE (Electrical), 45 30-Oct-03 19 Permanent Business Head 12,487,937 Hindustan Coca Cola Beverages/

South and West 2 Hub MMS Region Vice President - Operations

88 Deepak Sanghi DGM - Networks B.E./B.Tech 35 29-Mar-04 14 Permanent Technical Services 2,580,612 Nortel Networks /

Technical Consultant

89 Deepak Singh GM - Data Product B.E./B.Tech 42 11-May-04 20 Permanent Sales & Marketing 3,008,456 Reliance Infocomm Limited /

Karki Organization Head Business Solution

90 Deepak CEO - DTH B.E./B.Tech 49 13-Sep-04 24 Permanent Operations & 7,897,797 BOC Edwards/GM-South Asia &

Srivastava Management Country Manager,India

91 Deven Khanna Corporate Director - B.Com, CA 49 1-Sep-04 19 Permanent Finance 13,702,214 Triveni Engineering Industries

Finance Limited/VP-Corporate Finance

(Telecom & Retail) & Planning

92 Dharmender Head - Sales MBA 40 21-Nov-01 17 Permanent Sales & Marketing 3,101,658 National Panasonic /

Khajuria General Manager-Sales

93 Dinesh Daryani VP - Service PGDBA 43 12-Jan-04 17 Permanent Customer Service 3,682,351 Escotel Mobile Communications

Operations and Delivery Limited / Asst. General Manager

B2C Projects

94 Dinesh Singh DGM - CSD B.E./B.Tech 36 4-Sep-06 13 Permanent Customer Service 2,606,085 Cadence Design Systems /

Delivery Manager Network

95 Dipak Roy Head - HR - Mobility MBA 42 19-Jun-06 21 Permanent Human Resources 7,369,932 IBM / GM

96 Divya Sethi GM - Prod Sales MBA 36 4-Oct-06 12 Permanent Sales & Marketing 2,729,240 Hughes Escorts Communication

Specialist, VSAT Limited / National Manager

& Conf. Business

97 Pawan Bakhshi GM - Marketing VAS Ph.D. 44 1-Aug-01 16 Permanent Sales & Marketing 3,852,343 Reliance Infocomm Limited /

Sr. Manager

98 Durgesh Madan Head - SMG CA 44 28-Feb-06 19 Permanent Customer Service 3,213,898 Reliance Infocomm Limited /

Delivery Head BLC

99 Dushyant Kumar Head - Technical B.E./B.Tech 43 2-Nov-98 17 Permanent Technical Services 3,456,462 California Microwave Inc /

Manager





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or otherwise

100 Elango Thambiah CEO - MO AP MBA 44 8-Oct-01 21 Permanent Operations & 9,822,047 Spice Communications/

Management Vice President

101 Felix Mohan Chief Information PGDSCM 53 9-Oct-06 12 Permanent Technology 6,590,607 Securt Synergy / Director

Security Officer Services

102 Ganesh Babu Head - Finance CA 41 17-Mar-03 16 Permanent Finance 3,158,157 Tenneco Automotive Inc /

& Accounts Finance Controller

103 Gaurav Tandon Head - Business PGDBA 38 8-Nov-01 17 Permanent Sales & Marketing 2,595,955 Escotel Mobile

Dev & Execution Communications Limited /

Excellence Assistant Manager -Sales

104 George Fanthome VP - Mobility IT MBA 42 9-Jul-07 20 Permanent Technology 5,347,851 Genpact / Vice President

Solutions Eng Services

105 George Mathen VP - Sales & Marketing B.Com 40 17-Nov-06 17 Permanent Sales & Marketing 4,515,636 Coca Cola India / Head - Sales

106 Gopalakrishnan R Head - CSD - AP MBA 42 29-Sep-06 15 Permanent Customer Service 3,080,978 HCIL / Head - Program

Delivery Management

107 Govind Narayan VP - CSD B.E. & MBA 53 10-Jan-07 30 Permanent Customer Service 4,901,718 Comverse Network Systems /

Dwivedi Delivery Director

108 Gunjan Sachdev DGM - Sales MBA 33 21-Jun-02 11 Permanent Sales & Marketing 2,541,185 HCL Comnet Limited /

Major Account Manager

109 Gurmeet Singh GM - Technical B.E./B.Tech 44 12-Feb-01 23 Permanent Technical Services 3,068,689 Punwire / Asst. General Manager

Sandhu

110 H C Ruben GM - HR MSW 38 18-Jul-05 16 Permanent Human Resources 4,175,907 Motorola India Limited / Head

Salvadoray Learning, HR Strategy & OD

111 Harendra Kumar Head - SCM PGDBM 54 1-Mar-07 31 Permanent Supply Chain 3,432,529 Tecumseh India Limited /

Management Associate Vice President /

Director Sourcing - Asia Pacific

112 Hari Sreedharan GM - Technical M.Tech/MS 43 14-Feb-06 19 Permanent Technical Services 3,581,308 Reliance Infocomm Limited /

Technical Head

113 Harinder Singh Head - SCM B.Com 51 30-Sep-03 25 Permanent Supply Chain 2,689,017 Spice Communication Limited /

Grewal Management Sr.Manager

114 Harish Kumar GM - Marketing PGDBM 40 9-Feb-05 15 Permanent Sales & Marketing 2,526,906 Parsec Technology Limited /

Wadhwa Sr.Manager

115 Harpreet Singh Regional Business MBA 43 15-Apr-04 19 Permanent Sales & Marketing 3,771,956 Integrated Technology Solutions

Head Pvt Limited / General Manager

116 Harsh Dhillon DGM - Sales/ISP/ BA 37 15-Mar-02 14 Permanent Sales & Marketing 2,863,897 Band-X-Limited / Manager

Carriers/Cable

117 Harsh Malhotra DGM - Sales/Corporate PGDBM 38 19-Nov-95 17 Permanent Sales & Marketing 2,636,617 Sterling Holiday Resorts India

Limited / Sr.Sales Executive

118 Heera Lal Gupta Head - Technical B.E./B.Tech 41 16-Feb-99 20 Permanent Technical Services 5,209,615 Koshika Telecom Limited /

Sr.Manager

119 Hemant Dadlani Head - Sales Kolkata MBA 38 13-Jul-95 20 Permanent Operations & 4,372,008 Blue Dart Express Limited /

Management Sales Executive

120 Hemant Malik GM - Networks B.E./B.Tech 36 1-Jun-05 12 Permanent Technical Services 2,680,854 Reliance Infocomm Limited /

Network Architect

121 I P Tiwari DGM - Sales B.E./B.Tech 37 4-Mar-02 19 Permanent Sales & Marketing 3,030,355 Sify / Unit Head

122 Inder Walia Group Director - PGDBM 51 6-Aug-07 25 Permanent Human Resources 25,552,186 Arcelor Mittal /

Human Resources Corporate Director-HR

123 Inderjit Hundal GM - P2M M.Tech/MS 42 2-Apr-07 17 Permanent Customer Service 3,671,710 Vodafone Group Technology /

Delivery Programme Manager

124 J P Srivastava GM - Technical B.E./B.Tech 58 11-Jan-01 30 Permanent Technical Services 3,583,429 Comverse Network Systems /

Associate Consultant

125 Jagbir Singh CTO - Mobility MBA 45 9-Nov-01 23 Permanent Technical Services 13,923,123 Nortel Networks, Singapore

Director-Network Systems &

Solutions

126 Jagdeep Sethi DGM - Marketing MBA 40 3-Nov-00 16 Permanent Sales & Marketing 2,586,508 Casio India Co. / Asst. Manager

127 Jagdish S Head - Service M.Sc 58 26-Feb-04 36 Permanent Customer Service 4,643,257 Spice Communications Limited /

Randhawa Marketing Delivery Vice President

128 Jai Menon Director- Customer MS–Mech Engg. 45 22-Aug-02 17 Permanent Information 32,209,925 BellSouth Corporation /

Service & IT & PhD Mech Engg Technology Corporate Officer and

Executive Vice President

129 Jantina Catharina Director-Alliance Master of 49 16-Aug-01 32 Contract Alliance & 26,252,834 British Telecom/ Alliance Director

van de Vreede & Corporate Dutch Law Corporate

Responsibility Responsibility

130 Jaywant Mohan Head - Finance CA 45 12-Jul-05 18 Permanent Finance 2,473,018 Pepsi Co India Holdings Pvt

Puri & Accounts Limited / GM-Finance

131 Jehangir DGM - IT & Innovation B.E./B.Tech 37 17-Apr-07 13 Permanent Technical Services 4,989,048 Nortel / Manager

Khambata

132 Jinesh Nabhiram Regional Voice Head B.E./B.Tech 40 20-Nov-01 19 Permanent Sales & Marketing 2,637,836 Tractbc Tirfor India Private

Hegde Limited / Regional Manager

133 Joseph Head - IT B.E./B.Tech 45 28-Jan-02 22 Permanent Technology 2,853,083 RPG Paging Limited / Manager

Rajakumar A Services









or otherwise

134 Joydeep Roy GM - FX & OM MBA 39 10-Jun-02 14 Permanent Customer Service 2,735,612 Idea Cellular Limited /

Chowdhary Delivery Assistant Manager-Customer Care

135 K Rangarajan GM - Marketing MBA 40 1-Nov-04 16 Permanent Sales & Marketing 2,566,669 Marketing And Development

Research Associates / Project

Director

136 K Shankar GM - T2R-I&FR B.E./B.Tech 42 23-Jul-97 22 Permanent Technical Services 2,956,226 Pertech Computers Limited /

Dy. Manager- Scm

137 K Srinivas Joint President - BE, PGDBM 46 7-Nov-02 21 Permanent Business Head 13,944,730 Hindustan Lever Limited/

Telemedia Services Business Manager New Ventures

138 Kavi Mahajan Head - Marketing MBA 35 20-Aug-07 13 Permanent Sales & Marketing 2,697,974 Idea Cellular Limited / Manager

139 Kedar Teny GM - Marketing MBA 37 26-Sep-07 13 Permanent Sales & Marketing 2,410,719 Lowe Worldwide / Brand Planning

Director - South East Asia

140 Kishor Asrani National Sales B.Sc 39 15-Feb-05 18 Permanent Sales & Marketing 3,218,740 HCL Infinet Limited /

Vertical Head - M&D Zonal Head - North & East

141 Koustuv Mitra Head - HR B.Sc 46 11-Dec-06 22 Permanent Human Resources 6,123,032 Convergys India Services Private

Telemedia Services Limited / Senior Director

142 Krish Shankar Director - HR PGDBM 46 23-Mar-07 25 Permanent Human Resources 19,557,158 Unilever Asia Africa Singapore

(Hindustan Lever Limited)/ Vice

President - HR

143 Krishan K Sharma DGM - Sales MBA 35 3-Oct-97 14 Permanent Sales & Marketing 2,545,456 Sayaji Hotels Limited / Sales

Executive

144 L Ramakrishna VP - SCM M.Tech 44 29-Sep-00 18 Permanent Supply Chain 4,162,320 Alcatel / Sr. Manager

Management

145 Lal Bahadur VP - Service Delivery PGDCBM 42 1-Jul-02 19 Permanent Customer Service 4,600,160 Wipro Infotech / Project Manager

Prasad Delivery

146 LV Lanka Operations Head - MBA 42 19-Sep-06 19 Permanent Sales & Marketing 4,646,087 Xerox India Limited /

Venkata Sastry Karnataka GM-National Key Accounts

147 M P Deepu Head - Contact BA 36 15-Oct-96 16 Permanent Customer Service 3,443,774 Hab Est, Saudi Arabia /

Experience Delivery Sales Executive

148 Madanagopal CIO - MBA 48 11-Feb-04 24 Permanent Technology 4,511,713 RPG Cellular / Head - IT

Ramachandran South & West 2 Services

149 Madhav Shenoy VP - Network M.Sc 43 13-Oct-04 19 Permanent Technical Services 3,493,561 Institute Of Quality Limited /

Associate Vice President

150 Madhu Dua GM - Marketing PGDITM 37 20-Feb-02 16 Permanent Sales & Marketing 2,696,867 Escotel Mobile Communications

Limited / Maanger

151 Madhukar VP - Network B.E./B.Tech 47 25-Jun-07 24 Permanent Technical Services 3,530,142 Tata VSNL /

Srivastava Head-Planning & Implementation

152 Madhuranjan GM - Technical M.Tech 41 4-Mar-02 13 Permanent Technical Services 2,763,964 Lucent Technologies / Engineer

Kumar

153 Mahendra Kumar GM - Network B.E./B.Tech 45 30-Nov-01 22 Permanent Technical Services 2,842,745 Shyam Telelink Limited / Deputy

Baghel General Manager

154 Mahesh Thampi COO - MO MP&CG Post Graduation 47 20-Mar-06 24 Permanent Operations & 7,843,930 Reliance Infocomm Limited /

Management Circle Head

155 Manav Deep GM - Marketing MBA 36 14-Nov-06 10 Permanent Sales & Marketing 3,281,569 American Express Bank Limited /

Mianwal Product Head

156 Manika Choubey GM - INT Delivery M.Sc 45 20-Jun-97 18 Permanent Technology 3,196,852 PCL Software Exports Division /

Services Sr. Manager

157 Maninder Singh Head - Technical B.E./B.Tech 40 9-May-05 19 Permanent Technical Services 3,452,228 HFCL Infotel Limited /

Dy. General Manager

158 Manish Bhatt VP - Marketing PGDBM 42 11-Sep-03 24 Permanent Sales & Marketing 4,023,909 BPL Mobile Limited / Branch Head

159 Manish Lamba GM - Legal LLB 37 1-Aug-06 12 Permanent Legal Services 2,705,502 Hindustan Coca Cola Beverages

Private Limited / Legal Councel

(In House)

160 Manish Rastogi Head - CS - South PGDBM 42 10-Jun-02 17 Permanent Customer Service 3,912,677 Honda Siel Cars /

& West 2 Delivery Manager Marketing

161 Manish Trehan Head - Modern Trade BA (Hons) 44 26-Aug-02 16 Permanent Sales & Marketing 4,701,518 Hindustan Times Limited /

Dy. Manager

162 Manisha Chopra Head - HR MBA 42 1-Feb-07 20 Permanent Human Resources 2,660,975 Reliance Infocomm Limited /

Head-HR

163 Manoj Kohli CEO & Joint B.Com, LLB, MBA 50 26-Oct-02 29 Permanent Business Head 39,264,622 Escotel Mobile Communications

Managing Director Limited / Executive Director &

Chief Executive Officer

164 Manoj Kumar Head - IT - MBA 39 1-Feb-07 17 Permanent Technology 2,564,385 Induslogic Inc / Director - CSS

Jain AES Corporate Services

165 Manoj Manicketh VP - Sales MA (Eco) 43 24-Sep-03 22 Permanent Sales & Marketing 4,322,386 Reliance Infocomm Limited /

City Manager - Wired Line

166 Manoj Murali Head - CSD MBA 38 1-Oct-01 14 Permanent Customer Service 3,338,254 Crompton Greaves /

Delivery Area Sales Manager

167 Manoj Paul Chief Operating Officer B.E. & MBA 41 8-Apr-02 16 Permanent Operations & 5,179,962 HCL Commet / GM Legal

- Enterprise Services, Management

Mumbai





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or otherwise

168 Manoj Rao DGM - Marketing MBA 41 28-Oct-02 14 Permanent Sales & Marketing 3,016,047 Global Telecom Services Limited /

Manager - Marketing

169 Manoj Tandon GM - Network B.E./B.Tech 41 16-Dec-02 18 Permanent Technical Services 2,619,801 Hughes Telecom (I) Limited /

Manager

170 Manu Talwar CEO - MO CA 45 7-Aug-06 22 Permanent Operations & 11,568,430 Coca-Cola India/

Maharashtra & Goa Management Regional Vice - President

171 Meenakshi Vajpai Sr. VP - IT PGDCA 46 12-Aug-03 23 Permanent Technology 5,474,517 VCustomer Services India Pvt

Services Limited / General Manager

172 Mehul K Shah Chief Architecture MS in Computer, 43 13-Dec-06 18 Permanent Information 8,555,713 Verizon Communications Irving

& Planning - IT & BS (Engg) Technology TX/ Techinical Manager-Strategic

Innovation Architecture Platforms

173 Michael Eric Lobo Head - Service BA 45 18-Oct-02 22 Permanent Customer Service 3,655,497 Koshika Telecom Limited / Asst.

Operations Delivery General Manager-Customer Care

& Collections

174 Milan Rao Chief Operating Officer B.E. & MBA 38 1-Apr-03 15 Permanent Operations & 7,486,919 JM Morgan Stanley / Head Sales

- Enterprise Services, Management

Delhi

175 Mohammed GM - Marketing PGDBM 34 6-Jan-04 10 Permanent Sales & Marketing 3,258,947 Mc Dowell & Co. Limited /

Imthiaz Yunus Sr. Manager

176 Mohan Verma Head - Sales & PGDBM 36 27-Sep-06 12 Permanent Sales & Marketing 3,408,351 GE Money Financial

Marketing Services Limited /

Product Head - Retail Loan

177 Mudit Agarwal Head - IT PGDBM 38 14-Jun-05 15 Permanent Technology 3,384,575 Dalmia Consumer Care /

Services Head - IT

178 Mukesh Singla Head - Finance CA 37 19-Nov-01 13 Permanent Finance 3,064,447 Spice Communication Limited /

& Accounts Deputy Manager - Finance

179 Munish Kanotra VP - Marketing PGDBM 38 9-Oct-01 14 Permanent Sales & Marketing 5,078,127 Spice Telecommunications /

Sr. Manager

180 Murali Kittu Head - Service MBA 40 1-Jul-05 17 Permanent Customer Service 6,067,265 Standard Chartered Bank /

Operations Delivery National Manager

181 Murali Nayar DGM - ILD/Carrier B.E./B.Tech 39 2-Jul-01 12 Permanent Sales & Marketing 2,773,915 Satyam Infoway Limited /

Services Account Manager

182 Muralidhar GM - SCM MFM 42 4-Sep-06 21 Permanent Supply Chain 2,578,008 Tata Teleservices Limited /

Sankaranarayanan Management Sr. Manager

Sarma

183 Murtuza Charania GM - Marketing MBA 38 1-May-07 15 Permanent Sales & Marketing 2,704,442 Samsung India /

National Training Manager

184 N Arjun Executive Director - B.Com, MBA 52 17-Jan-83 28 Permanent Business Head 16,208,854 Bharti Tele-Ventures Limited/

DTH & PG Diploma in Chief Operating Officer

International Trade

185 N L Garg Chief Supply Chain B.E./B.Tech 44 19-Jul-04 22 Permanent Supply Chain 5,060,504 Escotel Mobile Communications

Officer Management Limited / Dy. Manager

186 N P Muralidharan Head - Technical M.Tech/MS 52 19-Apr-05 34 Permanent Technical Services 2,561,927 Indian Army / Colonel

187 N Shanker Ravi VP - IT PGDM 41 2-Nov-05 15 Permanent Technology 3,349,639 IBM Global Services /

Services Dy. General Manager

188 Nagarajan R Head - Technical B.E./B.Tech 45 1-Aug-00 25 Permanent Technical Services 3,888,886 Bharti Cellular Limited /

Head-Technical

189 Najib Khan Chief Operating Officer B.E./B.Tech 39 3-Jul-01 17 Permanent Operations & 4,621,686 Alcatel Business Systems /

- Enterprise Services, Management Technical Manager

South

190 Narayanan Head - HR - East, MA (Psy) 45 7-Nov-07 20 Permanent Human Resources 3,476,927 Wipro Limited / Vice President

Arunanchalam West & Sri Lanka

191 Narender Gupta Corporate Director- B.Com, PGDBM, 51 1-Feb-99 29 Permanent Regulatory 12,238,062 DLF Cement Limited/

Group Regulatory FCS, LLB Sr. Manager Legal to GM-Legal

Affairs

192 Naveen GM - SCM B.E./B.Tech 42 1-Feb-07 19 Permanent Supply Chain 2,995,793 RCL / Head - Source

Aldangady Management

193 Naveen Gupta GM - Collections PGDBM 35 10-May-07 13 Permanent Customer Service 3,451,375 Barclays / Associate Director

Delivery

194 Navin Sherman Head - Finance CA 39 7-May-03 15 Permanent Finance 3,614,868 BPL Mobile Communications

& Accounts Limited / Sr. Manager

195 Neeraj Jain GM - Sales M.Tech/MS 39 1-Mar-00 17 Permanent Sales & Marketing 3,832,695 Siemens Informations System

Limited /

Business Manager-Marketing

196 Nikhil Kumar Head - IT - East PGDCA 47 17-Jul-01 19 Permanent Technology 3,085,055 BPL Mobile Limited / Manager

& Sri Lanka Services

197 Nilanjan Roy Chief Controller - CA 43 1-Mar-06 19 Permanent Finance 10,672,208 Unilever Nv/Plc, USA /

Mobility & Accounts Finance Director

198 Nivedan Sahani National Sales Vertical MBA 45 12-Jun-06 21 Permanent Sales & Marketing 4,162,164 Microsoft / Relationship Manager

Head - PSU & Govt

199 P R Sridhar DGM - Technical / MBA 48 19-Jan-01 23 Permanent Technical Services 2,512,339 India Satcom Limited /

BSG Sr. Manager Network Solutions









or otherwise

200 P S Parasuram Head - Innovation, PGDBM 43 22-Jan-07 17 Permanent Sales & Marketing 9,012,155 Sony Entertainment Television/

Marketing & Head Projects

Communication

201 P S Sandhu CTO - Sri Lanka M.Tech 58 7-Aug-01 34 Permanent Technical Services 6,552,670 Bonsai Networks India

Private Limited /

Country Head (India Operations)

202 Pankaj Gulati GM - Finance CA 38 26-Dec-03 13 Permanent Finance & 2,673,712 Eicher Goodearth Limited /

Accounts Manager

203 Pankaj Miglani Sr. VP - Finance CA 39 21-Dec-01 16 Permanent Finance & 6,213,535 GE Capital Transportation

Accounts Financial Services / AVP

204 Pankaj Sarna VP - SCM B.Com 48 16-Jan-99 23 Permanent Supply Chain 4,097,155 Modi Xerox Limited /

Management Controller - Indirect Channels

205 Pankaj Sootha VP - Business M.Tech/MS 40 6-Mar-00 18 Permanent Operations & 4,740,809 Glosolar Energy(India) Limited /

Head’s Office Management Technical Manager

206 Parimal Mohile GM - IT BA 48 21-Dec-00 21 Permanent Technology 3,101,266 Milestone Interactive Software

Services Limited / Manager Operatiion

207 Parkash Vir DGM - CSD B.E./B.Tech 43 2-Aug-02 22 Permanent Customer Service 2,979,314 HFCL Satellite Comm. Limited /

Bhatia Delivery Sr. Manager

208 Partha Roy GM - SCM PGDBM 41 16-Apr-98 19 Permanent Supply Chain 3,242,148 Onida Savak Limited /

Management Deputy Manager

209 Parthasarathy GM - Technical B.E./B.Tech 56 24-Aug-01 37 Permanent Technical Services 4,546,285 DOT / Dy. General Manager

Munuswamy

210 Pawan Kaushal GM - Prod Mgmt Diploma 37 1-May-00 15 Permanent Sales & Marketing 2,636,398 STPI / Technical

& Bus. Solutions

211 Payush Gupta DGM - Finance/ B.E./B.Tech 38 14-Dec-06 14 Permanent Supply Chain 2,521,151 Tata Infotech / Commercial Head

Commercial Management (Asst. General Manager)

212 Prabhu Prasad Head - Technical B.E./B.Tech 42 25-Jun-01 21 Permanent Technical Services 2,662,405 Bonsai Networks / Sr. Manager

Dash

213 Pramendra Garg Chief Operating Officer CA 35 23-Oct-03 12 Permanent Finance 2,747,812 Aircel Digilink India Limited /

- Telemedia, South & Accounts Manager Finance

214 Prasanta Das COO - Telemedia North B.E. & MBA 46 19-Aug-02 24 Permanent Operations & 7,647,884 HFCL / Associate Vice President

Sarma Management

215 Prashant Deo Head - HR PGDPM 39 17-Jan-05 14 Permanent Human Resources 3,128,479 Lord Krishna Bank /

Singh Deputy Vice President

216 Prashant Kumar VP - Business Head’s MBA 42 15-Dec-03 21 Permanent Operations & 3,503,021 Xerox Modicorp. Limited /

Goswami Office Management Head of Technical Support

217 Prashant Veer VP - CCT B.E. 39 13-May-04 15 Permanent Technology 3,443,722 Net Vision Cybertech Limited /

Singh Services AVP Infrastructure

218 Puneet Garg VP - Technical B.E./B.Tech 40 30-Jan-06 17 Permanent Technical Services 4,263,964 Lucent Technologies /

Asst. Director - NOS

219 Puneet Tandon GM - Finance CA 43 15-Feb-01 19 Permanent Finance 2,948,314 National Panasonic /

& Accounts Manager Finance

220 R Ganesh GM - Network MBA 39 1-Aug-05 13 Permanent Technical Services 2,650,697 Nera Telecommunication (India)

Private Limited / Sr. Manager -

Engineering

221 R K Bhardwaj GM - SCM PGDM 50 10-Jan-07 26 Permanent Supply Chain 2,965,263 Lenovo IBM (India) Private

Management Limited / Head Supply Chain

222 Raghav Rao Head - VSAT MBA 45 1-Apr-05 20 Permanent Sales & Marketing 5,011,041 Comsat Max / General Manager

223 Raghunath CEO - MO Rajasthan PGDM 42 29-Sep-03 18 Permanent Operations & 8,529,683 Hindustan Lever Limited /

Mandava Management Operations & Marketing Manager

224 Rahul Gupta CSO - Mobility CA 43 1-Dec-06 21 Permanent Customer Service 9,912,596 GE Capital Business Process

Delivery Mgmt Service Limited /

Vice President

225 Raj Kishore VP - CSD ICWA 44 8-Mar-04 15 Permanent Customer Service 3,862,768 GE Consumer Finance /

Prusty Delivery Regional Manager - Collections

226 Rajalakshmi Vijay DGM - CIG CA 44 31-Dec-02 20 Permanent Customer Service 2,584,991 National Insurance Company

Delivery Limited / Administrative Officer

227 Rajan JS Kahlon GM - Global B.E./B.Tech 38 9-Aug-06 14 Permanent Sales & Marketing 2,700,764 VSNL / Dy. General Manager

Data Business

228 Rajan Swaroop Executive Director - B.E. & MBA 52 15-Nov-04 26 Permanent Business Head 12,563,683 Escotel Mobile Comunications

NSBU Limited/ Chief Executive Officer

and Executive Director

229 Rajat Jain GM - E-tize PMO & MBA 40 22-Mar-04 14 Permanent Technology 3,728,654 Spice Communications Limited /

Special Projects Services General Manager

230 Rajeev Chawla GM - Finance PGDBM 35 4-Mar-02 3 Permanent Finance 2,617,888 Escotel Mobile Communications

& Accounts Limited / Asst. Manager

231 Rajesh Agrawal Head - Sales & B.E. & MBA 39 5-Nov-01 15 Permanent Sales & Marketing 2,521,824 Philips India Limited / Manager

Marketing Marketing And Sales

232 Rajesh Khanna VP - Client Service M.Sc 46 1-May-06 19 Permanent Customer Service 4,888,524 Telcordia Technologies Inc. /

Management Delivery Marketing Head





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or otherwise

233 Rajesh Kumar GM - CSO - Wholesale PGDBA 39 14-Jun-07 12 Permanent Customer Service 3,250,466 Convergys India /

Data Business Delivery Sr. Manager - Technology

234 Rajesh Kumar Head - CSD B.E./B.Tech 40 10-Feb-98 15 Permanent Customer Service 2,704,799 Modi Xerox / Sr.Service Engineer

Dudeja Delivery

235 Rajesh Sahana VP - Service B.A. (Hons) 37 6-Jul-06 16 Permanent Customer Service 3,701,144 ABN Amro Bank / Vice President

Operations and Vice President

B2C Projects

236 Rajiv K Bose Head - CSD B.A. 44 1-Nov-04 21 Permanent Customer Service 4,598,553 American Express / Manager

Delivery

237 Rajiv Mitra GM - Marketing MBA 41 2-Mar-04 16 Permanent Operations & 3,193,159 Reliance Infocomm Limited /

Management Head-Enterprise

238 Rajiv Rajgopal CEO - MO TN MBA 41 12-Sep-07 18 Permanent Operations & 6,459,120 Castrol India Limited/

Management VP Sales - Retail

239 Rajiv Sehgal Product Head - VAS MFC 38 19-Feb-03 16 Permanent Sales & Marketing 3,281,932 BNP Paribas Bank /

Regional Sales Manager

240 Rajiv Talwar GM - HR MBA 47 1-May-03 20 Permanent Human Resources 3,346,148 Sun Reach HR Consultants /

General Manager

241 Rajnish Kaul Chief Operating Officer BA (Hons) 41 28-Jan-03 20 Permanent Operations & 5,464,154 Escotel Mobile Communications

- MO AP Management Limited / Head Sales

242 Rajnish Sharma DGM - VSAT Product B.E./B.Tech 36 4-Aug-06 15 Permanent Technical Services 2,581,572 Hughes / Head - BSG

Development

243 Rajnish Singh Sr. VP - Finance CA 40 26-Sep-01 15 Permanent Finance 5,935,119 Spice Communications Limited /

Baweja & Accounts Asst. General Manager-Finance

244 Rakesh Kumar VP - Technical M.Tech/MS 41 1-Apr-06 19 Permanent Technical Services 4,185,017 BSNL /

Jt. Deputy Director General

245 Rakesh Kumar GM - Networks MBA 45 20-Jul-07 20 Permanent Technical Services 5,031,737 Harris Starex / General Manager

246 Rakesh Sharma GM - Regulatory, B.E./B.Tech 46 1-Jul-04 24 Permanent Customer Service 3,057,350 VSNL / Head Customer Service

Audit/Compliance Delivery

247 Rakesh Vaidya Business Head - MBA 44 31-Oct-07 21 Permanent Operations & 4,271,617 Teletech Services India Limited /

Corporate & Management Vice President

SMB - Mobility

248 Ramakrishna J Head - Aquisition PGDM 35 30-Jun-06 11 Permanent Sales & Marketing 2,646,862 Coca Cola / Regional Manager

249 Ramamurthy VP - Networks MBA 54 3-Nov-00 29 Permanent Technical Services 5,973,600 Siemens Public Communication

Kolluri Networks Limited /

VP Information & Broadband

250 Ramanan VP - Sales PGDBM 36 2-Aug-04 14 Permanent Sales & Marketing 3,513,565 Accenture Services Private

Seshadri Venkata Limited / Mbb, Consultant

251 Ramananda S G Zonal Business B.Sc 43 18-Sep-07 23 Permanent Sales & Marketing 2,503,172 Raksha Group /

Manager-Chennai Zone Chief Executive Officer

252 Ramesh Bindroo GM - Bid Management PGDBM 42 29-Sep-06 18 Permanent Sales & Marketing 3,192,868 Avaya /

National Manager-Govt. Business

253 Ramesh Chandra GM - B.E./B.Tech 43 29-Sep-03 18 Permanent Technical Services 2,598,949 Iserve India Solutions

Network Planning Private Limited /

Dy. General Manager-Netops

254 Ramesh R GM - App Planning MBA 42 2-Aug-04 21 Permanent Technology 3,166,069 Tata Teleservices Limited /

Conformance Services Sr. Manager

255 Randeep Singh VP - Technical B.E. 40 9-Jan-06 17 Permanent Technical Services 5,227,325 Erricson India Limited /

Sekhon National Head

256 Rashmi Mehrotra DGM - Processes M.Tech 41 1-Sep-04 18 Permanent Technology 2,596,032 Centre For Devlopment of

Services Telematics / Program Manager

257 Ravi Chandran RBH - Regional M.Sc 44 31-Dec-07 21 Permanent Sales & Marketing 2,534,801 Reliance Infocomm Limited /

Business Head General Manager-Sales

258 Ravi Kaushal Sr. VP - Finance CA 53 17-Apr-95 29 Permanent Finance 6,585,559 TCIL Bellsouth Limited /

& Accounts General Manager-Finance

259 Ravi Kumar DGM - Network - Diploma 40 3-Sep-01 19 Permanent Technical Services 2,662,661 Tata Teleservices Limited /

Pattamatta Operations Asst. Manager

260 Ravi Parkash GM - Legal B.E./B.Tech 38 3-Mar-08 17 Permanent Legal Services 2,523,003 Reliance Communications Limited /

Gandhi Vice President

261 Ravi Ramaswamy Regional CS Head M.Tech/MS 40 2-Jul-07 18 Permanent Customer Service 2,630,056 Reliance Communications Limited /

Delivery Head - Ico

262 Ravinder Bansal GM - Finance CA 34 10-Nov-00 13 Permanent Finance 2,602,623 JC Bhalla & Co. Chartered

& Accounts Accountant /

Chartered Accountant

263 Ravindra Kumar Head - CSD CA 37 24-Dec-01 16 Permanent Customer Service 2,706,178 Reliance Telecom Limited /

Upadhyay Delivery Manager Commercial

264 Ravindra Singh Head - Sales & PGDBM 37 1-Aug-00 14 Permanent Sales & Marketing 3,639,070 Koshika Telecom Limited /

Negi Marketing Product Manager - Prepaid

265 Reena Aggarwal DGM - Business MBA 38 9-Jan-02 5 Permanent Operations & 2,753,103 Escotel Mobile Communications

Head’s Office Management Limited / Assistant Manager

Product-Contract









or otherwise

266 Reena Tyagi Head - HR MBA 38 6-Aug-07 16 Permanent Human Resources 3,529,437 ABN Amro Bank /

Vice President - Human Capital

267 Rohit Chopra GM - Finance CA 43 9-Jan-06 17 Permanent Finance 5,667,047 Aircel Digilink India Limited /

& Accounts Head (Account)

268 Rohit Midha Zonal Business MBA 37 19-Jul-04 14 Permanent Sales & Marketing 3,424,519 Vijesh Marketing Pvt Limited /

Manager Head South India

269 Rohit Relan GM - B2C Projects CA 39 4-Apr-05 15 Permanent Customer Service 3,006,043 Tata Teleservices Limited /

Delivery Sr.Manager

270 Rohit Srivastava VP - IT B.E./B.Tech 40 28-Nov-07 17 Permanent Technology 3,411,890 Telmar Network Technology /

Services General Manager

271 Rudra Dash Head - CSD MBA 46 13-Mar-06 22 Permanent Customer Service 3,260,808 Reliance / Head Operations

Delivery

272 Rupam Bora GM - Application PGDBM 43 21-Aug-06 20 Permanent Technology 2,626,085 Reliance Infocomm Limited / GM

Support Services

273 Rupinder Goel CIO, Enterprise MBA 49 17-Jul-06 24 Permanent Technology 7,565,122 I Soft Ppe Limited /

Services Services Chief Information Officer

274 RVS Bhullar Chief Opearting Officer MBA 47 5-Feb-04 24 Permanent Operations & 5,153,753 Coca Cola India /

Management Area General Manager

275 S Asokan Director - B.E (Mechanical), 51 7-Jun-06 24 Permanent Supply Chain 12,678,490 Eicher Good Earth Limited/

Supply Chain AICWA Management General Manager

276 S Balasubramanian CFO - North Hub CA 43 8-Aug-05 18 Permanent Finance 4,396,965 Coca Cola India /

& Accounts General Chief Accountant

277 S Ganesan GM - Network - PGDHRM 52 29-Jan-01 29 Permanent Technical Services 3,565,248 DOT / Dy. General Manager

Operations

278 S K Head - Finance CA 40 15-Nov-07 15 Permanent Finance 2,733,539 Cargill India Private Limited /

Mukhopadhyay & Accounts Finance Contoller -

Sales & Marketing

279 S K Sharma Sr. VP - Head BE B.E./B.Tech 53 9-May-03 32 Permanent Quality Services 6,752,248 GE Capital /

Vice President - Quality

280 S Rajesh Head - Operations MBA 42 25-Apr-06 20 Permanent Sales & Marketing 4,177,396 Go Airlines (India) Private Limited /

Vice President

(Sales & Marketing)

281 S Sivaramakrishnan Head - Service M.Sc 56 1-Dec-03 30 Permanent Technology 6,732,614 Think Business Network Pvt

Delivery Platform Services Limited / Vice President

282 S Sriram GM - Marketing PGDM 36 18-Oct-04 12 Permanent Sales & Marketing 2,609,096 Mother Dairy Limited /

Marketing Manager

283 Sabu Verghese GM - Network - MBA 49 11-Jul-05 30 Permanent Technical Services 3,170,560 Reliance Infocomm Limited /

Chief TNG Office Cluster Head

284 Sachin VP - Technical B.E./B.Tech 42 12-Mar-02 18 Permanent Technical Services 3,783,020 Siemens Public Comm. Limited /

Deshpande Sr. Manager - Technical

285 Sachin R Sarna DGM - Sales MBA 35 13-Apr-05 14 Permanent Sales & Marketing 2,570,109 BPL Cellular Limited /

Zonal Sales Manager

286 Sagar C Gosalia Head - Marketing PGDBM 36 20-Apr-07 13 Permanent Sales & Marketing 2,943,733 Idea Cellular Limited / Head -

Marketing

287 Sagar Darbari Head - Marketing PGDTM 38 24-May-04 14 Permanent Finance 3,963,266 Tata Teleservices Limited /

& Accounts Market Planning Manager

288 Salil Khanna Regional Business B.E. & MBA 41 11-Jul-06 21 Permanent Sales & Marketing 2,613,409 Reliance Infocomm Limited /

Head Circle Lead

289 Sam Elangalloor CEO - Telemedia West PGDBM 44 2-Feb-04 19 Permanent Operations & 6,239,110 Zee Telefilms / Vice President -

Management Sales & Marketing

290 Samarth Bakhru Head - Marketing PGDBM 33 22-May-00 10 Permanent Sales & Marketing 2,597,561 Woodstock Sound Corp /

Sales Executive

291 Sameer Mathur National Sales PGDAM 38 1-Sep-06 12 Permanent Sales & Marketing 2,912,770 Pantaloon Retail India Limited /

Vertical Head - Retail Area Manager - North

292 Samit Guha VP - Finance CA 39 17-Mar-04 18 Permanent Finance 3,494,880 Philips India Limited /

& Accounts Factory Controller

293 Sandeep Behl CSO - Enterprise B.E./B.Tech 45 16-Jan-07 23 Permanent Customer Service 7,921,164 Hewett Pakward India Limited /

Services Delivery Business Head

294 Sandeep Dhiman GM - Easy Charge, B.E./B.Tech 42 4-Jul-07 18 Permanent Technical Services 3,229,229 Datacraft India Limited /

LAN WAN & Sr. Regional Support Manager

Network Security

295 Sandeep Jwala GM - Network B.E./B.Tech 46 13-Nov-06 20 Permanent Technical Services 3,168,183 Shyam Telelink Limited /

General Manager

296 Sanjay Bahl COO - MO HPHP MBA 46 1-Apr-96 26 Permanent Operations & 5,629,397 Casio Mobile

Management Communication Limited /

General Manager - Marketing

297 Sanjay Berry VP - Finance CA 40 2-Apr-07 16 Permanent Finance & Accounts 4,228,883 Patni Computers / VP - Finance

298 Sanjay Bhutani GM - CSD B.E./B.Tech 36 6-Apr-00 14 Permanent Customer Service 3,157,336 Fascel Limited / Project Manager

Delivery

299 Sanjay Charan GM - Technical M.Sc 46 3-Oct-98 24 Permanent Technical Services 2,766,854 C Rly, BPL Div / Section Engr.

Mathur





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or otherwise

300 Sanjay Gupta Chief Marketing B.E. & MBA 42 15-Mar-07 19 Permanent Sales & Marketing 16,312,797 Hindustan Levers Limited/

Officer Head Marketing (GM)

301 Sanjay Jain PFO (West Hub) C.A. 45 13-Aug-98 16 Permanent Finance & Accounts 4,652,508 Continental Float Glass /Manager

302 Sanjay Kapoor Deputy CEO B.Com (Hons), 47 1-Mar-06 25 Permanent Business Head 27,087,433 Tele Tech Services India Limited/

MBA President & CEO

303 Sanjay Kumar GM - Finance CA 38 20-Aug-07 14 Permanent Finance 2,871,765 Convergys /

& Accounts Sr. Manager - Finance

304 Sanjay Mittal Head - VSAT B.E./B.Tech 43 30-May-06 19 Permanent Technical Services 7,255,515 Ingram Micro India Limited /

Head-Sales

305 Sanjay Rawal DGM - App Planning B.E./B.Tech 37 19-Apr-05 14 Permanent Technology 2,511,999 Mahindra British Telecom /

& Conformance Services Manager - Technical Infrastucture

Management

306 Sanjay Sachdeva GM - SCM MBA 43 5-Feb-07 21 Permanent Supply Chain 2,706,400 Motorola /

Management S. I. Procurment Manager

307 Sanjay Saxena GM - Commercial B.E./B.Tech 43 1-Nov-06 18 Permanent Supply Chain 2,580,300 Hero Motors /

Management Dy. General Manager - Materials

308 Sanjay Sehgal VP - Marketing MBA 40 7-Aug-06 17 Permanent Operations & 4,000,319 Standard Chartered Bank /

Management National Sales Manager

309 Sanjeeb Kalita Head - CSD MBA 39 15-Apr-05 14 Permanent Customer Service 2,739,531 Accenture / Consultant

Delivery

310 Sanjeev Bedekar CTO - East M.Tech/MS 44 24-Aug-06 20 Permanent Technical Services 5,203,080 Tata Teleservices Limited /

Vice President

311 Sanjeev Chhabra VP - Sales MBA 41 16-Oct-00 18 Permanent Operations & 3,422,291 Procall Limited /

Management Sr. Manager Sales

312 Sanjeev Kumar CEO - MO HPHP CS 44 30-Jan-94 23 Permanent Operations & 8,241,324 A F Ferguson / Consultant

Saxena Management

313 Sanjeev Kumar GM - CAG CA 39 21-Sep-98 19 Permanent Audit 2,514,780 Invest India Economic Foundation /

Sood & Compliance Manager Accounts

314 Sanjeev Mahajan Regional Voice Head Diploma 41 19-Sep-05 19 Permanent Sales & Marketing 3,637,357 Idea Cellular Limited /

Dy. General

Manager-National Accounts

315 Sanjiv Mishra Head - Sales MBA 39 1-Aug-07 15 Permanent Sales & Marketing 3,066,238 Becton Dickenson India /

& Marketing Regional Manager

316 Sanjive Sharma DGM - Sales B.E./B.Tech 40 19-Jun-06 15 Permanent Sales & Marketing 2,787,055 Btnaccess /

Business Dev. Manager

317 SankaranarayananHead - Technical B.E./B.Tech 53 12-Jan-02 29 Permanent Technical Services 5,264,996 DOT / Dy. General Manager

Venkataraman

318 Sant Pratap Goel CTO - MO Gujarat B.E./B.Tech 41 5-Jul-05 17 Permanent Technical Services 2,496,656 Tata Teleservices Limited /

Manager

319 Sarabjeet Kaur Head - CSD ICWA 41 19-Jun-06 19 Permanent Customer Service 4,352,159 Tata Teleservices Limited /

Delivery General Manager, Head -

Customer Care

320 Sarvjit Singh Group Director - B.A.(Hons), 43 29-Jun-01 21 Permanent Finance 34,406,065 British Telecom /

Dhillon CMDs Office FCIMA, MBA ED & Chief Finance Officer

321 Sathya Prasad P Zonal Business MBA 37 12-Nov-01 12 Permanent Sales & Marketing 2,520,351 Logis Lubenet Solutions Private

Manager-TN Limited / Unit Leader

Central Zone

322 Satyajit Patnaik GM - HR MBA 43 3-Jul-06 18 Permanent Human Resources 3,441,234 Indraprastha Medical Corporation

Limited / Sr. General Manager

323 Saurabh Goel Chief Operating Officer PGDBM 41 27-Jun-03 14 Permanent Operations 5,099,065 Hughes Escorts Comm. Limited /

Management Team Lead

324 Saurabh Mittal DGM - Technical B.E./B.Tech 32 16-Feb-07 12 Permanent Technical Services 2,415,800 Idea Mobile Communication /

Asst. General Manager

325 Selvinson S J S GM - Technical B.E./B.Tech 36 7-Jun-04 16 Permanent Technical Services 3,197,717 Bonsai Networks /

Technical Head

326 Senthil Kumar GM - VAS B.E./B.Tech 34 11-May-05 11 Permanent Technical Services 2,657,041 Shogi Communications / Director

Balasubramaniam

327 Shaikhali RBH- Regional B.Com 42 28-Jan-02 15 Permanent Sales & Marketing 3,519,820 Satyam Infoway / Field Executive

Soyeabali Business Head

Barodawala

328 Shailendra Singh COO - Telemedia PGDBM 43 15-Nov-97 19 Permanent Operations & 3,862,353 Jaypee Hotels /

South Management Manager - Sales & Marketing

329 Shailesh A COO - Telemedia MBA 42 12-Jan-06 18 Permanent Operations & 6,205,185 BPL Mobile Limited /

Kantak West Management Chief Operating Officer

330 Shamik Das CEO - Telemedia South CA 46 15-Oct-93 24 Permanent Operations & 10,943,946 Penguin Books India Limited /

Management Finance Administrator

331 Shamini Director - Internal Bachelor of 50 30-Nov-07 27 Contract AudIt & 11,845,445 Telstra Corporation, Australia /

Ramalingam Assurance Commerce Compliance National Manager, Business

capability & Solutions

332 Shankar Halder CTO - Telemedia B.E / B.Tech 50 19-Apr-04 26 Permanent Technical Services 10,270,731 Escotel Limited / Chief Technical

Services Officer









or otherwise

333 Sharad Gupta Head - CSD - East B.E./B.Tech 46 3-Sep-98 25 Permanent Customer Service 4,580,726 Thames Technologies /

Delivery Dy. General Manager (Sales)

334 Sharan Shetty GM - Marketing MBA 41 4-Jun-07 14 Permanent Sales & Marketing 3,080,063 Levis Ci / Business Head

335 Sharlin Thayil COO - MO Gujarat PGDBM 47 28-Dec-00 23 Permanent Operations & 7,417,296 Bilt /

Management Deputy General Manager - South

336 Sharma Kumar Head - Sales MBA 43 9-Apr-07 20 Permanent Sales & Marketing 5,088,887 Reliance Communications Limited/

Sanjay Sales - Head

337 Shashi Arora CEO - MO Delhi B.E. & MBA 44 1-Feb-06 18 Permanent Operations & 7,794,162 Kotak Mahindra Bank /

Management Group Head - Marketing

338 Shefali Malhotra GM - Finance CA 36 1-Mar-00 13 Permanent Finance 2,716,165 Airborne Express /

& Accounts Manager - Accounts

339 Shiben Das VP - Technical M.Tech/MS 40 22-Jan-01 15 Permanent Technical Services 4,167,586 DOT / Deputy General Manager

340 Shishir Kumar CEO - MO Bihar PGDM 45 31-Aug-06 22 Permanent Operations & 7,215,859 Beta Healthcare International

& Jharkhand Management Limited / Chief Operating Officer

341 Shivan Bhargava COO - MO Orissa PGDBM 40 10-Oct-03 17 Permanent Operations & 4,951,673 Coca Cola India / Regional

Management Logistics & Planning Manager

342 Shrirang N Bijur Sr. VP - SCM MBA 56 12-Feb-07 35 Permanent Supply Chain 5,230,624 Reliance Capital Limited /

Management Sr. Vice President

343 Shweta Tangri GM - Compensation MBA 33 19-Feb-07 9 Permanent Human Resources 3,875,558 Ernst & Young / Manager

& Benefits

344 Shyam Prabhakar VP - Technical B.E. 38 20-Sep-01 20 Permanent Technical Services 5,412,036 C-DOT / Research Engineer

Mardikar

345 Sonal Kapasi VP - Business CA 37 3-Jan-00 17 Permanent Operations & 3,506,634 A F Ferguson & Co. /

Performance Management Assistant Consultant

Management

346 Soumya Ranjan GM - Technical B.E./B.Tech 42 5-Apr-07 12 Permanent Technical Services 2,951,521 Ecnet / Manager

Jena

347 Sreedhar Krishna Principal Financial MBA 38 1-Jul-02 13 Permanent Finance 3,702,464 AFL Private Limited /

Menon Officer & Accounts Manager - Accounts

348 Srikanth GM - Sales MBA 44 10-Sep-01 22 Permanent Sales & Marketing 2,910,301 PC India Private Limited /

Subramanian General Manager

349 Srinath Shetty DGM - Zonal MBA 40 17-Jan-05 17 Permanent Customer Service 2,737,733 Metro Media Technologies /

Operations Delivery National Sales Manager

350 Srinath Vedula GM - HR PGDBM 48 20-Feb-06 23 Permanent Human Resources 3,676,956 Tata Teleservices Limited /

General Manager

351 Srinivas N Head - Marketing MMS 42 24-May-01 21 Permanent Sales & Marketing 3,098,179 Mahindra Hotels& Resorts /

Divisional Manager - Marketing

352 Srinivas S Vemuri GM - Technical MBA 40 11-Jul-98 18 Permanent Technical Services 3,379,759 Vizag Steel Plant / Lecturer

353 Sriram T V VP - Networks PGDM 40 2-Feb-01 12 Permanent Technical Services 4,620,598 Comverse Network Systems /

Systems Engineer

354 Subir Jana VP - SCM B.E. & MBA 41 16-Apr-07 17 Permanent Supply Chain 4,845,607 Tata Autocomp Limited /

Management General Manager

355 Sudeep Banerjee VP - HR MBA 39 21-Feb-05 17 Permanent Human Resources 4,120,178 Aventis / General Manager-HR

356 Sudhanshu Datt GM - SCM Diploma 43 1-Nov-06 21 Permanent Supply Chain 2,515,743 Genpact / Asst VP

Management

357 Sudheendra GM - President’s PGDBM 36 2-Jan-08 11 Permanent Operations & 3,320,570 Infosys Technologies Limited /

R Magdal Office Management Principal

358 Sudipto COO - MO Assam B.Sc 45 16-Jun-03 23 Permanent Operations & 6,244,652 Bharti Hexacom Limited /

Chowdhury Management Vice President

359 Sugumaran J Sr. VP - Chief B.E./B.Tech 53 24-Jul-00 29 Permanent Technical Services 6,514,138 BPL Mobile

Network Officer Communications Limited /

Head Network Performance

360 Sukesh Jain Chief Operating MBA 41 1-Jun-00 17 Permanent Operations & 4,212,006 Procall / Sr. Manager

Officer - AES North Management

361 Sukhdeep Singh Head - Technical B.E. 37 8-Feb-05 16 Permanent Technical Services 2,513,018 Tata Teleservices Limited /

Gill Sr.Manager

362 Sukhjit Singh Head - HR (AES) MBA 37 7-Mar-07 15 Permanent Human Resources 4,292,981 Pepsi / Vice President - HR

Pasricha

363 Sundararaman P Head - Finance ICWA 40 12-Dec-05 16 Permanent Finance & Accounts 4,587,117 Subhiksha Trading Services /

Vice President

364 Sunil Bharti Mittal Chairman and Graduate 51 1-Oct-01 23 Contract General 208,966,418 Bharti Cellular Limited /

Managing Director Management Chairman and Managing Director

365 Sunil Colaso COO - MO UPU MBA 42 1-Oct-02 18 Permanent Operations & 6,871,076 Max Healthcare /

Management Dy. General Manager- Marketing

366 Sunil Mishra Head - Marketing MBA 37 6-Aug-07 14 Permanent Sales & Marketing 4,338,871 Reliance Communications Limited/

National Head

367 Sunil Rajapurohit GM - Service B.E./B.Tech 37 2-Jul-07 14 Permanent Technology 3,087,075 On Command Video Corp. /

Fulfillment & Assurance Services Architect, Software Developer

368 Sunil Singh DGM - Sales/Channel B.E / B.Tech 40 1-Dec-04 16 Permanent Sales & Marketing 2,659,051 Unicom Infotel / Director - Sales

& Acquisition





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or otherwise

369 Sunil Tandon Chief Operating Officer MBA 48 4-Nov-03 22 Permanent Operations & 7,532,354 Reliance Infocomm Limited /

- MO Maharashtra Management Head Key National Accounts

370 Suphal Mehrotra GM - Marketing/ MMM 37 9-Feb-04 16 Permanent Sales & Marketing 2,968,765 Siemens Information Systems /

Product Management Bussiness Manager

371 Suraj Saha GM - Sales (ZBM) B.E. & MBA 35 3-Mar-03 11 Permanent Sales & Marketing 2,906,990 Godrej Sara Lee Limited /

Area Sales Manager

372 Surekha Poddar VP - Market Research MBA 43 17-Oct-06 20 Permanent Sales & Marketing 3,297,627 Millward Brown / Regional

Director - Royalty Solutions

373 Surendran C Head - CSD B.E. & MBA 43 4-Nov-03 21 Permanent Operations & 5,618,289 Modi Xerox / Head-Outsourcing

Management

374 Suresh Jangid VP - Sales Ops MBA 45 14-Jun-04 22 Permanent Sales & Marketing 3,163,173 Oman Marketing & Services Co. /

Sales Manager (Consumer Electronics)

375 Sushil Grover Head - SCM MBA 44 25-Sep-06 22 Permanent Supply Chain 3,609,209 QTIL / Head Operations

Management

376 Swarn Bajaj CMO - North Hub MMS 38 27-Oct-03 16 Permanent Sales & Marketing 4,408,011 Spice Communications Limited /

General Manager

377 Syed Safawi Executive Director - MBA, Advanced 45 2-Jul-07 21 Permanent Business Head 14,543,450 Coca Cola International /

North Management Country Manager &

Program Chief Executive Officer

378 T K Varadarajan GM - Marketing Diploma 40 1-Mar-04 17 Permanent Sales & Marketing 3,226,034 Value Labs / Manager

379 Tarun Soni GM - Command B.E./B.Tech 35 19-Oct-01 14 Permanent Customer Service 2,636,493 Intersolutions India /

Centre/CCT Delivery Project Manager

380 T K Kumar Anand CTO - South M.Tech/MS 53 15-Nov-02 29 Permanent Technical Services 5,424,549 Interwave Communications /

Project Director

381 Umesh Gupta VP - IT PGDSM 40 12-Dec-06 18 Permanent Technology 5,210,520 Equinox /

Services Chief Information Officer

382 V Seetharaman GM - Technical/ISP B.E./B.Tech 49 1-Mar-02 19 Permanent Technical Services 2,664,524 BSNL(DOT) / SDE

Network O&M

383 V Venkatesh CEO - MO PGDBM 46 11-Apr-05 23 Permanent Operations & 11,666,338 HLL / Marketing Manager

Karnataka Management

384 Varsha Kothwale Head - CSD - BA 39 29-Sep-06 18 Permanent Customer Service 3,275,091 Tata Teleservices Limited / GM

AES West Delivery

385 Vasudevan GM - CAG B.Sc 46 1-Apr-05 25 Permanent Audit 2,523,492 Hindustan Aeronautics Limited /

Padmanabhan Services Manager

386 Venkat Naidu Head - CSD B.Com 43 14-Feb-05 19 Permanent Customer Service 2,497,811 Reliance Infocomm Limited /

Delivery Head Customer Care

387 Venkatesh GM - Marketing PGDBM 36 4-Jul-03 14 Permanent Sales & Marketing 3,964,340 Reliance Infocomm Limited /

Vijay Raghavan Product Manager-Marketing

388 Vidur Rattan GM - Marketing PGDBM 31 16-Apr-01 8 Permanent Sales & Marketing 5,626,584 Standard Chartered Bank /

Management Trainee

389 Vidya Sagar K GM - Sales/Carrier Diploma 42 2-Mar-00 21 Permanent Sales & Marketing 2,794,199 Compaq / Area Manager

Sales

390 Vijai Prakash VP - Network - M.Tech 46 15-Dec-97 21 Permanent Technical Services 5,425,747 Optel Telecom Limited /

Tripathi Operations Project Lead

391 Vijaya Sampath Group General B.A., LLB, FCS 56 1-Jan-04 24 Permanent Legal & 14,007,558 Ranbaxy Laboratories /

Counsel & Secretarial VP (Legal & Secretarial)

Company Secretary

392 Vikas Joshi Head - HR, PGDPM 49 1-Mar-07 27 Permanent Human Resources 8,069,829 Hindustan Levers Limited/

Transformations Personnel Manager

393 Vikas Kaul DGM - Marketing B.E./B.Tech 35 25-Feb-02 13 Permanent Sales & Marketing 2,609,730 Idea Cellular Limited /

Key Account Manager

394 Vikas Malik GM - Technical B.E./B.Tech 37 13-Jun-05 15 Permanent Technical Services 3,754,962 Spice Telecommunications /

Dy. General Manager

395 Vikas Singh CMO - Telemedia MBA 42 22-Aug-06 19 Permanent Sales & Marketing 7,272,894 Hutch India / AVP-Sales &

Services Marketing Operations

396 Vikrant Khanna VP - Marketing MBA 37 21-Mar-07 12 Permanent Sales & Marketing 3,908,263 Satyam Infoway Limited /

Business Head-Utilities

397 Vineet Jain Head - CSD PGDBM 37 2-Dec-03 15 Permanent Customer Service 3,153,249 Escotel Mobile Communications

Delivery Limited / Chief Manager- S&M

398 Viney Tandon DGM - Sales B.A. 35 28-Jun-04 15 Permanent Sales & Marketing 2,511,114 HFCL Infotel Limited /

Sr. Manager - Sales

399 Vinita Tikoo DGM - HR PGDBM 37 5-May-03 13 Permanent Human Resources 2,692,422 Nestle India /

Corporate Training Manager

400 Vinod Kumar CMO - South Hub MBA 42 10-Jun-04 18 Permanent Sales & Marketing 4,454,820 Whirlpool Of India Limited /

Giyal Regional Sales Director

401 Vinod Mukundan GM - Technology B.E./B.Tech 41 25-Jun-07 16 Permanent Customer Service 2,674,715 Hewlett Packard /

Partner Governance Delivery Operations Manager

402 Vinod Head - Modern Trade MBA 38 15-Nov-04 18 Permanent Sales & Marketing 2,726,310 Reliance Infocomm Limited /

Radhakrishnan Cluster Head

403 Vipin Gupta Regional Head - West Diploma 37 3-Oct-01 12 Permanent Technical Services 2,881,145 Hughes Telecom / Asst. Manager









or otherwise

404 Vir Inder Nath GM - PCO PGDBM 36 23-Apr-07 13 Permanent Sales & Marketing 3,480,668 Idea Cellular Limited /

Dy. General Manager

405 Vishal Gupta GM - CSD PGDIM 38 5-Nov-01 20 Permanent Customer Service 2,689,001 BSNL /

Delivery Jt. Deputy Director General

406 Vishal Gupta VP - SCM B.E. & MBA 39 12-Jul-99 14 Permanent Supply Chain 3,816,633 Birla AT&T Communication /

Management Assistant Manager

407 Vishal Sehgal COO - MO J&K MBA 41 14-Jul-05 17 Permanent Operations & 7,060,017 Reliance Infocomm Limited /

Management Head-Cluster Sales & Operations

& Business Head Post Paid Business

408 Vivek Madan GM - Networks B.E./B.Tech 36 1-Aug-01 17 Permanent Technical Services 2,904,200 Band-X Limited / IP Consultant

409 Vivek Saxena GM - Network B.E./B.Tech 40 15-Oct-01 19 Permanent Technical Services 3,403,770 Hughes Telecom / Sr. Manager

410 Vivek Sharma GM - Finance CA 41 3-Apr-07 17 Permanent Finance 2,862,681 Tata Teleservices Limited /

& Accounts Sr. Manager - Finance

411 Yatish Mehrotra COO - MO Karnataka B.E./B.Tech 38 11-Apr-03 18 Permanent Operations & 6,605,288 Escotel Mobile

Management Communications Limited /

General Manager - Marketing

412 Yogesh Gulabani GM -Technology B.E./B.Tech 39 3-Oct-06 12 Permanent Technology 2,737,343 Colt Technology Services

Services Services (I) Pvt Limited /

Manager - IT Operations & Services

(B) EMPLOYED FOR PART OF THE FINANCIAL YEAR

1 A S Pillai VP - Marketing B.E / B.Tech 42 7-Jul-08 21 Permanent Sales & Marketing 3,216,047 Datacraft India Limited /

Head - Professional Services

2 Abdul H Khaleeli Voice Head Graduation 38 15-Nov-07 15 Permanent Sales & Marketing 391,904 Tata Teleservices / Sr. Manager

3 Abhimanyu Sen GM - IT B.E / B.Tech 41 15-Dec-08 19 Permanent Technology Services 869,781 Accenture / IT Projects Delivery

4 Abhishake Garg Sr. Manager - B.E / B.Tech 36 2-Nov-05 14 Permanent Technical Services 515,382 Reliance Infocomm Limited

Technical

5 Ajay Malwade GM - Engagement PGDRP 50 25-Jun-07 26 Permanent Technology Services 695,068 Wipro Infotech / Sr. Consultant

& Operations CSD

6 Ajay Satyarthi Head - CIN BA 40 1-Feb-00 18 Permanent Technology Services 2,132,896 TCIL / Computer Engineer

7 Ajay Sohanvi Manager - Purchase BA 33 8-Nov-04 14 Permanent Supply Chain 620,506 Ajanta Offsets /

Management Production Executive

8 Akhil Gupta Joint Managing CA 53 1-Sep-03 27 Contract General 32,755,356 Consultancy

Director Management

9 Akhilesh Saxena DGM - BE MBA 35 24-Nov-05 14 Permanent Quality Services 550,072 Wipro / Program Manager

10 Alan Meldrum Head - Commercial - Post Graduation 50 28-Jan-08 18 Permanent Finance 2,159,469 Orange Business Services /

AES (Phychology) & Accounts Commercial Manager -

Asia Pacific

11 Alok Goyal VP - SCM M.Tech / MS 44 30-Nov-08 23 Permanent Supply Chain 1,652,489 Senergy Global Limited /

Management Head - Carbon Credits

12 Amar Misra DGM - Sales MBA 40 20-Mar-07 15 Permanent Sales & Marketing 492,828 Idea Cellular Limited /

Sr. Manager

13 Amardeep Misra DGM - Technical B.E / B.Tech 40 1-Aug-06 15 Permanent Technical Services 762,611 Hutchison Essar Limited /

Stategic Planning Sr. Manager

14 Amit Mittal DGM - Business CA 33 23-Sep-02 7 Permanent Finance & Accounts 1,490,006 Gateway Systems Pvt Limited /

Plannning & Analysis Manager Accounts

15 Anadi Agnihotri DGM - Marketing PGDBM 39 15-Sep-08 9 Permanent Sales & Marketing 1,308,206 Sutherland Global Services /

Director-Service Delivery

16 Ananthalakshmi Head - HR & Admin MBA 37 15-Oct-07 13 Permanent Human Resources 1,359,769 Target Services India Pvt Limited/

H Srinivasan Head - HR

17 Anil K Malhotra GM - Hub Delhi Diploma 59 11-May-95 34 Permanent Technical Services 3,519,382 Videsh Sanchar Nigam Limited /

Dy. Engineer

18 Anish Antani DGM - Finance MBA 40 10-May-06 14 Permanent Finance 1,057,959 Tata Teleservices Limited /

& Accounts Sr. Manager-Finance

19 Anshuman Kalia Sr. Manager - MBA 32 16-Jul-01 7 Permanent Sales & Marketing 693,936 Joined in Bharti Airtel Limited

Marketing as Fresher

20 Anshuman Verma DGM - Marketing PGDCM 35 7-Aug-06 10 Permanent Sales & Marketing 731,618 ABN Amro Bank / AVP

21 Anuj Kohli Manager - ILD/Carrier B.E / B.Tech 31 1-Jun-05 3 Permanent Technical Services 386,242 Aircom International /

Services Sales Manager

22 Anuj Mishra Asst. Manager - PGDBM 28 1-Apr-04 5 Permanent Sales & Marketing 933,335 Dishnes Dsh Limited /

Sales Sales Executive

23 Anupam Jalote Chief Process MBA 45 1-Nov-04 20 Permanent Customer Service 2,512,352 Tata Services Limited /

Officer Delivery Head - Customer Service Delivery

24 Archana Sasan VP - Legal LLB 45 12-Feb-09 16 Permanent Legal Services 1,372,771 GE Money Financial Services

Limited / VP-Legal&Compliance

25 Arun Vohra VP - CSD M.Tech/MS 47 15-Oct-97 23 Permanent Customer Service 2,876,924 Oriflame India Pvt Limited /

Delivery General Manager

26 Arvind Pandey CTO - AES B.E / B.Tech 47 25-May-05 26 Permanent Technical Services 3,491,022 Hutchison Max /

General Manager





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or otherwise

27 Ashish Dutta Head - IT PGDBM 38 6-Aug-07 18 Permanent Technology Services 1,569,743 TCS / Consultant

28 Ashish Prabhakar VP - Business Head B.E / B.Tech 37 17-Nov-08 17 Permanent Operations & 1,982,272 Tata Communications Limited /

Hastak Management Head - Global Access

Management & Feasibility

29 Ashok Juneja Corporate Director - B.Tech & PGDM 52 14-Sep-98 29 Permanent Business 16,006,128 Hutchison – Max /

Business Development Development Chief Operating Officer

30 Atul Gupta GM - Finance/ CA 42 21-Oct-05 17 Permanent Finance 1,812,371 Reliance Infocomm Limited /

Commercial & Accounts Dy. General Manager

31 Avnish Jindal Sr. VP - Finance CA 43 28-Aug-01 20 Permanent Finance 3,718,648 Dabhol Power Company /

& Accounts Project Lead

32 Balasubramaniam Head - SCM M.Sc 44 10-May-06 21 Permanent Supply Chain 1,286,147 Tata Teleservices Limited /

S K Management General Manager

33 Balasubramanian V Principal Technical B.E / B.Tech 42 10-Jul-06 20 Permanent Technical Services 2,574,683 Aircel Limited / General Manager

Officer

34 Biju R Naik ZBM B.E. 36 20-Mar-06 11 Permanent Sales & Marketing 894,130 Reliance Infocomm /

Cluster Business Head

35 Biswarup VP - HR LLB 44 3-Jul-06 22 Permanent Human Resources 2,749,453 Philips India Lighting /

Goswami Director HR - India & Pakistan

36 Carol Borghesi Director - CSD Marketing Mgmt- 52 26-Sep-06 28 Contract Customer Service 14,390,639 21st Century Service Delivery /

International & Delivery Managing Director

37 Dakshinamoorthi DGM - HR MBA 59 9-Dec-02 34 Permanent Technical Services 1,464,750 HTL Limited /

Uthirapathi Dy. General Manager

38 Debashish Das GM - HR MBA 39 1-Aug-04 18 Permanent Human Resources 1,507,470 Aptech Limited / Profit Centre

Head - Learning Businsess

39 Debojeet Sr. Manager - Training PGDBA 42 10-Jan-05 18 Permanent Human Resources 398,929 HDFC Standard Life Insurance /

Goswami Sales Training Manager

40 Deepa Chadha VP - HR PGDBM 37 9-Feb-09 14 Permanent Human Resources 1,446,855 Genpact /

Vice President HR Shared Services

41 Deepak Mishra Sr. Manager HR MBA 33 25-Aug-04 9 Permanent Human Resources 344,429 Amway India Enterprises /

State Trainer

42 Deepak Sethi DGM - Operations BA 40 15-Dec-97 18 Permanent Operations & 2,678,169 The Residency Hotel / GM

Management

43 Deepakjit Singh Sr. VP - Marketing Post Graduation 45 9-Apr-08 13 Permanent Sales & Marketing 8,971,117 British Telecom /

Chatrath Head of Media & Broadcast

44 Dolly Grover DGM - HR MSW 39 1-Feb-06 16 Permanent Human Resources 395,701 Alcatel Development India (P)

Limited / Manager

45 Ekta Kumar Sr. Manager - BE MBA 33 4-May-06 10 Permanent Quality Services 387,925 Deloitte & Touche / Manager

46 Gaurav GM - SCM B.E. & MBA 35 16-Oct-08 10 Permanent Supply Chain 1,643,344 Neutrogena Corporation /

Deveshwar Management Distribution & Logistics Manager,

Supply Chain

47 Gopal Vittal Director - Marketing MBA 43 25-Sep-06 17 Permanent Marketing 9,213,782 Hindustan Levers Limited/

Vice President Fabric Cleaning Asia

48 Harish Dua Head - Internal CA, MBA 51 23-Feb-04 29 Permanent Compliance & 4,299,908 Pepsi Foods Private Limited /

Assurance Internal Assurance VP (Corp. Planning)

49 Harjeet Kohli VP - Treasury & MBA 35 19-Jan-09 11 Permanent Finance 1,954,705 Citigroup India/

Investor Relation & Accounts Director - Corporate &

Investment Bank Head (East)

50 Harmeet Singh Sr. Manager - BPA CA 34 16-Feb-04 7 Permanent Finance 420,138 Reliance Infocom Limited /

& Accounts Analyst

51 Harsh Chutani GM - SCM PGDBM 39 9-Feb-09 15 Permanent Supply Chain 389,456 Buongiorno (Hong Kong) Limited/

Management Vice President - Media

52 Hemanth VP - Marketing B.E. & MBA 38 1-Aug-03 15 Permanent Sales & Marketing 1,483,975 Kanini Consultants Pvt Limited /

Kumar G Director

53 Indrajit Pakrasi Sr. Manager - Brand MBA 36 23-May-05 14 Permanent Sales & Marketing 348,449 Rediffusion Dyr /

Group Account Manager

54 J P Singh GM - SCM B.E & B.Tech 42 14-Oct-04 22 Permanent Supply Chain 2,115,862 Data Access Limited / Manager

Management

55 Jagdish Prasad VP - Legal CS 40 1-Jun-07 16 Permanent Legal Services 1,965,401 Acme Tele Power Limited /

Agarwal Corp & Commercial Lawyer

56 Jaideep Kohli Head - Channel & PGDBM 40 23-Jul-04 14 Permanent Sales & Marketing 2,215,925 HCL Infosystems Limited

Acquisition

57 Jayant Khosla Executive Director - BE(Hon), MBA 46 22-Mar-04 21 Permanent Business Head 10,699,924 Coca Cola India /

Mobility West VP Operations, Mumbai

58 John Koshy Head - Technical B.E. 53 18-Apr-05 27 Permanent Technical Services 3,871,272 Ericsson India Private Limited /

Project Consultant

59 Jyoti Pawar Director - Legal Solicitor’s Degree, 43 18-Aug-08 17 Permanent Legal Services 7,493,970 GE Money/

& Regulatory LLB Senior VP- Legal & Compliance

60 K Muthanandam GM - Network B.Sc 58 28-Sep-01 39 Permanent Technical Services 2,691,824 BSNL / Head - Technical

61 K S Muralidhar Sr. Manager - PGDCA 36 1-Mar-07 12 Permanent Sales & Marketing 289,989 Ogilvy & Mather /

Marketing Account Director





62 Kirtikar Ojha Regional Sales MBA 44 28-Sep-05 19 Permanent Sales & Marketing 2,331,766 Essar Spacetel Limited /

Head - NCR General Manager

63 Kishore Gogar GM - Finance ICWA 49 7-Sep-96 20 Permanent Finance & Accounts 2,406,256 Hexacom (India) Limited / GM.

64 Krishan Mohan Head - IT B.E. / B.Tech 43 19-May-08 22 Permanent Technology Services 3,562,100 Genpact / Vice President

Saxena

65 Krishnan G V CMO (East Hub) MBA 41 4-Sep-04 19 Permanent Sales & Marketing 1,827,918 Food World Super

Markets Limited /

GM - Operations & Merchandising

66 Kuntak Roy Principal Finance CA 40 10-Oct-08 10 Permanent Finance 1,469,952 Federal Express Corporation /

Chaudhary Officer & Accounts Financial Controller (Manager)

67 Kunwar Kishore Sr. VP - ESBU MBA 49 18-Jun-08 24 Permanent Sales & Marketing 5,544,105 UCA Services Inc./

Arora Vice President

68 Lalit Nagpal GM - Finance ICWA 40 2-Sep-04 16 Permanent Finance 1,536,787 Tata Teleservices Limited /

& Accounts Sr. Manager - Billing

69 Lokesh Suji Manager - Sales/Media MTM 34 6-Mar-06 14 Permanent Sales & Marketing 377,179 Sify Limited / Sales

70 Macharaja P DGM - Projects Diploma 42 12-Dec-05 23 Permanent Technical Services 913,412 Tata Teleservices Limited /

Sr. Manager Networks

71 Madan Mohan Head - Sales MBA 50 18-May-04 26 Permanent Sales & Marketing 2,780,231 Coca Cola India / General

Bajpai Manager-Sales & Distribution

72 Madhu Nori VP - IT BE & MBA 36 13-Oct-08 16 Permanent Technology 2,024,276 Independant Consultant /

Services Telecommunications Consulting

73 Mandeep Bhatia COO - MO MBA 40 4-Dec-01 17 Permanent Operations & 4,716,159 Spice Communications Limited /

Maharashtra Management VP (Nepal)

74 Manish Aggarwal GM - Consolidation PGDBM 36 18-Jan-06 12 Permanent Customer Service 1,329,137 Optimus Outsourcing Company /

Projects Delivery AVP

75 Manish Dua Head - Voice Business MBA 40 28-Sep-06 18 Permanent Sales & Marketing 2,159,330 Tata Teleservices Limited /

AES West General Manager

76 Manish Mamtani Head - IT B.E / B.Tech 40 5-May-08 18 Permanent Technology Services 3,907,507 Genpact / Vice President

77 Manish Saxena Principal Finance CA 43 28-Aug-06 18 Permanent Finance 1,932,229 Reliance Infocomm Limited /

Officer & Accounts Project Commercial Head

78 Manmohan Daga Sr. Manager - MBA 36 16-Aug-05 13 Permanent Finance 845,415 Trident Group /

Finance & Accounts Manager - Corporate Planning

79 Manmohan Saini Head - SMG M.Com 40 12-May-03 19 Permanent Customer Service 426,821 M/s Escotel Mobile Comm.

Delivery Limited / Sr. Executive

80 Monicka Raj Head - Technical B.E. / B.Tech 55 12-Sep-01 31 Permanent Technical Services 3,510,789 Wipro Spectra Mind /

Govindan Project Lead

81 Nagesh Rajanna CEO - UP MBA 44 12-Jul-07 20 Permanent Operations & 5,420,106 Pepsico India Holdings Pvt

Circle Management Limited

82 Naveen Gupta GM - Marketing MBA 38 19-Feb-09 16 Permanent Sales & Marketing 339,218 Reliance Communications Limited/

Head - Strategic Planning & Alliances

83 Neeraj Arvind DGM - Business MBA 38 10-May-06 11 Permanent Operations & 694,535 Caretaker & Enterpreneur /

Shah Analyst Management Proprietor

84 Niraj Mehta Manager - CSD PGCBM 36 26-Mar-07 15 Permanent Customer Service 314,034 Reliance Communications /

Delivery Hub Head Service Assurance

85 Norman Don Director - Networks BE (U.S. Navy) 46 11-Feb-02 23 Permanent Technical 34,226,257 Nextel Partners / Director

Price IV

86 P Swaminathan Chief Operating Officer B.Tech, PGDM 54 12-Jul-99 29 Permanent Business Head 4,930,114 BPL Cellular, Pune / Circle Head

87 P V V Srinivasa Cheif Marketing Officer BE & MBA 41 17-Jan-05 14 Permanent Sales & Marketing 3,489,569 Hero Motors /

Rao - Telemedia Services Chief Operating Officer

88 Pankaj Nanda DGM - Finance CA 42 7-Jun-04 17 Permanent Finance 619,867 Reliance Infocomm Limited /

& Accounts Commercial Head

89 Paresh S Yadav Sr. Manager - CSD B.E / B.Tech 37 10-Nov-05 12 Permanent Customer Service 348,228 E2E Serwiz Solutions Limited /

Delivery Manager- Operations

90 Paroma Roy VP - Marketing Post Graduation 43 28-Aug-06 17 Permanent Sales & Marketing 3,747,574 Hewlett Packard /

Chowdhury Lead Communications

91 Pawan Kumar GM - CSD ICWA 42 1-Mar-07 18 Permanent Customer Service 950,878 Reliance Infocomm /

Rohatgi Delivery Head - Customer Service Delivery

92 Pawan Pratap GM - Technical B.E / B.Tech 40 1-Jun-05 21 Permanent Technical Services 2,059,095 Media Craft India Pvt Limited /

Singh Account Executive

93 Pawan Trivedi Sr. Manager - Finance CA 31 22-Aug-06 6 Permanent Finance & Accounts 426,147 TDCA / Manager

94 Pradeep GM - IT PGDBM 41 22-Sep-08 17 Permanent Technology 1,381,949 Fidelity Business Services India

Prabhakaran Services Private Limited / Sr. Manager

Eledath

95 Prakash Sangam GM - Marketing and PGDBM 33 6-Aug-07 9 Permanent Sales & Marketing 1,993,954 Hindustan Unilever Limited /

Innovation Regional Marketing Manager

96 Prasad Nambiar DGM - Sales MBA 35 3-May-04 11 Permanent Sales & Marketing 2,195,558 AT&T Easylink /

Regional Sales Manager

97 Prashant Chacko DGM - Marketing PGDBA 32 25-Oct-04 9 Permanent Sales & Marketing 520,893 Axalto Schlumberger /

Account Manager





or otherwise





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98 Prashanth Kumar Manager - Technical M.A. 38 21-Aug-06 3 Permanent Technical Services 390,046 VSNL / Head -Customer Care

Karne

99 Prasoon VP - Business MBA 44 3-Oct-06 23 Permanent Technology 571,401 Tata Internet / Vice President

Srivastava Solutions IT Services

100 Pratik Mazumder Head - Marketing PGDAC 35 2-Jan-02 14 Permanent Sales & Marketing 2,109,849 Ogilvyone / Manager

101 Praveen Singhal VP - Technical M.Tech / M.S 39 29-Nov-08 9 Permanent Sales & Marketing 1,286,105 Globacom Nigeria / CTO Ngn/IP

102 Premraj Menon DGM - CSD B.A. (Hons) 43 22-Jan-04 19 Permanent Customer Service 1,294,542 BPL Mobile Limited, /

Economics Delivery Zonal Sales Manager

103 R K Babbar VP - Network B.E / B.Tech 58 5-Jan-98 32 Permanent Technical Services 2,539,481 Himachal Futuristic

Communications Limited /

General Manager - Cable Division

104 Radhakrishna A Zonal Business B.Sc 39 30-Sep-05 16 Permanent Sales & Marketing 1,335,982 Idea Cellular Limited /

Manager Asst. General Manager

Sales and Distribution

105 Rahul Wadhawan Head - SMG B.Com 32 4-Jun-07 11 Permanent Customer Service 854,051 GE Capital Transportation

Delivery Financial Services Limited /

Assistant VP - Risk Management

106 Raj Kumar V K GM - Sales PGDQM 42 10-Oct-05 20 Permanent Sales & Marketing 1,551,313 Iqara Telecoms India Pvt Limited

Asst. Vice President

107 Rajeev Kinder DGM - Sales PGDBA 44 24-Mar-05 18 Permanent Sales & Marketing 1,561,883 Reliance Infocomm / Head

108 Rajendra Singh DGM - Sales BE & MBA 39 13-Jun-06 14 Permanent Sales & Marketing 1,467,521 Philips India Pvt Limited /

Bhatia Distribution General Manager

109 Rajesh Kharbanda Head - Infrastructure, MBA 54 16-Jan-03 28 Permanent Technology 3,879,871 New Holland Tractors /

Governance and Services Chief Information Officer

Special Project

110 Rajesh Ohri GM - Central PGDCA 39 2-Apr-07 15 Permanent Technology 2,520,649 Ethopl / Dy. General Manager

Operations Console Services

111 Rajesh Ramdas VP - Contact B.Com 41 3-Sep-07 15 Permanent Customer Service 3,211,999 Sudtherland Gloservices /

Operations Delivery Vice President

112 Rajesh Sethi Head - Finance CA 36 2-Sep-03 11 Permanent Finance 2,283,148 Tata Teleservices Limited /

& Accounts Asst. Manager- Finance

113 Rajiv Kumar CEO - Small & BA, Post Graduate 51 29-Dec-00 29 Permanent Business Head 6,081,002 GMS Technologies/ President &

Sharma Medium Businesses in Arts, LLB, MBA Chief Executive Officer

114 Rakesh Khurmi GM - Finance MBA 41 12-Jul-05 17 Permanent Finance 1,738,257 Reliance Infocomm Limited /

& Accounts Commercial Head

115 Ramanand Kambli Manager - Sales/ MMS 34 6-May-05 10 Permanent Sales & Marketing 577,472 PCS Technology Limited /

Channel & Acquisition Territory Manager

116 Ranganathan M Head - Revenue M.Com 35 27-Jan-00 12 Permanent Finance 455,426 BC Components India Limited /

Assurance & Accounts Commercial Officer

117 Ranjana Head-Group Corporate MA, BA 52 2-Mar-09 21 Permanent Brands & Corporate 1,722,792 Monsanto Company/

Smetacek Communications Communications Director-International Comm

& Brand

118 Ravi DGM - CSD B.Com 43 9-Nov-05 22 Permanent Customer Service 848,992 VSNL / Dy. General Manager

Ramchandran Delivery

119 Raviganesh V VP - Business Head MBA 39 19-Jan-09 17 Permanent Operations & 509,480 Subhiksha Trading Services /

Management President

120 Ravinder Kumar CTO (North Hub) M.Tech / M.S 50 2-Jan-03 24 Permanent Technical Services 3,665,731 Army Headquarters /

Popli Chief Operating Officer

121 Rizwan Khan Manager - Technical B.E / B.Tech 36 7-Nov-02 10 Permanent Technical Services 247,224 Bharti Telenet Limited /

Asst.Manager

122 Rohit Tandon Head - Marketing PGDBM 36 23-May-03 11 Permanent Sales & Marketing 1,802,671 Dabur India Limited /

Sr. Brand Manager

123 Rupak Agarwal Hub CSO - West PGDBM 42 4-Oct-04 21 Permanent Customer Service 3,265,886 HT Media Limited /

Delivery GM - Strategic Marketing

124 Sai Vara Prasad Sr. Manager-Technical M.E. 52 2-Feb-05 26 Permanent Technical Services 1,032,073 Crompton Greaves Limited /

Chief Techincal Manager

125 Sandeep Mirakhur CMO - West Hub B.E / B.Tech 40 1-Nov-00 10 Permanent Sales & Marketing 1,822,419 Shyam Aces Pvt Limited / Head

126 Sandeep VP - Strategic MBA 44 17-Jan-05 16 Permanent Sales & Marketing 3,507,965 Weather Channel Interactive Inc /

Sawhney Alliances Director-Business Development

& Business NPD

127 Sanjay Bansal Sr. Manager-Technical B.E / B.Tech 33 13-Apr-01 8 Permanent Technical Services 470,848 Hughes S/W Systems / Sr.Engg

128 Sanjay Dakwale Head - CSD BE & MBA 43 3-Mar-06 19 Permanent Customer Service 2,300,382 Hutchison Essar Limited /

Delivery General Manager

129 Sanjay H Sheth Sr. Manager - SCM MBA 40 17-Jan-05 14 Permanent Supply Chain 453,915 Spice Communications Pvt Limited/

Management W H Manager

130 Sanjay Nandrajog Executive Director- B.Tech (Chem), 47 8-Jan-03 22 Permanent International 2,905,829 Pepsico/Market Unit Director

International Operations MBA Operations

131 Sanjeev Madan DGM - Finance/ CA 38 17-Oct-05 9 Permanent Finance 585,427 Coca Cola / Manager - Finance

Finance & Accounts & Accounts





or otherwise





132 Sanjeev Shekhar GM - Network M.Tech / M.S 36 15-Sep-08 14 Permanent Technical Services 1,401,701 Nokia Siemens Networks /

Sahu Regional Project Director

133 Sanjeev Walia Sr. Manager - Sales MBA 30 2-May-05 9 Permanent Sales & Marketing 671,501 LG Electronics India Limited /

Asst. Manager

134 Sapriya Malhotra Zonal Business BE & MBA 36 27-Mar-06 6 Permanent Sales & Marketing 1,623,919 Reliance Infocomm /

Manager Cluster Head

135 Satish Laghate GM - Network B.E / B.Tech 43 8-Oct-97 21 Permanent Technical Services 2,893,680 DOT / DET Ahmedabad

136 Satish Sharma Zonal Business PGDGM 37 4-May-06 15 Permanent Sales & Marketing 1,449,956 Hutch /

Manager Manager Zone Operations

137 Satyam Sharma Sr Executive - MIT 32 4-Sep-06 6 Permanent Technical Services 549,253 IBM / Project Engineer

Technical

138 Shailendra Goel DGM - Sales MBA 38 22-Dec-03 13 Permanent Sales & Marketing 791,881 Samsung India Limited /

Branch Manager

139 Shailesh Dudani Sr. Manager - MBA 34 1-Jul-05 11 Permanent Sales & Marketing 485,061 VSNL / Head - Bulk Services

Sales

140 Shalini Gupta DGM - Broadband MBA 34 14-Aug-06 10 Permanent Technology 1,717,123 Aviva Life Insurance /

and SMB Services Project Manager

141 Shankho VP - Sales Post Graduation 47 11-Jan-06 23 Permanent Operations & 3,409,945 Owned Media Solution &

Chowdhury Management Marketing Company / Proprietor

142 Sharad Malik DGM - Retention MBA 37 10-Dec-04 12 Permanent Customer Service 1,122,500 Idea Cellular Limited /

Delivery Sr. Manager

143 Shaun Parmar Corporate Director - CGA, 43 17-Jun-08 17 Permanent Business 9,499,082 Gildan Activewear / VP

M&A & Business MBA-Finance, Development

Development B.Sc.

144 Shilpa Wadhwa Sr. Manager - B.E / B.Tech 36 3-Oct-06 11 Permanent Technical Services 325,595 VSNL / Manager Engg.

Technical

145 Shireesh Mukund Director - Marketing MBA, B.Tech 44 19-Jan-09 20 Permanent Marketing 4,751,790 PepsiCo International Greater

Joshi China Foods/ VP Strategy &

Business Transformation

146 Shyamal Mittra VP - Marketing MBA 40 22-Jan-07 16 Permanent Technology 1,235,439 Satyam Computer Services /

Management Services Director - Telecom Software and

Consulting

147 Sivaprakash DGM - Technical B.E / B.Tech 45 28-May-07 22 Permanent Technical Services 359,646 Nortel Networks / RF Expert

Narayanan P

148 Sreeram DGM - Technical PGDTM 38 27-May-05 17 Permanent Technical Services 1,721,575 VSNL / Dy. General Manager

Chakravarthy

Gomadam

149 Srikanth Chief Financial Officer CA, B.Com 48 17-Nov-08 28 Permanent Finance 5,923,964 Hindustan Unilever Limited/

Balachandran Programme Leader –

Global Finance

150 Srinivas DGM - Marketing MBA 38 4-Jun-07 13 Permanent Sales & Marketing 867,812 Idea Cellular /

Bhattacharya Head of Fraud Management

151 Subroto Sen GM - Marketing MBA 42 24-Nov-05 19 Permanent Sales & Marketing 1,037,084 Tata Teleservices Limited /

Head Business Intelligence

and Analytics

152 Sudhir Chopra VP - Technical B.E / B.Tech 45 27-Jan-06 23 Permanent Technical Services 4,126,567 Alcatel Modi Network Systems

Limited / Head-Projects

153 Sukanto Aich COO - AES BE & MBA 41 9-Jul-01 16 Permanent Operations & 4,533,983 Escosoft Technologies Limited /

Corporate South Management Head Sales

154 Suman Kaul AGM - MAP A/cs MBA 39 1-Oct-07 14 Permanent Sales & Marketing 1,350,514 Verizon India Private Limited /

Sales Manager

155 Sunil Maxwell CHRO - South & B.Sc 53 15-Jan-08 26 Permanent Human Resources 2,302,805 Teletech Limited / Head - HR

Massey West 2

156 Sunil Raina Head - Marketing MBA 35 2-Sep-04 10 Permanent Sales & Marketing 450,140 Tata Teleservices Limited /

Asst.Manager

157 Sunny Thomas Head - CSD PGSM & PR 40 1-Mar-05 15 Permanent Customer Service 2,117,987 Idea Cellular / Head Collections

Delivery

158 Surender Kumar GM - Compliance & B.E / B.Tech 43 18-Sep-06 21 Permanent Technology 891,514 Reliance Communications Limited/

Singh Performance Mgmt Services Dy. General Manager-IT

159 Suresh Kumar S Head - Operations MBA 40 3-Jan-01 16 Permanent Sales & Marketing 4,502,866 Pennisular E Com /

Dy. General Manager

160 T K Balakumar Sr. VP - CSD B.E / B.Tech 47 21-May-04 24 Permanent Customer Service 6,624,043 Daksh Eservices Private Limited /

Delivery Director - Operations & Quality

161 Vaibhav Jain Asst. Manager - B.Com 30 6-Jul-02 10 Permanent Sales & Marketing 505,373 American Express India Pvt

ILD/Traffic Analysis Limited / Team Member





or otherwise





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or otherwise

162 Vijay Srinivasan COO - Enterprise BE & MBA 50 5-Jun-06 14 Permanent Sales & Marketing 6,890,605 Thomson/U21Global /

Services Corporate VP- Business Development

West

163 Vijaya Kumar GM - SCM PGDMM 54 28-May-07 23 Permanent Supply Chain 1,726,003 TCS / Asst. General Manager

Reddy Mannur Management

164 Vinay Sharma DGM - Marketing/ MBA 36 23-Sep-03 16 Permanent Sales & Marketing 1,394,807 Blow Plast Limited /

Brand & Comm Manager-Marketing Services

165 Vineet Kumar Head - Legal MBA 42 5-Apr-05 16 Permanent Legal Services 2,069,188 Reliance Infocom Limited / Head

Legal, Collections and Regulatory

166 Vinit Taneja Chief Process MBA 51 27-Sep-04 27 Permanent Customer Service 3,526,470 Institute Of Quality Limited /

Officer Delivery Sr. VP & Director

167 Viresh Dayal Corporate Director - B.Tech & PGDM 54 16-Aug-85 31 Permanent Projects 4,100,366 DLF Universal Limited /

Projects Manager - Projects

168 Vivek Chandel VP - Marketing PGDBM 42 8-Jun-04 18 Permanent Sales & Marketing 3,006,252 Escotel Mobile Communications

Limited / General Manager

169 Vivek Sethi Sr. Manager - PGDBM 37 17-Oct-05 13 Permanent Sales & Marketing 421,891 Tata Teleservices Limited /

Marketing Retail Manager

170 Vivek Sharma Head - FWP MBA 41 24-May-05 13 Permanent Sales & Marketing 537,622 Idea Cellular Limited / Sr.Manager

171 Wajid Shaikh Asst. Manager - Sales B.E / B.Tech 30 29-Sep-06 6 Permanent Sales & Marketing 391,358 British Telecom Infonet /

Sr. Account Manager

172 Yamini Kurup GM - Platinum Centre MBA 37 1-Jun-05 15 Permanent Customer Service 1,348,175 Hutch / Dy. General Manager

Delivery

173 Yatin Pahwa VP - Marketing PGDBM 37 6-Oct-03 13 Permanent Sales & Marketing 2,204,939 Cellnext Solutions /

Dy. General Manager Marketing

174 Yougender DGM - Marketing B.E / B.Tech 37 15-Jan-09 17 Permanent Sales & Marketing 917,355 Avaya Globalconnect Limited /

Kumar Head - Presales

Notes: 1. Gross Remuneration comprises of salary, taxable allowances and Perquisities and Company’s contribution to Provident Fund

2. The employee would qualify for inclusion in Category (A) or (B) on the following basis:

For (A) if the aggregate remuneration drawn by him/her during the year was not less than Rs. 2,400,000 p.a.

For (B) if the aggregate remuneration drawn by him/her during the part of year was not less than Rs. 200,000 p.m.

3. None of the employees mentioned above is a relative of any director of the Company except Sunil Bharti Mittal, Chairman and Managing Director, who is a brother

of Rakesh Bharti Mittal and Rajan Bharti Mittal, directors on the Board of the Company

4. None of the employees mentioned above holds 2% or more of the share capital of the Company

5. The designation “Director” wherever prefixed describe the area of responsibility occurring in the above statement and is not a Board position except that of

Sunil Bharti Mittal, Manoj Kohli and Akhil Gupta

6. The employees are governed by the general terms and conditions of employment and the policies of the Company





Management Discussion & Analysis

Regulatory changes

• Regulation on Quality of Service (QoS) for the

telecom sector

On March 20, 2009, Telecom Regulatory Authority

of India (TRAI) released its regulations on QoS

standards for both wireline and wireless services.

For wireline services, TRAI has specified that billing

complaints should be resolved within a maximum

of 4 weeks. A parameter, Answer to Seizure Ratio,

has been prescribed as an alternative to the Call

Completion Rate (CCR) wherever the CCR cannot

be measured and reported.

For cellular services, the benchmark for call drop

rates has been revised from the existing less than

3% to less than or equal to 2%. The condition on

accumulated downtime for community isolation has

been replaced with a new parameter on network

availability, wherein network availability will be

assessed through two separate parameters – Base

Transceiver Stations’ (BTSs) accumulated downtime

and worst-affected BTSs due to downtime.

• Interconnection Regulation for Broadcasting Sector

On March 19, 2009, TRAI released the new

interconnection regulation for the broadcasting

sector wherein TRAI has not prescribed any limit /

regulation on carriage / placement fee, which

distributors of channels charge from broadcasters

to carry their channels on its platform.

Moreover, for the DTH sector, a distinction /

definition has been prescribed for commercial and

ordinary customers to enable DTH operators to

provide their services to commercial customers as

well.

• QoS Regulations for DTH operators

On March 16, 2009, TRAI released its QoS

standards for DTH operators. As per this regulation,

DTH operators have been barred from amending the

composition of their subscription package during the

first 6 months, if such channels continue to be

available on their platform. In case of withdrawal of

any channel within the first 6 months, the DTH

operator has to proportionately reduce the

subscription charges and / or will have to offer any

other channel of the same genre and language.

Apart from the above, the operator will not be

allowed to charge any fee towards visiting or repair

and maintenance charges of DTH Consumer

Premises Equipment (CPE) during the period of

warranty for such DTH CPE acquired on outright

purchase basis.

Industry Structure and Developments

Indian telecom industry

The Indian telecom sector has seen a phenomenalgrowth and currently has close to 430 mn telecomcustomers. The market surpassed the USA to becomethe second largest market in the world after China.Notwithstanding this, the telecom penetration is only37% with a wireless penetration of 33.7% andbroadband penetration of 0.54%, thereby offering agood growth potential.

The target of the Government is to reach 500 mntelecom customers of which 20 mn broadbandcustomers by 2010. India presents robust growthopportunities driven by economic growth, increasingurbanization, rising income levels and a large youthpopulation. The majority of new customers will be fromthe hinterland and remote areas with inadequate basicinfrastructure and no previous connectivity, demandinglow tariffs for voice calls and value added services likeinformation about market and commodity prices,weather update, health update etc. The urban consumerdemands high speed internet connectivity and audio-video streaming, navigation and location maps, musicdownloads, gaming, m-commerce, IPTV and mobile TV.Tariffs for local and long distance calls are at the lowestlevels in the world and still falling.

Innovations like shared infrastructure, new low costtechnology and energy saving devices are critical torural connectivity. On the other hand, competition willintensify with entry of new players and interest fromglobal telecom operators, many of whom wish to re-enter India after an earlier departure and participate inthe success of Indian telecom.

Bharti Airtel, with over 96 mn customers as on March31, 2009, is the largest integrated telecom operator inIndia with investments of Rs. 23,489 mn, revenues ofRs. 373,521 mn and Rs. 78,590 mn in net profits. It isamong the top five companies in terms of marketcapitalization in India.

Recent developments in regulation

Whilst much of the success is attributable to theentrepreneurial spirit of the telecom companies, variouspro-active and positive policy measures taken by theregulatory authorities have also provided an impetusfor growth. The relative importance of the regulatorychanges should be viewed in light of big challengesand opportunities that the industry is facing today (asdetailed in later sections of this report). Overall, thedirection and pace of regulatory changes is positive forthe industry and augurs well for the Company. Thefollowing list captures the key regulatory changes thatwere implemented by the Department ofTelecommunication (DoT) and Telecom RegulatoryAuthority of India (TRAI) in the year 2008-09.

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• Interconnection Usage Charge (IUC) regime

On March 9, 2009, TRAI issued a revised IUC regimewherein (i) Termination Charge (TC) has beenreduced from Re.0.30/min. to Re.0.20/min. (ii) TCon incoming international calls has been increasedfrom Re.0.30/min. to Re.0.40/min.(iii) Transit Chargehas been reduced from Rs.0.20/min. to Rs.0.15/min.

• Roll out obligations

On February 10, 2009, Department ofTelecommunications (DoT) modified the rolloutobligations of Access Service Providers.

The service providers now need to fulfill their 1st

and 3rd phase of roll out obligations within the 1st

and 3rd year respectively from the date of allocationof startup spectrum, as against from the effectivedate of the licence agreement.

As per DoT, while computing the period of one year,the average delay in SACFA clearance shall beexcluded. Moreover, in-building coverage will notbe considered for roll out obligations for impositionof liquidated damages.

• Internet Protocol Television (IPTV) Services

On September 8, 2008, the Ministry of Information& Broadcasting modified the guidelines for down-linking of television channels to enable broadcastersto provide their content to IPTV service providers.Earlier, IPTV service providers were not allowed totake content from broadcasters.

• Resale of International Private Leased Circuit (IPLC)

On September 24, 2008, DoT introduced a newlicense regime for IPLC wherein resale of IPLC hasbeen permitted to provide end-to-end IPLC betweenIndia and the country of destination for any capacitydenomination. After obtaining the IPLC from ILDOs,the licensee can sell the bandwidth on retail basiswith or without value addition to end customersand in this regard can have agreement for leasedline with Access Providers, NLDOs and ILDOs. Thelicensee has also been allowed to provide billingservices to its customers either directly or throughan Access Provider.

Regulatory work-in-progress

• Universal Service Obligation (USO) and Rural

telephony

On March 19, 2009, TRAI recommended separationof USO fund from the purview of DoT so as to ensureefficient utilization of the funds collected to enhancerural connectivity. According to TRAI, the USO fundadministrator should be effectively empowered withadministrative and financial authority. TRAI hasfurther stated that the USO fund Act should beamended so that the money accruing to the fund isdirectly managed by the organization and is notrouted through the budgetary process of the UnionGovernment.

TRAI also made other significant recommendationsto enhance rural telephony such as (i) reduction in2% USO levy after covering 75% of thedevelopment blocks including villages (ii) subsidyscheme for optical fibre from USOF subsidizedtowers to the near block headquarters etc.

The above recommendation is yet to be endorsedby the DoT.

• Lock-in-period for Promoter’s equity

On March 12, 2009, TRAI recommended a lock-inperiod of 3 years of the equity share capital ofpromoter(s), whose net-worth has been taken intoconsideration for determining the eligibility for grantof a Unified Access Service License.

As per TRAI, after fulfillment of roll out obligationsand DoT’s prior approval, such promoters may beallowed to sell their equity within the lock-in periodas well. However, on such transactions, 50% ofthe profit will have to be retained in the business asa special reserve and utilized for telecom networkexpansion only and balance to be transferred to theDoT.

The above recommendation is yet to be endorsedby the DoT.

• Value Added Services (VAS)

On February 13, 2009, TRAI released itsrecommendations related to VAS. TRAI did notrecommend any separate category of license orregistration for VAS.

As per TRAI, mutual commercial agreementsbetween telecom access service providers andcontent providers/ content aggregators for revenueshare in the provisioning of VAS services will remainthe model.

• Spectrum Charges

On December 10, 2008, TRAI gave its concurrenceon DoT’s various proposals related to spectrumcharging.

Segregation of 2G & 3G revenue : TRAI endorsedthe proposal of DoT to rule out the proposal ofsegregation of 2G & 3G revenue after taking intoaccount the huge difficulties in verification and auditto prevent accounting and arbitrage and otherpractical difficulties.

Annual Spectrum Charges: TRAI also endorsedDoT’s proposal to increase the annual spectrumcharges for differential levels of spectrum i.e.

Spectrum in MHz in 2G Proposed Annual Spectrum

Charges as % of AGR

Upto 4.4MHz (GSM) / 2.5MHz (CDMA) 3

Upto 6.2MHz (GSM) / 5MHz (CDMA) 4

Upto 8MHz 5

Upto 10MHz 6

Upto 12.5MHz 7

Upto 15MHz 8

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These charges applicable to an operator with 2Gspectrum should be applicable to the 2G+3Gspectrum holder on their total AGR.

Spectrum Charges for stand-alone 3G operator : Theannual spectrum charges will be 3% with moratoriumof 1 year from assignment of spectrum.

Apart from the above, TRAI also recommended anannual administrative charge of 2% of the highestbid amount during the validity of 3G spectrum. Thischarge would be over and above the annual spectrumcharges. This proposal is yet to be endorsed by DoT.

• Mobile Virtual Network Operator (MVNO)

On August 6, 2008 and by means of its subsequentamendment dated March 12, 2009, TRAIrecommended the entry of MVNOs in India.

The definition of MVNO as suggested is: “MVNO ina service area is an entity that does not havespectrum of its own for access services but islicensed to provide access services to its customersthrough an agreement with any licensed accessprovider. The MVNO should not possess spectrumfor access services in any manner including licensingof spectrum”.

As per TRAI, MVNO should be free to choose itsbusiness model (Full or Intermediate or Thin).Typically, a Thin MVNO would offer services in itsown brand without any infrastructure and a fullMVNO could set up its own HLR, VLR, IN switches,MSC etc. but not the Radio Access Network (RAN).

TRAI has also recommended that at present, oneMVNO may be restricted to get parented to onetelecom operator only in any service area.

This is yet to be endorsed by the DoT.

• Carrier Selection and NLD Calling Cards

On August 20, 2008 TRAI issued the direction thatin today’s context Carrier Selection is not justifiableon ‘need & cost benefit basis’.

As an alternative to Carrier Selection, TRAIrecommended that NLDOs and ILDOs should beallowed to introduce their own calling cards. As perTRAI, on such long distance calling cards, local callsand other intelligent network based and value addedservices like tele-voting, toll free numbers, SMS/MMS and content services should not be allowed.


• Internet Telephony

On August 18, 2008 and by means of its subsequentclarification dated February 3, 2009 TRAIrecommended to allow ISPs to offer full fledgedunrestricted internet telephony (i.e. calling frominternet to PSTN/PLMN numbers and vice versawithin India).

In this regard, allocation of E.164 number resourcesmay be permitted to ISPs for providing InternetTelephony.

In order to facilitate termination of Internet Telephonycalls on PSTN/PLMN and vice versa including among

ISPs both within telecom circle as well as acrossthe telecom circles, ISPs and NLDOs have beenpermitted to connect with each other through publicinternet (the internet cloud) only.

As per TRAI, ISPs should not be subject to any QoSnorms and also may not be mandated to provideemergency number dialing at present.


• 3G and BWA Auction

During the year, DoT initiated the process of auctionof 3G and BWA spectrum but the auction date wasdeferred with no definitive announcement on dates.It is expected that it will take place after theformation of the new central government.Meanwhile, a Group of Ministers has beenconstituted to decide on the issue of pricing of 3Gspectrum and BWA licenses.

OPPORTUNITIES AND THREATS

Opportunities

The rural landscape

The Indian telecommunication industry is now the 2nd

largest wireless market in the world after China and ispoised to deliver solid growth forward. The focus onrural penetration and customer affordability will beinstrumental in driving the next phase of growth in India.The majority of the wireless net additions have startedto come from the rural segment.

The telecom industry plays a pivotal role in transformingthe lives of the rural households which account for 70%of India’s population. An increasing number of ruralcustomers is contributing to the growth in telecomsector. The rural segment is witnessing a growth of8-10% every month – giving a substantial boost to thetelecom sector.

With rural teledensity still below 15%, the opportunitiesare immense and Airtel is leveraging its fast moveradvantage to reach the hinterlands. Currently, more than60% of our new customers come from rural India.

New technologies and paradigms

As growth in data traffic accelerates with theproliferation and adoption of web services the telecomoperators will evolve their infrastructure throughupgrading their access transmission infrastructure fromthe base stations to the core switching network. Withincreasing bandwidth and data demands, advancedtechnologies like HSPA, WiMAX and WiFi will bedeployed. 3G and BWA auctions will be held in the 2nd

half of the year. Convergence will be a vital phenomenonto support all network and IT services, using IP as thestrategic technology.

Infrastructure sharing may extend to activeinfrastructure, resulting in opportunity to reduce thecosts to deploy mobile network infrastructure. TheEnterprise Segment will see increased emphasis onmanaged services and MPLS technology which providesdifferentiated and assured Quality of Service (QoS).

Triple Play services (Voice, Data and Video) will gathermomentum with telecom operators getting into media

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space through DTH and IPTV platforms. The DTH marketwill evolve further as the low levels of reach, qualityand service standards of existing cable operators,coupled with growing demand for digital content andintroduction of CAS (conditional access system) by theGovernment of India will all work together give a boostto this segment. Airtel will strengthen its position as anintegrated player through offering services across alltechnologies.

Bharti Airtel will participate in the discussions on thefeasibility and the model for adopting 3G and otherNGN (Next Generation Networks) related technologiesin the Indian context.

Our entry into the Sri Lankan market for telecom servicesin January 2009 is very encouraging. Our experiencein the Indian Market and unique value based low costbusiness model is suitable for the Sri Lankan customerand we hope and expect to establish a strong presencein Sri Lanka, and create value for the Sri Lankancustomers.

Strong strategic partnerships

We have a strategic alliance with SingTel, which hasenabled us to further enhance and expand ourtelecommunications network in India to provide qualityservice to our customers. The investment made bySingTel in Bharti is one of their largest investmentsmade in the world outside Singapore.

We have also established strong alliances withequipment and technology partners who share our drivefor development of innovative solutions. Ericsson, NokiaSiemens and Huawei are equipment partners supportingour aggressive expansion plans by deploying state ofthe art technology across our networks. IBM has beenworking closely with us to transform our IT systems,key business processes and establishing an enterpriseintegration platform. Telephone services and longdistance networks equipment partners include Siemens,CISCO, WIPRO and Tellabs among others. Nortel, IBMDaksh, Mphasis, Firstsource, Teleperformance, Aegisand HTMT are associated with us for providing excellentcustomer experience through dedicated call centeroperations. We have a strategic partnership with Infosysto provide a suite of products, including devices,application servers and interactive applications toenhance digital lifestyle for our customers. We workwith globally renowned organizations such as On Mobile,Comviva, Yahoo, Google and Cellbrum among othersto provide each of our customers with a uniqueexperience in the areas of CRBT(caller ring back tone),Music on Demand, Email services and other Airtel Liveapplications.

We are considering a joint venture with Alcatel Lucentfor managed services for our broadband and fixed line/telephone services. This is the first Managed Servicespartnership for Broadband and Telephone Services inIndia. The joint venture when executed will provideservices for Airtel’s migration to Next GenerationNetworks (NGN) to offer advanced services like high-speed internet, Triple Play, media-rich VAS, MPLS, VPNfor both retail and business customers.

Threats

Economic Meltdown

There is a global economic slowdown that has severelyimpacted the largest economies and the effect iscascading down to the smaller and emerging economies.Governments across the globe are offering bailoutpackages to stimulate growth, infuse consumerconfidence and provide employment opportunities. Largemultinational corporations are struggling to grow theirtop-lines. As a result, the Enterprise business may beaffected by this but we expect revival of this segmentin the second half of this fiscal year. However, theIndia growth story continues, backed by a strong ruraleconomy.

Increased competition may reduce market share and/or

revenue

The wireless market in the year 2008-09 saw the entryof many existing players into newer circles along withoperators migrating to GSM from CDMA technology.The coming year will see competition intensify as themarket will grow to 550 mn customers.

The market also saw the entry of many internationaland national long distance operators. This may lead tosome tariff erosion and pressure on marketingexpenditure in the coming year. Bharti Airtel, with itsintegrated portfolio of product and service offerings willemerge stronger and retain its leadership.

SEGMENT WISE PERFORMANCE

Bharti Airtel has had an overall robust performance inall segments in which it operates. In all, the Companyadded 31,938,527 mobile customers in FY 2008-09,representing a customer addition of 51.52% over theprevious year. As on March 31, 2009 the Companyhad an aggregate of 96,649,487 customers, consistingof 93,923,248 mobile and 2,726,239 Telemediacustomers. Our total customer base increased by50.38% compared to the customer base on March 31,2008.

Mobile Services

The Company offers mobile services using GSMtechnology on 900MHz and 1800MHz bands, and isthe largest wireless service provider in the country,based on the number of customers. This segmentconstitutes the largest portion of the Company’sbusiness, both in terms of total revenues and totalcustomers. The company’s 93,923,248 mobilecustomers accounted for a customer market share of24% of the wireless market, as on March 31, 2009.

The Company offers post-paid, pre-paid, roaming andvalue added services through its extensive sales anddistribution channel, covering 1,191,323 outlets.

During the financial year, the Company expanded itsoperations to 5,060 census towns and 414,906 non-census towns and villages in India, thus coveringapproximately 81% of the country’s population. Postthe Company’s launch on January 12, 2009, ourservices are now operational in Sri Lanka. These serviceshave been launched on a state-of-the-art 3.5G network.

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The Company’s strong performance has helped toconsolidate its leadership in the market and has givenit the opportunity to take full advantage of the rapidlygrowing telecom market.

The revenues from the mobile services for the financialyear were Rs. 304,188 mn, a growth of 39% over therevenues in the previous financial year. The mobileservices business contributed 81% to the consolidatedrevenues. The growth in revenues happened despitereductions in tariffs and intense competition. Withmobile tariffs in India being among the lowest in theworld, the Company’s prime focus is on ensuringcustomer satisfaction through network quality, superiorcustomer service and continuous innovation in value-added services that would help expand its mobilesubscriber base and drive up volumes. The key financialresults of the mobile segment for the year ended March31, 2009 are presented below:

Particulars FY 2007-08 FY 2008-09 Y-o-Y

Growth

Customers 61,984,721 93,923,248 52%

Gross Revenue Rs. 218,697 mn Rs. 304,188 mn 39%

EBIT Rs. 59,269 mn Rs. 68,746 mn 16%

Telemedia Services

The Company provides broadband (DSL) and telephoneservices (fixed line) in 15 circles spanning over 95 citieswith growing focus on new media and entertainmentsolutions such as DTH and IPTV. As on March 31, 2009,the Company had 2,726,239 customers (a growth of19.3%), of which 39.3% (~10, 71,412) weresubscribing to broadband / internet services.

The product offering in this segment includes supplyand installation of fixed-line telephones providing local,national and international long distance voiceconnectivity and broadband Internet access throughDSL.

We also remain strongly committed to our focus onSmall and Medium Business Enterprises. We provide arange of customized Telecom / IT solutions and aim toachieve revenue leadership in this rapidly growingsegment of ICT market.

The strategy of our Telemedia business is to focus oncities with high revenue potential, except for DTH whichis an all India offering. Airtel digital TV is available tocustomers through 31,000 retail points in over 4,000cities and towns across the country.

The revenues from the Telemedia services wereRs. 33,426 mn, a growth of 17% over the revenues inthe previous financial year. The key financial results ofTelemedia Services for the year ended March 31, 2009are presented below.


Growth

Customers 2,283,328 2,726,239 19%


EBIT Rs. 6,109 mn Rs. 8,188 mn 34%

Enterprise Services

Enterprise Services provides a broad portfolio of servicesto large Enterprise and Carrier customers. EnterpriseServices is regarded as the trusted communications

partner to India’s leading organizations, helping themto meet the challenges of growth.

The Enterprise Services group has two sub-groups, viz.Carriers and Corporate business units.

Carriers – the Carrier business unit provides longdistance wholesale voice and data services to carriercustomers as well as to other business units of Airtel.It also offers virtual calling card services in the overseasmarkets. The business unit owns a state of the artnational and international long distance networkinfrastructure enabling it to provide connectivity servicesboth within India and connecting India to the world.

The national long distance infrastructure comprises of101,337 route kilometers of optical fibre, over 1,500MPLS and SDH POPs and over 1,491 POIs with thelocal exchanges, providing a pan-India reach.

The international infrastructure includes ownership ofthe i2i submarine cable system connecting Chennai toSingapore, consortium ownership of the SMW4submarine cable system and investment in capacitiesacross a number of diverse submarine cable systemsacross transatlantic and transpacific routes. In the recentpast we have announced investments in new cablesystems such as Asia America Gateway (AAG), IndiaMiddle East and Western Europe (IMEWE), Unity North,EIG (Europe India Gateway) and Eastern AfricaSubmarine Cable System (EASSy).

The key financial results of the Carriers division for theyear ended March 31, 2009 are presented below.


Growth


EBIT Rs. 11,289 mn Rs. 25,709 mn 128%

Corporates - This business unit delivers end-to-endtelecom solutions to India’s large corporates. It servesas the single point of contact for all telecommunicationneeds for corporate customers in India by providing afull suite of communication services across data, voiceand managed services.

It specializes in providing customized solutions toaddress unique requirements of different industryverticals; BFSI, IT, ITeS, manufacturing and distribution,media, education, telecom, Government and PSUs andretail among others.

Backed by the alliances with leading technologycompanies worldwide and state of the art infrastructure,it offers a complete range of telecom solutions. Thesesolutions enable corporates to network their officeswithin India and across the globe, provide theminfrastructure to run business critical applications andprovide them means to connect with their customers,vendors and employees.

These services include; Internet, MPLS -VPN, domesticand international private leased circuits, Satelliteservices (VSAT), Audio and Video conferencing, DataCentre services, Managed network services, corporateValue Added Services, EPBX, Centrex, Contact centresolutions, Toll free services, Mobile EnterpriseEnablement solutions.

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The key financial results of the Enterprise Services –Corporates division for the year ended March 31, 2009are presented below.


Growth


EBIT Rs. 5,245 mn Rs. 5,928 mn 13%

Passive Infrastructure Services

Bharti Infratel provides passive infrastructure serviceson a non-discriminatory basis to all telecom operatorsin India. Bharti Infratel deploys, owns and managespassive infrastructure in 11 circles of India. Infratel alsoholds 42% share in Indus Towers (a Joint Venturebetween Bharti Infratel, Vodafone and Idea Cellular).Indus operates in 16 circles (4 circles common withInfratel, 12 circles on exclusive basis).

Bharti Infratel has 27,548 towers in 11 circles, excludingthe 35,066 towers in 12 circles for which the right ofuse has been assigned to Indus with effect from 1stJanuary 2009.

Indus Towers has built 14,484 towers during thefinancial year ended March 09 and has a portfolio of95,154 towers including the towers under right of use.

The key financial results of the Passive InfrastructureServices division for the year ended March 31,2009are:


Growth


EBIT Rs. 1,243 mn Rs. 3,204 mn 158%

OUTLOOK

The India growth story continues and we expect revivalof the economy in the second half of this fiscal year.We have no doubts that the telecom sector will leadthe economic revival and Bharti Airtel will be at theforefront. We are the first private mobile GSM operatorto have an all India footprint and operations in Sri Lanka.We believe that we are in a strong position to enhanceour leadership, based on: -

• our rich human resource talent pool

• our focus on building a strong brand, and enhancingcustomer experience

• our ability to maximize returns on investment; strongfinancial health and positive free cash flow

• our focus on new services and businesses (managedservices, m-commerce, m-entertainment, media)

• the expansion of our networks to rural markets

• the ability to leverage on the strengths of ourbusiness partners and our integrated player status

We are an innovative company and our products andservices are based on deep customer understanding.We believe that customer value management, marketplanning and our strong partner ecosystem will be thekey drivers for success.

RISKS AND CONCERNS

Our business is subject to extensive regulation by the

Government, which could have an adverse effect on

our business.

The telecom business is subject to extensive regulation.We, however, do not perceive adverse changes in theregulatory environment. We are confident that thegovernment will continue to ensure a level playing fieldfor all operators, keeping the customers’ best interestin mind.

Technical failures and natural disasters could damage

our telecommunication networks.

We maintain insurance for our assets, equal to thereplacement value of our existing telecommunicationsnetwork, which provides cover for damage caused byfire, special perils, and terrorist attacks. Technicalfailures and natural disasters even when covered byinsurance, may cause disruption, however temporary,in our operations.

We have been investing significantly in businesscontinuity plans and disaster recovery, initiatives, whichwill enable us to continue with normal operations undermost circumstances.

Changes in available technology could increase

competition and our capital costs

In order to remain competitive, we consistentlyintroduce sophisticated new technologies. If the newtechnologies we have adopted, or on which we intendto adopt, fail to be cost-effective and accepted bycustomers, our ability to remain competitive could beaffected.

We have prudently deployed new technologies afterassessing the experience our international partners havehad in the deployment processes before choosing todo so ourselves.

Skilled Manpower and Talent

The growth of the Indian economy has led to anincreased requirement for talented managerial personnel.We believe that talented manpower is a key strength.Given the track record and success of our employees,other companies often look to Bharti Airtel Ltd as ahunting ground for talent.

As a retention strategy, the company has issued manyschemes including ESOPs. Further, in order to mitigatethe risk we place considerable emphasis on developmentof leadership skills and on building employee motivation.

INTERNAL CONTROL SYSTEMS

The Company deploys a robust system of internalcontrols to allow optimal use and protection of assets,facilitate accurate and timely compilation of financialstatements and management reports and ensurecompliance with statutory laws, regulations andcompany policies. The Company has also put in placean extensive monitoring and review mechanism,whereby the Management regularly reviews actualperformance with reference to business plans; bothfinancial and operational.

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The Corporate Assurance Group is responsible forperforming regular Internal Assurance reviews to ensureadequacy of the internal control systems and adherenceto management policies and statutory requirements.The Corporate Assurance Group deploys an AnnualInternal Assurance plan based on assessment of majorrisks in each of the businesses. Risk Assessment helpsin identifying and focusing on all high-risk areas. Theinternal assurance review covers all the business-criticalprocesses, such as Sales and Marketing, RevenueAssurance, Billing & Collection, Technology Services,Network Operations, Procurement and FinancialAccounting.

The Corporate Assurance Group reports directly to theAudit Committee of the Board and to the Chairman andManaging Director of the Company and administrativelyto the CEO & Joint Managing Director. The Board AuditCommittee approves the annual audit plan, reviewsobservations of both internal and external audits, riskassessment and adequacy of internal controls.

DISCUSSION ON FINANCIAL PERFORMANCE

Particulars FY 2007-08 FY 2008-09 Commentary

Customers 64,268,049 96,649,487 Growth of

50% Y-o-Y

Gross Revenue Rs 270,122 mn Rs 373,521 mn Growth of

38% Y-o-Y

EBITDA Rs 114,018 mn Rs 152,858 mn Growth of

34% Y-o-Y

PAT Rs 63,954 mn Rs 78,590 mn Growth of

23% Y-o-Y

Gross Assets Rs 423,224 mn Rs 586,616 mn Increase by

Rs 163,392 mn

Capital Rs 218,043 mn Rs 166,945 mn Decline of

Expenditure 25% Y-o-Y

Capital 63.82% 63.67%

Productivity

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES

The year 2008-09 witnessed unprecedented changesin the global business environment. However, the Indiatelecom sector in India continued to grow rapidly, addingnew customers and directly contributing to the country’seconomic growth.

Despite increased competition and tough economicconditions, it has been a year of expanding marketleadership for Airtel. While our three businesses continueto grow from strength to strength, the launch of mobileservices in Sri Lanka operations, DTH and IPTV serviceshas now made Airtel a complete integrated player witha presence across the three screens – mobile phones,computer and TV screens and with geographicalpresence beyond India.

Our performance in 2008-09 has demonstrated thatour strategies of customer and employee centricity,higher investments for building infrastructure and leanerbusiness model have helped us not only to weather thestorm but also to emerge stronger in the market place.

With the 2010 vision of ‘being the most admired brandin India targeted by top talent’ as a constant theme,Airtel has a long-term human resources strategy in placeto attract, retain and get the best talent; to build theright capabilities in current and new businesses and

strengthen its competitive advantage. We have focusedon intensive training and development for employeesat all levels aimed at grooming our people to take largerresponsibilities and newer challenges. Careerprogression and succession planning has been the keyto build a robust leadership pipeline. While a largenumber of key leadership positions were filled in fromour large internal leadership pipeline, we have alsofocused on acquiring new competencies required fornew business opportunities. Airtel also brought in highquality people from the best companies across the globe.

Airtel has constantly re-invented its business model andorganization design to create challenging jobs and offeran enriched experience for our people. The companyhas also encouraged employees to participate in ourCSR initiative of educating under-privileged children inrural areas. It is heartening to note that the various HRinitiatives have helped in reducing the attrition to 18%from the earlier 28%. Airtel is also the proud recipientof the prestigious ‘Gallup Great Place to Work’ awardsecond time in row.

At the end of March 31, 2009, Bharti Airtel had a totalof 24,538 employees; 10,357 were on the rolls of BhartiAirtel Limited, 14,181 were on the rolls of Bharti AirtelServices Limited.

COMPETITION

Competition is not new to the Indian telecom industryand the Industry has witnessed the launch of new circlesby existing players and migration to GSM technologyby CDMA players. Many mobile players are also enteringthe Enterprise business by launching their NLD/ILDoperations.

Bharti Airtel has consistently strengthened its leadershipposition among the private operators, backed by itsstrong execution capabilities, customer centric productsand services and a strong management team. We willcontinue the focus on our customers with Value AddedServices and invest in further enhancing our brandstrengths. We are confident that with the solidfoundations built over the past 14 years, we are wellplaced to take full advantage of the market opportunitiesthat this buoyant market presents and continue to holdour leadership position.

KEY STRATEGIES

In the year gone by, Bharti Airtel has focused on makingtelecom services affordable through a dedicated effortof rationalizing and simplifying tariffs. The Companywill continue to pursue this strategy of affordability,availability and simplicity. The customer has been atthe centre of our strategy and going forward our fullfocus will be, and remain on customer service. TheCompany believes that infrastructure sharing will providea boost to managing efficient operations, resulting insignificant cost savings. We will explore the extent ofactive infrastructure sharing based on guidelines issuedby TRAI. We recognize the potential offered by therural Indian market. Significant expansion, both ofnetwork and distribution, is being planned. In the comingyear, the Company expects more than half of its newbusiness to come from rural customers.

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In addition to rural expansion, Bharti Airtel has alsoexpanded abroad through the launch of its operationsin Sri Lanka where it has successfully replicated itsunique business model.

The coming year will see a stronger emphasis on non-mobile business with Direct -to- home (DTH) servicesand IPTV services. The Company will increaseinvestments in the area of broadband to enhance

penetration and usage of broadband services. TheCompany will focus on non-voice business by developingcustomized solutions in the B2B space.

Our focus is to achieve higher cost efficiency bydelivering on economies of scale and by makingappropriate changes in our business model. We envisagethat this will result in productivity gains and ongoingstrong financial health.

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Report on corporate governance

• A formal induction schedule for new members thatenables them to meet individually with the topmanagement team

• Reviewing regularly and establishing effectivemeeting practices that encourage activeparticipation and contribution from all members

• Independence of directors in reviewing andapproving corporate strategy, major business plansand activities as well as senior managementappointments

• Well defined corporate structure that establisheschecks and balances and delegates decision makingto appropriate levels in the organization.

Corporate governance rating

CRISIL has assigned Governance and Value Creation(GVC) rating viz. “CRISIL GVC Level 1” on the corporategovernance and value creation practices of theCompany. This indicates our capability and clearobjective to create value for all our stakeholders, whilepreserving the high standards of ethics and governance.We acknowledge that corporate governance is anupward moving target, and we aim to establish andbenchmark ourselves with the best of companies inIndia and overseas to ensure that we maintain thehighest rating for our practices.

BOARD OF DIRECTORS

Composition of the Board

In compliance with the Listing Agreements, FDIguidelines, other statutory provisions and the terms ofthe shareholders’ agreement, the Board has sixteenmembers with an executive Chairman & ManagingDirector and CEO & Joint Managing Director, besidesfourteen non-executive directors of whom eight areindependent directors.

A detailed profile of each of our directors is availableon the website of the Company at www.airtel.in in theInvestor Relations section and also included in the annualreport.

The members of our Board are from diverse backgroundswith skills and experience in critical areas liketechnology, finance, entrepreneurship and generalmanagement. Many of them have worked extensivelyin senior management positions in global corporationsand a few are industrialists of repute with knowledgeof the Indian business environment. The Board reviewsits strength and composition from time to time to ensurethat it remains aligned with the requirements of thebusiness.

Our Board is responsible for the appointment of newdirectors from time to time. The appointments of suchdirectors are also approved by the shareholders at theannual general meeting.

GOVERNANCE PHILOSOPHY

Corporate governance has been the subject of muchdebate and discussion and as the Indian economycontinues to grow in the midst of a global recession, itassumes increasing importance in establishing credibilityand trust for long term sustainability of a businessenterprise. Globally, there is ample evidence todemonstrate that strong governance brings tangiblefinancial benefits as well as intangible rewards tocompanies. There is substantial variation in governancemodels from country to country and even withincompanies in the same country. Traditional views ofgovernance as a regulatory and compliance requirementis giving way to voluntary adoption of governancetailored to the specific needs of a company or country.Clause 49 has set the minimum compliance rules for alisted company and other matters like sending theagenda containing timely and adequate information forinformed decision making, running the agenda and boardmeeting process efficiently and writing and distributingminutes regularly and promptly only set the baselinefor governance standards. Our Company’s endeavor isto achieve higher standards and provide oversight andguidance to management in strategy implementationand risk management and fulfillment of company’sobjectives and goals.

Independent directors are appointed not merely to fulfillthe listing requirement but for their diverse skills andexperience, international perspective as well as theexternal objectivity that each of them bring to effectivelyperform their role to provide strategic direction andguidance and provide constructive support tomanagement by asking the right questions andgenerating quality debates and discussions on majordecisions.

Corporate Governance Practices in Bharti Airtel Limitedare based on the following:

• Compliance with regulatory and fiduciaryrequirements in letter and spirit

• Ensuring complete and timely disclosure of relevantfinancial and operational information to enable theBoard play an effective role in guiding strategy

• Adoption of a policy on tenure of directors, rotationof auditors and a code of conduct for directors andsenior management

• Creation of various committees for audit, seniormanagement compensation, HR policy andmanagement compensation, employee stock optionplans and investor grievance

• An informal meeting of independent directors thatmeets prior to the commencement of every boardmeeting without the presence of any nonindependent/executive director to raise and discussimportant issues that they would like to beaddressed at the Board meeting

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In compliance with Clause 49 of the Listing Agreement,half the Board comprises of independent directors since

1. The directorships held by the directors, as mentioned above do not include the directorships held in foreign companies, private

limited companies and companies under Section-25 of the Companies Act, 1956. Private limited companies which are public

limited companies in terms of sec 3(1)(iv)(c) of the Companies Act have been included in the no. of directorship, committee

membership and chairmanship.

2. The committees considered for the purpose are those prescribed under Clause 49(I)(C)(ii) of the Listing Agreement(s) viz. audit

committee and shareholders/investors grievance committee of Indian public limited companies and private limited companies

which are public limited companies in terms of section 3(1)(iv)(c) of the Companies Act, 1956. The committee membership

details provided do not include chairmanship of committees as it has been provided separately.

3. Manoj Kohli was appointed as Joint Managing Director of the Company effective August 01, 2008.

4. Akhil Gupta relinquished the position of Joint Managing Director effective August 1, 2008

5. Quah Kung Yang was appointed as an additional director of the Company effective August 01, 2008. Prior to his appointment

as an additional director, Quah Kung Yang was also appointed as an alternate director to Francis Heng for attending one board

meeting held on July 23, 2008.

6. Francis Heng resigned from the Board w.e.f. August 01, 2008.

7. Donald Cameron resigned from the Board effective April 25, 2008

8. Kurt Hellstrom has resigned from the Board w.e.f April 29, 2009.

9. Nikesh Arora was appointed as additional director of the Company w.e.f October 30, 2008.

10. Craig Ehrlich was appointed as additional director w.e.f April 29, 2009

11. Except Sunil Bharti Mittal, Rakesh Bharti Mittal and Rajan Bharti Mittal, who are brothers and promoter directors, none of the

directors are relatives of any other director

12. The following non-executive directors hold equity shares in the Company as follows: Akhil Gupta - 1091692 including shares

held jointly with his relative, Mr. Ajay Lal -10,000 shares and Bashir Currimjee - 700 shares through a relative.

Name of director Director Category Number of directorships1 and No. of Whether

Identification committee2 memberships board attended

Number and chairmanships meeting last

Committee attended AGM

Director- Chairman- Member-

ships ships ships

Sunil Bharti Mittal 00042491 Executive director – 9 2 - 4 Yes

Promoter

Manoj Kohli3 00162071 Executive director 4 2 1 2 Yes

Akhil Gupta4 00028728 Non-executive director 12 3 4 4 Yes

Rajan Bharti Mittal 00028016 Non-executive director – 10 2 4 4 Yes

promoter

Rakesh Bharti Mittal 00042494 Non-executive director – 7 1 5 3 Yes

promoter

Chua Sock Koong 00047851 Non-executive director 2 - - 4 No

Paul O’Sullivan 00051156 Non-executive director 2 - - 4 No

Quah Kung Yang5 02274965 Non-executive director 2 - 2 2 N.A.

Francis Heng6 01473283 Non-executive director N.A. N.A. N.A. 2 No

Bashir Currimjee 00137892 Independent director 1 - - 3 No

Donald Cameron7 00152992 Independent director N.A. - N.A. 1 N.A.

Kurt Hellstrom8 00530736 Independent director 1 - - 2 No

N Kumar 00007848 Independent director 7 5 1 4 Yes

Pulak Chandan Prasad 00003557 Independent director 2 - 1 4 No

Ajay Lal 00030388 Independent director 2 - 2 3 No

Arun Bharat Ram 00694766 Independent director 11 - 4 4 No

Mauro Sentinelli 02162922 Independent director 1 - - 3 No

Nikesh Arora9 02433389 Independent director 1 - - 1 N.A.

Craig Ehrlich10 02612082 Independent director N.A. N.A. N.A. N.A. N.A.

The requisite information as per the requirements of Clause 49 of the Listing Agreement is provided in the followingtable:

Sunil Bharti Mittal is the Executive Chairman of theBoard.

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Governance Structure

Building a culture of integrity in today’s complex businessenvironment demands high governance standards inevery area of operation. Bharti Airtel’s commitment tofull compliance is backed by an independent and fullyinformed board and comprehensive processes and policiesthat strive to enable transparency in our functioning.The organisation structure is headed by the GroupChairman and Managing Director, supported by the CEO& Joint Managing Director. Recently, a Deputy CEO hasbeen appointed with direct responsibility for operationsof the Mobility and Telemedia business units. There is aclear demarcation of duties and responsibilities amongstthe three positions:

• The Group Chairman and Managing Director isresponsible for providing strategic direction,leadership and governance, leading transformationalinitiatives and international strategic alliancesbesides effective management of the Board;

• The CEO & Joint Managing Director is responsiblefor the enterprise business, performance offunctions like marketing, customer service, HR, IT,Finance, Network, Legal and Supply ChainManagement amongst others. He is also responsiblefor employee engagement, customer satisfaction,ensuring success of outsourcing initiatives andimprovements in the internal control metrics;

• The Deputy CEO heads the operational team and isresponsible for the performance of the Mobility andthe Telemedia business including the recentlylaunched Direct To Home and new projects andinitiatives.

Our Company’s business is structured into threeStrategic Business Units (SBUs) i.e. Mobile Services,Telemedia Services (formerly known as Broadband &Telephone Services), and Enterprise Services. Each ofthe business units is headed by a business President.

The corporate governance structure of our Company ismulti-tiered, comprising governing boards at variouslevels, each of which is interlinked in the followingmanner:

(a) Strategic supervision and direction – by the Boardof directors, which exercises independent judgmentin overseeing management performance on behalfof the shareowners and other stakeholders andhence plays a vital role in the oversight andmanagement of the Company;

(b) Control and implementation – by the AirtelManagement Board (AMB). The CEO & JointManaging Director, the Presidents of the three SBUsand the Functional Directors are members of theAirtel Management Board. The AMB meets monthlyand takes decisions relating to the OneAirtelbusiness strategy and looks at achieving operationalsynergies across business units. The team ownsand drives company-wide processes, systems andpolicies. The AMB also functions as a role modelfor leadership development and as a catalyst forimbibing customer centricity and meritocracy in theculture of the Company.

(c) Operations management – by the ManagementBoards of the three SBUs assisted by theirrespective Hub or Circle Executive committees (ECs)for day-to-day management and decision making,focused on enhancing the efficiency andeffectiveness of the respective businesses; and

(d) Technology management – by the Airtel TechnologyCouncil, concentrating on assessing emergingtechnological trends and achieving consensus onfuture technology initiatives and action plans.

Our governance structure helps in clearly determiningthe responsibilities and entrusted powers of each ofthe business entities, thus enabling them to performthose responsibilities in the most effective manner. Italso allows us to maintain our focus on the organizationalDNA and current and future business strategy, besidesenabling effective delegation of authority andempowerment at all levels.

Independent directors

Our Board has adopted a comprehensive policy onindependent directors that sets out the criteria ofindependence, age limits, recommended tenure,membership of committees, remuneration, and otherrelated terms. The policy emphasises the importanceof independence and states that an independent directorshall not have any kind of relationship with the Companythat could influence such directors’ position asindependent director. As per the policy:

a) The independent director must meet the baselinedefinition and criteria on “independence” as set outin Clause 49 of the Listing Agreement and otherregulations, as amended from time to time;

b) The independent director must not be disqualifiedfrom being appointed as director in terms of Section274 and other applicable provisions of theCompanies Act, 1956;

c) The minimum age is 25 years and the maximum is70 years;

d) The independent directors will be appointed on atleast one committee but not more than twocommittees of the Board;

e) It is recommended as a general principle that theindependent director should not be a director onBoard of more than six public listed companies;

f) Subject to re-appointment at annual generalmeetings, tenure for independent directors is threeterms of three years each. For incumbents who arein their third term, the term will be until completionin the normal course or three years from 1 January2008, whichever is later;

g) The tenure of independent directors on Boardcommittees will be as follows :

• Tenure for the chairmanship of the auditcommittee is two terms of three years each;

• Tenure for the chairmanship of the HRcommittee is two terms of two years each;

• The tenure of lead independent director shallbe two terms of two years each.

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We have adopted a practice of taking self-declarationannually and at the time of appointment, from theindependent directors to the effect that they qualifythe test of independence as laid down under Clause 49of the Listing Agreement. In addition, the Company alsoensures that the directors meet the above eligibilitycriteria. All such declarations are placed before the Boardfor information.

Meeting of independent directors and lead independent

director

All independent directors meet separately prior to thecommencement of every board meeting, on their own,(without the presence of any executive directors orrepresentatives of management) to discuss and forman independent opinion on the agenda items and otherboard related matters. Bashir Currimjee has beendesignated as the lead independent director. The roleof the lead independent director is to:

• Preside over all deliberation sessions of theindependent directors;

• Provide objective feedback of the independentdirectors as a group to the Board on various mattersincluding agenda and other matters relating to theCompany;

• Undertake such other assignments as may berequested by the Board from time to time.

Number of Board meetings

During the financial year 2008-09, the Board met fourtimes, on the following dates:

• April 24 and 25, 2008

• July 23 and 24, 2008

• October 30 and 31, 2008

• January 21 and 22, 2009

The time gap between two meetings was not morethan 4 months. Meetings are generally held in NewDelhi.

The calendar for the Board and committee meetings aswell as major items of the agenda is fixed in advancefor the whole year. Board meetings are held in the monthfollowing each quarter in the manner that it coincideswith the announcement of quarterly results. The audit,HR and ESOP compensation committee meetings areheld on the same dates as board meetings.

Information available to the Board

The Board has complete access to all the relevantinformation within the Company, and to all ouremployees. The information regularly supplied to theBoard specifically includes:

• Annual operating plans, capital budgets and updatestherein;

• Quarterly results for the Company and its operatingdivisions or business segments;

• Minutes of meetings of the Board and boardcommittees, resolutions passed by circulations, andminutes of the meeting of the Board of subsidiarycompanies;

• Information on recruitment/remuneration of senior

officers just below board level;

• Material important show cause, demand,

prosecution notices and penalty notices, if any;

• Fatal or serious accidents, dangerous occurrences,

any material effluent or pollution problems, if any;

• Any material default in financial obligations to and

by the Company or substantial non-payment for

services provided by the Company;

• Any issue which involves possible public or product

liability claims of substantial nature, if any;

• Details of any joint venture or collaboration

agreement;

• Transactions involving substantial payment towards

goodwill, brand equity or intellectual property;

• Human resource updates and strategies;

• Sale of material nature, of investments, subsidiaries,

assets, which is not in the normal course of

business;

• Quarterly treasury reports including details of foreign

exchange exposures and the steps taken by

management to limit the risks of adverse exchange

rate movement, if material;

• Quarterly compliance certificates with the

‘Exceptions Reports’ which includes non-

compliance of any regulatory, statutory nature or

listing requirements and shareholders service;

• Disclosures received from directors;

• Proposals requiring strategic guidance and approval

of the Board;

• Related party transactions;

• Regular business updates;

• Update on Corporate Social Responsibility activities;

• Significant transactions and arrangements by the

subsidiary companies;

• Report on action taken on last board meeting

decisions;

The above information is generally provided as part of

the agenda papers of the Board meeting and/or is placed

at the table during the course of the meeting. Corporate

Director – Finance and other senior management

members are invited to the Board meetings to present

reports on the items being discussed at the meeting.

Our audit, HR and ESOP compensation committee

meetings are held on the same day of the Board meeting,

prior to the Board meeting. To ensure an immediate

update to the Board, the Chairman of the respective

committee briefs the Board about the proceedings of

the respective committee meeting.

Before every board meeting, as a process, we invite

proposals from independent directors for discussion/

deliberation at the meeting(s). The items suggested by

the members are included in the agenda of the meeting.

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The Company Secretary, in consultation with theChairman, prepares the agenda of the Board andcommittee meetings. The detailed agenda is sent tothe Board members at least a week before the Boardmeeting. In special and exceptional circumstances,additional or supplementary item(s) on the agenda arepermitted to be taken up as ‘any other item’. Sensitivesubject matters may be discussed at the meetingwithout written material being circulated in advance.

Code of Conduct

The Board has laid down a Code of Conduct for alldirectors and senior management personnel of theCompany, which is also available on the website of theCompany (www.airtel.in). The Code is applicable to allthe Board members and direct reportees of the Chairmanand Managing Director and CEO & Joint ManagingDirector at senior management level. The Code iscirculated annually to all the Board members and seniormanagement and the compliance of the same is affirmedby them annually. In addition, a quarterly confirmationof no transactions/transactions entered into by thesenior management with the Company is also procuredand placed before the board. A declaration signed bythe CEO and Joint Managing Director regardingaffirmation of the compliance with the Code of Conductby Board and senior management is appended at theend of this report.

In addition to the Code of Conduct for the Boardmembers and senior management, the Company hasalso laid down a Code of Conduct for all the employeesof the Company.

Regular training programs are conducted by seniormanagement across locations to explain and reiteratethe importance of adherence to the code. All employeesare expected to confirm compliance to the codeannually.

BOARD COMMITTEES

In compliance with the Listing Agreements (bothmandatory and non-mandatory), the SEBI Regulations,and to focus effectively on the issues and ensureexpedient resolution of the diverse matters, the Boardhas constituted a set of committees with specific termsof reference and scope. The committees operate asempowered agents of the Board as per their charter/terms of reference. Constitution and charter of the Boardcommittees is also available on the website of theCompany at www.airtel.in

The details of the committees constituted by the Boardare given below:

Audit committee

Our audit committee comprises of six members, all ofwhom are non-executive directors and four of whomare independent. The Chairman of the audit committee,N. Kumar is an independent director and has soundfinancial knowledge as well as many years of experiencein general management. The majority of the auditcommittee members, including the Chairman, haveaccounting and financial management expertise. Thecomposition of the audit committee meets the

requirements of Section 292A of the Companies Act,1956 and revised Clause 49 of the Listing Agreement.

The Company Secretary is the secretary to theCommittee. The CEO & Joint Managing Director, ChiefFinancial Officer, Director – Internal Assurance,Corporate Director – Finance, statutory auditors andthe internal auditors are permanent invitees. To ensureproper internal control at each audit committee meeting,the Committee invites the head of one of the functionsto make a brief presentation on action plans to improvethe level of internal control. In addition, other seniormanagement members are also invited to the committeemeetings to present reports on the respective itemsbeing discussed at the meeting from time to time.Internal auditors are invited to present their views onrisk management and internal control systems.

Key responsibilities of the audit committee

• Oversight of the Company’s financial reportingprocess and the disclosure of its financialinformation to ensure that the financial statementsare correct, sufficient and credible;

• Recommending to the Board, the appointment, re-appointment and, if required, the replacement orremoval of the statutory auditor, internal auditorsand the determination of their audit fees;

• Approval of payment to statutory auditors for anyother services rendered by the statutory auditors;

• Reviewing, with the management, annual financialstatements before submission to the Board forapproval, with particular reference to:

o Matters required to be included in the directors’responsibility statement, which form part of theBoard’s report in terms of clause (2AA) ofsection 217 of the Companies Act, 1956;

o Changes, if any, in accounting policies andpractices and reasons for the same;

o Major accounting entries involving estimatesbased on the exercise of judgment bymanagement;

o Significant adjustments made in the financialstatements arising out of audit findings;

o Compliance with listing and other legalrequirements relating to financial statements.

o Approval of all related party transactions;

o Qualifications in the draft audit report;

• Reviewing, with the management, the quarterlyfinancial statements before submission to the Boardfor approval;

• Reviewing, with the management, performance ofstatutory and internal auditors, adequacy of theinternal control systems;

• Reviewing the adequacy of internal audit functionincluding the structure of the internal auditdepartment, staffing and seniority of the officialheading the department availability and deploymentof resources to complete their responsibilities andthe performance of the out-sourced audit activity;

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• Discussion with internal auditors with respect tothe coverage and frequency of internal audits asper the annual audit plan, nature of significantfindings and follow up there on;

• Reviewing the findings of any internal investigationsby the internal auditors into matters where there issuspected fraud or irregularity or a failure of internalcontrol systems of a material nature and reportingthe matter to the Board;

• Obtaining an update on the Risk ManagementFramework and the manner in which risks are beingaddressed;

• Discussion with statutory auditors before the auditcommences, about the nature and scope of auditas well as post-audit discussion to ascertain anyarea of concern;

• Review the reasons for substantial defaults in thepayment to the depositors, debenture holders,shareholders (in case of non payment of declareddividends) and creditors, if any;

• Reviewing the functioning of the whistle blowermechanism and the nature of complaints receivedby the Ombudsman;

• Reviewing the following:

� Management discussion and analysis offinancial condition and results of operations;

� Statement of related party transactions withspecific details of the transactions, which arenot in the normal course of business or thetransactions which are not at arms’ length price;

� Quarterly compliance certificates confirmingcompliance with laws and regulations, includingany exceptions to these compliances;

� Management letters/letters of internal controlweaknesses issued by the statutory auditors;

� Internal audit reports relating to internal controlweaknesses;

� The appointment, removal and terms ofremuneration of the chief internal auditor;

� The financial statements, in particular theinvestments, if any made by the unlistedsubsidiary companies;

• Such other function, as may be assigned by theBoard of directors from time to time or as may bestipulated under any law, rule or regulation includingthe Listing Agreement and the Companies Act,1956.

Powers of the Audit Committee

• Investigate any activity within its terms of referenceand to seek any information it requires from anyemployee;

• Obtain legal or other independent professionaladvice and to secure the attendance of outsiderswith relevant experience and expertise, whenconsidered necessary.

Meetings, attendance and composition of audit

committee

During the financial year 2008-09 the audit committeemet five times i.e. on April 24, 2008, April 25, 2008,July 23, 2008, October 30, 2008 and January 21,2009. Time gap between two meetings was less thanfour months. Meetings are generally held in New Delhi.

The audit committee has adopted a practice of holdinga conference call a week before every regular auditcommittee meeting to discuss routine internal audit issueso that reasonable time could be devoted to major issuesin the regular audit committee meeting. During thefinancial year the committee met three times throughthe conference call i.e July 18, 2008, October 17, 2008and January 16, 2009.

The composition and the attendance of members atthe meetings held during the financial year 2008-09,are given below:

Member director Category Number of

meetings

attended

N Kumar, Chairman Independent director 5

Ajay Lal Independent director 3

Arun Bharat Ram Independent director 4

Pulak Chandan Prasad Independent director 4

Francis Heng1 Non-executive director 3

Rakesh Bharti Mittal Non-executive director 4

Quah Kung Yang2 Non-executive director 2

1. Ceased to be a member of the committee w.e.f. August 01, 2008,

Attended 1 meeting through alternate director.;

2. Appointed as member of the committee w.e.f. August 01, 2008;

Audit committee report for the year ended March 31,

2009

To the shareholders of Bharti Airtel Limited:

The Audit Committee is pleased to present its reportfor the year ended March 31, 2009:

The Committee has six (6) members; two-thirds of themembers, including the Chairman, are independentdirectors as per the requirements of Clause 49 of theListing Agreement.

Management is responsible for the Company’s internalcontrols and financial reporting processes. The statutoryauditors are responsible for performing an independentaudit of the Company’s financial statements inaccordance with the Indian GAAP (generally acceptedaccounting principles) and for issuing a report thereon.US GAAP auditors are responsible for performingindependent audit of the Company’s financialstatements in accordance with the US GAAP. Theinternal auditors, reporting into the Internal AssuranceGroup, are responsible for ensuring adequacy of internalcontrol systems and adherence to management policiesand statutory requirements. The Internal AssuranceGroup headed by Director-Internal Assurance, is alsoresponsible for reviewing all the operations of theCompany to evaluate the risks, internal controls andgovernance process. The Ombudsman is responsiblefor the Whistle Blower Mechanism

The Audit committee oversees the work of the externalauditors, internal assurance group, internal auditors andombudsman. It is also responsible for overseeing theprocesses related to the financial reporting andinformation dissemination.

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In this regard the Committee reports as follows:

i. The Committee has discussed with the Company’sinternal auditors and statutory auditors the overallscope and plan for their respective audits. TheCommittee also discussed the results of the audit,evaluation of the Company’s internal controls andthe overall quality of financial reporting.

ii. The management presented to the Committee, theCompany’s financial statements and also affirmedthat the Company’s financial statements have beendrawn in accordance with the Indian GAAP. Basedon its review and discussions conducted with themanagement and the statutory auditors, the AuditCommittee believes that the Company’s financialstatements are fairly presented in conformity withIndian GAAP in all material aspects. The Committeealso believes that the financial statements are trueand accurate and provide sufficient information.

iii. The Committee reviewed the financial statementsincluding the investments made by unlistedsubsidiary companies.

iv. The Committee has reviewed the internal controlsput in place to ensure that the accounts of theCompany are properly maintained and that theaccounting transactions are in accordance withprevailing laws and regulations. In conducting suchreviews, the Committee found no materialdiscrepancy or weakness in the internal controlsystems of the Company.

v. The Committee has reviewed the report of theOmbudsman on the functioning of the whistleblower mechanism and believes that the Companyhas effective whistle blower mechanism.

vi. The Committee has reviewed with the managementthe performance of the statutory and internalauditors and has recommended to the board there-appointment of M/s S. R. Batliboi & Associates,Chartered Accountants, Gurgaon as statutoryauditors of the Company and Price WaterhouseCoopers Private Limited as the internal auditors ofthe Company for the succeeding term.

In conclusion, the Committee is sufficiently satisfiedthat it has complied with the responsibilities as outlinedin the audit committee charter.

Place : New Delhi N. KumarDate : April 29, 2009 Chairman, Audit Committee

HR committee

In compliance with the non-mandatory requirements ofClause 49 of the Listing Agreement, we have aremuneration committee known as the HR committee.

The Committee comprises of six non-executivedirectors, of which four members, including BashirCurrimjee, the Chairman of the committee areindependent directors. The Company Secretary acts asthe secretary of the Committee. The Group DirectorHR is a permanent invitee. Other senior managementmembers are also invited to the committee meetings topresent reports on the items being discussed at themeeting.

Key responsibilities of the HR committee

Besides remuneration packages and other benefits ofthe executive directors, the HR committee also overseesthe functions related to human resource matters of theCompany. The key responsibilities of the HR committeeinclude the following:

• Recruitment and retention strategies for employees;

• Employee development strategies;

• Compensation (including salaries and salaryadjustments, incentives/benefits bonuses, stockoptions) and performance targets for the Chairmanand Managing Director and CEO & Joint ManagingDirector;

• All human resource related issues;

• Other key issues/matters as may be referred bythe Board or as may be necessary in view of Clause49 of the Listing Agreement or any other statutoryprovisions.

Meetings, Attendance and Compostion of HR committee

During the financial year 2008-09, the Committee metfour times i.e. on April 24, 2008, July 23, 2008,October 30, 2008 and January 21, 2009. Thecomposition and the attendance of members at themeetings held during the period, are given below:


meetings

attended

Bashir Currimjee1 (Chairman) Independent director 3

Craig Ehrlich2 Independent director N.A.

Kurt Hellstrom3 Independent director 2

Mauro Sentinelli Independent director 3

Nikesh Arora4 Independent director 1

Donald Cameron5 Independent director 1

Paul O’Sullivan Non-executive director 4

Rajan Bharti Mittal Non-executive director 4

1. Appointed as Chairman of the HR committee w.e.f. April 29, 2009

2. Appointed as member of the HR committee w.e.f April 29, 2009

3. Ceased to be the Chairman and member of the HR committee

w.e.f April 29, 2009

4. Appointed as member of the Committee w.e.f October 30, 2008;

5. Ceased to be the member of the Committee w.e.f April 25, 2008

Remuneration policy for directors

The remuneration paid to the executive directors, i.e.Sunil Bharti Mittal - Chairman and Managing Director,Akhil Gupta – Joint Managing Director (till August 1,2008) and Manoj Kohli – CEO & Joint Managing Director(from August 1, 2008) is recommended by the HRcommittee and approved by the Board of directors withinthe limits approved by the shareholders.

The remuneration of executive directors has twocomponents: fixed pay and variable pay (performancelinked incentive). While the fixed pay is paid to thedirectors on a monthly basis, the performance-linkedincentive paid to the executive directors is based onthe performance of the individual director.

The performance targets i.e. the key result areas,together with performance indicators for the executivedirectors, based on the balanced score card, are finalisedat the beginning of the year. At the end of the year,when the results are announced, the HR committeeevaluates the performance of each of these seniorexecutives against the targets set and recommends theperformance linked incentive for each of them to theBoard for payment.

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The independent non-executive directors are paid sitting

fees within the prescribed limits for the Board/committee

meetings attended by them. Further, a commission, duly

approved by the shareholders, not exceeding 1% of

the net profit of the Company for the year calculated

as per the Companies Act, 1956 is also payable to the

non-executive independent directors. Compensation of

non-executive independent directors is linked with the

number of meetings attended by the respective director

during the financial year.

The Board of directors in their meeting held on January

23-24, 2006 approved a policy on all payments including

sitting fees, commission, reimbursement of expenses

etc. to independent directors. However, the Board of

directors in their meeting held on April 29, 2009 have

revised the existing policy on all payments including

sitting fees, commission, reimbursement of expenses

etc. to independent directors. As per the revised policy,

the independent directors are eligible for the following

remuneration:

Name of director Sitting Salary and Performance Perquisites Commission Total

Fees allowances linked incentive

Executive directorSunil Bharti Mittal - 95,882,196 132,500,000 * 595,046 - 228,977,242Manoj Kohli - 17,969,252 7,989,040 - - 25,958,292Non-executive directorAkhil Gupta - 10,291,357 11,197,333 - - 21,488,690Ajay Lal 60,000 - - - 1,542,755 1,602,755Arun Bharat Ram 80,000 - - - 1,528,050 1,608,050Bashir Currimjee 60,000 - - - 1,541,850 1,601,850Chua Sock Koong - - - - - -Donald Cameron - - - - 110,000 110,000Francis Heng - - - - - -Kurt Hellstrom 40,000 - - - 2,593,750 2,633,750Mauro Sentinelli 60,000 - - - 2,532,750 2,592,750N. Kumar 80,000 - - - 2,027,750 2,107,750Nikesh Arora 19,615 - - - 636,880 656,495Paul O’Sullivan - - - - - -Pulak Chandan Prasad 80,000 - - - 1,541,850 1,621,850Quah Kung Yang - - - - - -Rajan Bharti Mittal - - - - - -Rakesh Bharti Mittal - - - - - -

Total 479,615 124,142,805 151,686,373 595,046 14,055,635 290,959,474

*Includes PLI for the FY 2007-2008

The amount of commission payable to all theindependent directors including newly appointedindependent directors shall be as follows:

Resident Indian directors US$ 30000 p.a.

Non-resident directors US$ 50000 p.a.

Chairman of the audit committee will be entitled to anadditional commission of US$ 10000 p.a.

The payment of aforesaid is subject to availability ofsufficient profits with an overall ceiling of 1% of netprofits. The payment of commission is subject to thepolicy on payment to independent directors.

The non-executive directors are also paid sitting feesas follows:

(i) INR 10,000/- for attending each meeting of theBoard of directors

(ii) INR 10,000/- for attending all the meetings ofcommittee of the Board at one occasion.

The non-executive directors representing the keyshareholders namely Bharti Telecom and Singtel are notentitled to any remuneration or reimbursement of anyexpenses in line with the shareholders’ agreementsexecuted amongst themselves.

• The salary and allowance includes the Company’s contribution to the Provident Fund. Liability for gratuity and leave encashment isprovided on actuarial basis for the Company as a whole, the amount pertaining to the directors is not ascertainable and, therefore, notincluded.

• The value of the perquisites is calculated as per the provisions of the Income Tax Act, 1961. The above payments were subject toapplicable laws and deduction of tax at source.

• During the year, Manoj Kohli was granted 4500 stock options under the ESOP Scheme 2005 of the Company on July 1, 2008 (priorto his appointment as Joint Managing Director) at a price of Rs. 673 i.e. at a discount of 20% of the market price, which will vest overthe period of three years in equal proportion with an option to convert the stock options into equity shares either in full or in trenchesat any time upto 7 years from the Grant Date. The unexercised vested options can be carried forward throughout the exercise period.The options which are not exercised will lapse after the expiry of the exercise period. No other director has been granted any stockoption during the year.

• The remuneration of Manoj Kohli pertains to the period from August 1, 2008 to March 31, 2009 during his tenure as managing directorand does not include the remuneration paid to him prior to that period.

• The Company has entered into contracts with the executive directors i.e. Sunil Bharti Mittal and Manoj Kohli each dated October 3,2006 and August 1, 2008, respectively. These are based on the approval of the shareholders obtained though postal ballot. There areno other contracts with any other director.

• No notice period or severance fee is payable to any director.

• Salary, allowances and Performance Linked Incentive paid to Mr. Akhil Gupta as Joint Managing Director relates to the period prior torelinquishment of his position as Joint Managing Director on August 1, 2008.

(Amount in Rs.)

Remuneration to dirctors

The details of the remuneration paid by the Company to all directors during the financial year 2008-2009 are asunder:

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ESOP compensation committee

The ESOP compensation committee of the Board,constituted in accordance with SEBI (Employee StockOption Scheme and Employee Stock Purchase Scheme)Guidelines, 1999, comprises of six non-executivemembers, four of whom are independent. The Chairmanof the Committee, Mr. Rajan Bharti Mittal is a non-executive director. The Company Secretary acts as thesecretary of the Committee. Group Director HR is thepermanent invitee.

Key responsibilities of the ESOP Compensation

committee

The key responsibilities of the ESOP compensationcommittee include the following:

• To formulate ESOP plans and decide on futuregrants;

• To formulate terms and conditions on followingunder the present Employee Stock Option Schemesof the Company:

– the quantum of option to be granted under ESOPScheme(s) per employee and in aggregate;

– the conditions under which options vested inemployees may lapse in case of termination ofemployment for misconduct;

– the exercise period within which the employeeshould exercise the option and that option wouldlapse on failure to exercise the option within theexercise period;

– the specified time period within which the employeeshall exercise the vested options in the event oftermination or resignation of an employee;

– the right of an employee to exercise all the optionsvested in him at one time or at various points oftime within the exercise period;

– the procedure for making a fair and reasonableadjustment to the number of options and to theexercise price in case of rights issues, bonus issuesand other corporate actions;

– the grant, vest and exercise of option in case ofemployees who are on long leave; and the procedurefor cashless exercise of options;

– any other matter, which may be relevant foradministration of ESOP schemes from time to time.

• To frame suitable policies and systems to ensurethat there is no violation of Securities and ExchangeBoard of India (Insider Trading) Regulations, 1992and Securities and Exchange Board of India(Prohibition of Fraudulent and Unfair Trade Practicesrelating to the Securities Market) Regulations, 1995.

• Other key issues as may be referred by the Board.

Meetings, attendence and compostion of ESOP

compensation committee

During the financial year 2008-2009, the committeemet four times i.e. on April 24, 2008, July 23, 2008,October 30, 2008 and January 21, 2009. The

composition and the attendance of members at themeetings held during the period are given below:


meetings

attended

Rajan Bharti Mittal (Chairman) Non-executive director 4

Paul O’Sullivan Non-executive director 4

Bashir Currimjee Independent director 3

Donald Cameron1 Independent director 1

Kurt Hellstrom2 Independent director 2

Mauro Sentinelli Independent director 3

Nikesh Arora3 Independent director 1

Craig Ehrlich4 Independent director N.A.

1. Ceased to be a member of the committee w.e.f April 25,

2008;

2. Ceased to be a member of the committee w.e.f April 29,

2009

3. Appointed as member of the committee w.e .f October 30,

2008;

4. Appointed as member of the committee w.e.f April 29, 2009

Investors’ Grievance committee

In compliance with the Listing Agreement requirementsand provisions of the Companies Act, 1956, theCompany has constituted an Investor GrievanceCommittee. The Committee comprises of four members.Akhil Gupta, non-executive director is the Chairman ofthe committee. The Company Secretary acts as aSecretary to the Committee.

Key responsibilities of the investors’ grievance

committee

The key responsibilities of the Investors’ Grievancecommittee include the following:

• Formulation of procedures in line with the statutoryguidelines to ensure speedy disposal of variousrequests received from shareholders from time to time;

• Redressal of shareholders and investor complaints/grievances e.g. transfer of shares, non-receipt ofbalance sheet, non receipt of declared dividend, etc.;

• Approve, register, refuse to register transfer /transmission of shares and other securities;

• Sub-divide, consolidate and / or replace any shareor other securities certificate(s) of the Company;

• Issue duplicate share /other security(ies)certificate(s) in lieu of the original share /security(ies) certificate(s) of the Company;

• Approve the transmission of shares or othersecurities arising as a result of death of the sole/any one joint shareholder;

• Dematerialize or rematerialize the share certificates;

• Further delegate all or any of the power to anyother employee(s), officer(s), representative(s),consultant(s), professional(s), or agent(s)

The meetings of the Committee are generally held onmonthly basis, to review and ensure that all investorgrievances are redressed within a period of 7-10 daysfrom the date of receipt of complaint. These, however,do not include complaints/requests, which areconstrained by legal impediments/procedural issues.

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Meetings, attendance and composition of Investor

Grievance committee

During the financial year 2008-2009, the Committeemet eight times i.e. on April 25, 2008, May 30, 2008,July 14, 2008, July 23, 2008, October 3, 2008,November 10, 2008, January 29, 2009 and March 17,2009. The composition and the attendance of membersat the meetings held during the financial year 2008-09, are given below:


meetings

attended

Akhil Gupta (Chairman) Non-executive director 8

Manoj Kohli1 Executive director 3

Rajan Bharti Mittal Non-executive director 8

Rakesh Bharti Mittal Non-executive director 2

1. Appointed as member of the committee w.e.f October 30,

2008

Compliance Officer

Vijaya Sampath, Group General Counsel & CompanySecretary acts as Compliance Officer of the Companyfor complying with the requirements of the ListingAgreement with the Stock Exchanges and requirementsof SEBI (Prohibition of Insider Trading) Regulations, 1992.

Nature of complaints and redressal status

During the financial year 2008-2009, the complaintsreceived by the Company were general in nature, whichinclude issues relating to non-receipt of dividendwarrants, shares and annual reports, etc. As on date,all these complaints/queries were resolved to thesatisfaction of investors. Details of the investors’complaints as on March 31, 2009 are as follows:

Type of complaint Number Redressed Pending

Non-receipt of securities 2 2 Nil

Non-receipt of Annual Report 15 15 Nil

Non–receipt of dividend/

dividend warrants 18 18 Nil

TOTAL 35 35 Nil

The table does not include the responses furnished bythe Company on clarifications sought by Stock Exchangesfrom time to time on various markets related matters.

To redress investor grievances, the Company has adedicated e-mail ID, [email protected] towhich investors may send complaints.

Other committees

In addition to the above committees, the Company hasalso formed a functional committee called theCommittee of Directors. This committee has beenconstituted to cater to the various day-to-dayrequirements and to facilitate the seamless operationsof the Company. The Committee meets on a monthlybasis. The committes may also meet additionally if sorequired. The constitution of this committee has beenduly approved by the Board. Minutes of meetings ofthese committees are also placed before the Board onquarterly basis.

Subsidiary companies

Clause 49 defines a ‘material non-listed Indiansubsidiary’ as an unlisted subsidiary, incorporated inIndia, whose turnover or net worth (i.e. paid-up capital

and free reserves) exceeds 20% of the consolidatedturnover or net worth respectively, of the listed holdingcompany and its subsidiaries in the immediatelypreceding accounting year.

Bharti Infratel Limited is a material non-listed Indiansubsidiary as defined under Clause 49 of the ListingAgreement. N Kumar, Independent non-executivedirector of the Company has been nominated andappointed by the Company as an independent non-executive director on the Board of Bharti Infratel Limitedw.e.f April 29, 2008, in compliance with the Clause49(III)(i) of the Listing Agreement with the StockExchanges.

GENERAL BODY MEETINGS

The last three Annual General Meetings were held asunder:

Financial Location Date

Year [Time]

2007-08 Air Force Auditorium, August 01, 2008

Subroto Park, New Delhi [1530 Hrs. (IST)]

2006-07 Air Force Auditorium, July 19, 2007


2005-06 Air Force Auditorium, August 21, 2006


Special resolutions passed at the last three AGMs

No special resolutions were passed in the AGMs held

on August 21, 2006, July 19, 2007 and August 1,

2008.

Postal ballot and postal ballot process

During the previous year, we have passed one ordinary

resolution through postal ballot. Detailed procedure

followed by the Company is provided hereunder:

Person conducting the postal ballot exercise

Sunil Bharti Mittal, Chairman and Managing Director

and Vijaya Sampath, Group General Counsel & Company

Secretary were appointed as persons responsible for

the postal ballot voting process. Kiran Sharma,

Practicing Company Secretary was appointed as

scrutinizer for the postal ballot voting process. Ms.

Sharma conducted the process and submitted her report

to the Chairman and Managing Director.

Procedure followed

(i) The Company issued the postal ballot notice dated

August 5, 2008, for appointment of Mr. Manoj Kohli

as Joint Managing Director of the Company. The

draft resolution, together with the explanatory

statement and the postal ballot forms and self-

addressed envelopes were sent to the members

and others concerned under certificate of posting;

(ii) Members were advised to read carefully the

instructions printed on the postal ballot form and

return the duly completed form in the attached self-

addressed envelope, so as to reach the scrutinizer

on or before the close of business hours on

Wednesday, the September 24, 2008;

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(iii) After due scrutiny of all the postal ballot formsreceived up to the close of the working hours onSeptember 24, 2008, Ms. Kiran Sharma, PracticingCompany Secretary (the Scrutinizer) submitted herreport on Friday, September 26, 2008 before theclose of business hours;

(iv) The results of the postal ballot were declared onSaturday September 27, 2008. The date ofdeclaration of the results of the postal ballot wastaken as the date of passing of the ordinaryresolution.

(v) The results of the postal ballot were published inthe newspapers, Mint (English) and Hindustan(Hindi) within 48 hours of the declaration of theresults and were also placed at the website of theCompany at www.airtel.in

Details of voting pattern

After scrutinizing all the ballot forms received, thescrutinizer reported as under:

Date of declaration 27.09.2008of results

Particulars of the Appointment of Manoj Kohliresolutions passed as Joint Managing Director of

the Company

Total valid votes 1,468,765,257 (100%)

Votes in favour(%) 1,468,756,933 (99.9996%)

Votes against(%) 5,462 (0.0004%)

Proposed Resolutions to be passed through Postal Ballot

Process

The Board of directors in their meeting held on April29, 2009 have approved the postal ballot notice toobtain the assent or dissent of the shareholders to passthe following ordinary/special resolutions:

• Ordinary Resolution for sub-division of equity sharesof Rs. 10 each into two equity shares of Rs. 5each and amendment in Memorandum ofAssociation;

• Special Resolution for amendment in Articles ofAssociation;

• Special Resolution for payment of commission toindependent non-executive directors.

DISCLOSURES

Disclosure on materially significant related party

transactions

The required statements/disclosures with respect to therelated party transactions, are placed before the auditcommittee as well as to the Board of directors, on aquarterly basis in terms of Clause 49(IV)(A) and otherapplicable laws for approval.

The Company’s major related party transactions aregenerally with its subsidiaries and associates. Therelated party transactions are entered into based onconsideration of various business exigencies such assynergy in operations, sectoral specialization, liquidityand capital resource of subsidiary and associates.

Further for the financial year ended March 31, 2009there were no material individual transactions withrelated parties or others, which were not on an arms’length basis.

The related party transactions have been disclosed underNote 20 of Schedule 22 forming part of the AnnualAccounts.

Disclosure on Risk Management

The Company has established an Enterprise wide riskmanagement (“ERM”) framework to optimally identifyand manage risks as well as to address operational,strategic and regulatory risks. This is in compliance withclause 49 of the Listing Agreement. In line with theCompany’s commitment to deliver sustainable value,this framework aims to provide an integrated andorganized approach for evaluating and managing risks.The output of the Risk Assessment also forms the basisof the Company’s Annual Internal Audit programme.

The Board is informed about the key risks andminimization procedures from time to time. Businessrisk evaluation and management is an ongoing processwithin the Company.

Details of non-compliance with regard to the capital

market

There have been no instances of non-compliances byus and no penalties and/or strictures have been imposedon us by stock exchanges or SEBI or any statutoryauthority on any matter related to the capital marketsduring the last three years.

CEO and CFO certification

The certificate required under Clause 49(V) of the ListingAgreement duly signed by the CEO and CFO was placedbefore the Board and the same is provided as annexureA to this report.

Compliance with the mandatory requirements of Clause

49 of the Listing Agreement

We have complied with all the mandatory requirementsof the code of corporate governance as stipulated underthe Listing Agreement. We have obtained a certificateaffirming the compliances from S.R. Batliboi &Associates, Chartered Accountants, the statutoryauditors of the Company and the same is attached tothe Directors’ report.

Adoption of non-mandatory requirements of Clause 49

of the Listing Agreement

The Company had adopted the following non-mandatoryrequirements of Clause 49 of the Listing Agreement:

• Remuneration committee

We have an HR committee of the Board of directorswhich also undertakes the functions of remunerationcommittee. A detailed note on the HR(remuneration) committee has been provided in the‘Board committees’ section of this report.

• Shareholders’ Rights and Auditors’ Qualification

The Company has a policy of announcement of theaudited quarterly results. The results approved by

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the Board of directors (or committee thereof) arefirst submitted to the Stock Exchanges within 15minutes of the approval of the results. Once takenon record by the Board of directors, we disseminatethe results to the media by way of press release.

Appropriate management explanations to theauditors observation made in their report have beenprovided in the directors reports.

In addition, discussion with the management teamis webcast and also aired in the electronic media.On the day of announcement of our quarterlyresults, an Earnings Call is organised where theinvestors/analysts interact with the managementand the management respond to the queries of theinvestors/analysts. The Earnings Calls are webcastlive and transcripts are posted on the website.

• Ombudsman Policy

We have adopted an Ombudsman Policy (includesWhistle Blower Policy), which outlines the methodand process for stakeholders to voice genuineconcerns about unethical conduct that may be inbreach of the Code of Conduct for employees. Thepolicy aims to ensure that genuine complainantscan raise their concerns in full confidence, withoutany fear of retaliation or victimization. TheOmbudsman administers a formal process to reviewand investigate any concerns raised, and undertakesall appropriate actions required to resolve thereported matter. Instances of serious misconductdealt with by the Ombudsman are reported to theAudit Committee. No employee of the Companyhas been denied access to Ombudsman.

• Compliance with the ICSI Secretarial Standards

The Company has substantially complied with theSecretarial Standards as laid down by the Instituteof Company Secretaries of India.

• Memorandum and Articles of Associations

The updated Memorandum and Articles ofAssociation of the Company is uploaded on thewebsite of the Company in the Investor Relationssection

MEANS OF COMMUNICATION

The quarterly audited results are published in prominentdaily newspapers, viz. Mint (English daily) and Hindustan

(vernacular newspaper) and are also posted on ourwebsite. At the end of each quarter we organize anearnings call with analysts and investors, which is alsobroadcast live on the Company’s website, and thetranscript is posted on the website soon after. Anyspecific presentation made to the analysts/others is alsoposted on the website.

Up-to-date financial results, annual reports, shareholdingpatterns, official news releases, financial analysisreports, latest presentation made to the institutionalinvestors and other general information about theCompany are available on the Company’s websitewww.airtel.in.

Since the time of listing of shares, we have adopted apractice of releasing a quarterly report, which containsfinancial and operating highlights, key industry andCompany developments, results of operations, stockmarket highlights, non-GAAP information, ratio analysis,summarized US GAAP financial statements, etc. Thequarterly reports are posted on our website and arealso submitted to the stock exchanges where the sharesof the Company are listed.

GENERAL SHAREHOLDERS’ INFORMATION

14th Annual General Meeting

Date : August 21, 2009Day : FridayTime : 3.30 p.m.Venue : Air Force Auditorium,

Subroto Park,New Delhi – 110 010

Financial Calendar (Tentative Schedule, subject to

change)

Financial year : April 1 to March 31

Results for the quarter ending

June 30, 2009 : 23rd July 2009, ThursdaySeptember 30, 2009 : October 30, 2009, FridayDecember 31, 2009 : January 22, 2010, FridayMarch 31, 2010 April 28, 2010, Wednesday

Book Closure : Friday, July 31, 2009 – Friday,August 21, 2009 (Both daysinclusive)

Dividend : Rs. 2/- per share (i.e. 20% onthe face value of the shares)

Dividend pay-out date : On or after August 21, 2009(within the statutory time limitof 30 days), subject to theapproval of the shareholders

Plant Locations : Being a service providercompany, Bharti Airtel has noplant locations. However, CircleOffice addresses of theCompany are provided at theend of the Annual Report atpage no. 192.

Equity shares listing, stock code and listing fee payment

Name and address of Scrip code Status of fee paid

the stock exchange

National Stock Exchange

of India Limited BHARTIARTL Paid as applicable

Exchange Plaza

Bandra-Kurla Complex

Bandra East

Mumbai-400051

The Bombay Stock

Exchange Limited 532454 Paid as applicable

Phiroze Jeejeebhoy Towers

Dalal Street,

Mumbai - 400001

The Company de-listed its shares from the Delhi StockExchange Association Limited (Regional) during thefinancial year 2003-04.

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Bharti Share Price Vs NSE Nifty Bharti Share Price Vs BSE Sensex

Stock market data for the period April 1, 2008 to March 31, 2009

Share price performance in comparison with NSE Nifty and BSE Sensex

NSE BSE

Month High Low Volume (Nos) High Low Volume (Nos)

Apr-08 950.00 778.30 62509786 950.00 777.10 12254601May-08 979.80 798.00 84104191 919.90 798.00 16005821Jun-08 887.50 716.00 80546420 888.00 717.20 14372462Jul-08 861.95 672.55 104531315 861.00 688.00 18959653Aug-08 886.90 770.60 50713694 886.30 777.10 19525028Sep-08 848.70 651.00 102175691 839.75 700.00 30429344Oct-08 819.00 483.00 117788229 806.00 484.00 22004868Nov-08 748.00 576.50 88599107 740.15 575.95 17626963Dec-08 758.00 622.00 77947815 756.50 630.00 15033006Jan-09 725.00 553.35 96192284 725.00 576.00 16582311Feb-09 679.00 607.05 53556330 678.40 607.00 7365066Mar-09 637.50 541.10 113553937 637.00 544.00 17390291

Source: www.nseindia.com Source: www.bseindia.com

Share Transfer System

84.28% of the equity shares of the Company are inelectronic format. Transfer of these shares is donethrough the depositories without any involvement ofthe Company.

Transfers of shares in physical form are normallyprocessed within 15 days from the date of receipt,provided the documents are complete in all respects.All transfers are first processed by the Transfer Agentand are submitted to the Company for approval

thereafter. The authorised officials of the Company

approve the transfer and the shares are returned to the

shareholders.

Pursuant to Clause 47(c) of the Listing Agreement, we

obtain certificates from a Practicing Company Secretary

on half-yearly basis to the effect that all the transfers

are completed in the statutorily stipulated period. A

copy of the certificate so received is submitted to both

stock exchanges where the shares of the Company are

listed.

Sl.no. Category No. of shareholders % to holders No. of shares % of shares

1 1 – 5000 188306 96.79% 9048715 0.48%

2 5001 – 10000 2575 1.32% 2021765 0.11%

3 10001 – 20000 1130 0.58% 1676512 0.09%

4 20001 – 30000 409 0.21% 1029762 0.05%

5 30001 – 40000 227 0.12% 804813 0.04%

6 40001 – 50000 178 0.09% 815326 0.04%

7 50001 – 100000 332 0.17% 2419568 0.13%

8 100001 – above 1397 0.72% 1880423335 99.06%

TOTAL 194554 100% 1898239796 100%

Distribution of shareholding

By number of shares held as on March 31, 2009

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By category of holders as on March 31, 2009

S. No. Category No. of shares %age of holding

I Promoter and promoter group

(i) Indian promoters 859986028 45.30

(ii) Foreign promoters 414744373 21.85

Total promoters shareholding 1274730401 67.15

II Public shareholding

(A) Institutional investors

(i) Mutual Funds and Unit Trust of India 58314959 3.07

(ii) Financial institutions and Banks 1804558 0.10

(iii) Insurance companies 80072674 4.22

(iv) Foreign Institutional Investors 393238153 20.72

(B) Others

(i) Bodies Corporate (Indian) 54786447 2.89

(ii) Bodies Corporate (foreign) 4459591 0.23

(iii) Trusts 2108312 0.11

(iv) NRIs/ OCBs / Foreign Nationals 6455606 0.34

(v) Indian Public & Others 22269095 1.17

Total Public Shareholding 623509395 32.85

Total Shareholding 1898239796 100.00

The equity shares of the Company are frequently traded

at the Bombay Stock Exchange Limited and the National

Stock Exchange of India Limited.

Outstanding GDRs/ADRs/warrants/options

During the year 2004-05, the Company issued USD

115,000,000 zero coupon convertible bonds (“Bonds”),

due in 2009. The Bonds were convertible at any time

after June 12, 2004 up to April 12, 2009 by the holders

into fully paid equity shares of Rs. 10/- per share, at an

initial conversion price of Rs. 233.17 per share. During

the year, we received one notice from a bondholder for

conversion of FCCBs aggregating to USD 0.5 mn

convertible into 93,408 equity shares of the Company.

On March 31, 2009 the Company had USD 0.4 mn

outstanding FCCB, which were convertible into 74,754

equity shares. In April 2009, the company has further

received a notice for conversion of FCCBs of

USD 350,000 into 65,385 equity shares. The balance

FCCB’s worth USD 50,000 will be redeemed at

111.84% of their principal amount after completion of

statutory formalities.

Dematerlization of shares and liquidity

The Company’s shares are compulsorily traded indematerialised form and are available for trading withboth the depositories i.e. National Securities DepositoryLimited (NSDL) and Central Depository Services (India)Limited (CDSL). The shareholders can hold our shareswith any of the depository participants registered withthese depositories. As on March 31, 2009, over 84.28%shares of the Company were held in dematerialized form.ISIN for the Company’s shares is INE 397D01016.

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Communication addresses

For corporate governance and other secretarial related

matters

Vijaya SampathGroup General Counsel and Company SecretaryBharti Airtel LimitedAravali Crescent,1, Nelson Mandela Road,Vasant Kunj, Phase - IINew Delhi 110 070Telephone no. +91 11 46666100Fax no. +91 11 46666137Email: [email protected]

For queries relating to Financial Statements

Harjeet KohliCorporate Head - Treasury & Investor RelationsBharti Airtel LimitedAravali Crescent,1, Nelson Mandela Road,Vasant Kunj, Phase - II,New Delhi 110 070Telephone no. +91 11 46666100Fax no. +91 11 46666137Email: [email protected]

For Corporate Communication related matters

Senjam Raj SekharVice President-Corporate CommunicationBharti Airtel LimitedUnitech World Cyber ParkTower - A, 4th Floor,Sector - 39, Gurgaon -122 001Telephone no.: +91 124 4552222Fax no.: +91 124 455 2233Email: [email protected]

Registrar & Transfer Agent

Karvy Computershare Pvt. Ltd.Plot No. 17-24, Vittalrao NagarMadhapurHyderabad 500 081Ph No. 040-23420815-821Fax No. 040-23420814E-mail id: [email protected] www.karvy.comToll Free No. 1-800-3454001

2 MDA & CGR 68-91.p65 7/21/2009, 9:23 PM90




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We, Manoj Kohli, CEO & Joint Managing Director andSrikanth Balachandran, Chief Financial Officer of BhartiAirtel Limited, to the best of our knowledge and beliefhereby certify that:

(a) We have reviewed financial statements and the cashflow statements for the year ended 31st March 2009and:

(i) these statements do not contain any materiallyuntrue statement or omit any material fact orcontain statements that might be misleading;

(ii) these statements together present a true andfair view of the company’s affairs and are incompliance with existing accounting standards,applicable laws and regulations.

(b) There are no transactions entered into by theCompany during the year that are fraudulent, illegalor violative of the Company’s code of conduct.

(c) We accept responsibility for establishing andmaintaining internal controls for financial reportingand that we have evaluated the effectiveness ofinternal control systems of the Company pertainingto financial reporting and we have disclosed to theauditors and the Audit Committee, deficiencies in

Annexures

the design and operations of such internal controls,

if any, of which we are aware and the steps we

have taken or propose to take to rectify these

deficiencies.

(d) We have indicated to the auditors and the audit

committee:

(i) Significant changes in the internal control over

financial reporting during the year;

(ii) Significant changes in the accounting policies

during the year and that the same has been

disclosed in the notes to the financial

statements; and

(iii) Instances of significant fraud of which we have

become aware and the involvement therein, if

any, of the management or an employee having

a significant role in the company’s internal

control system over financial reporting.

Manoj Kohli Srikanth Balachander

CEO & Joint Managing Director CFO

Date : April 28, 2009

Place : New Delhi

Annexure B

DeclarationI hereby confirm that the Company has obtained from all the members of the Board and Senior Management team,affirmation of compliance with the Code of Conduct for Directors and Senior Management in respect of financial yearended March 31, 2009

For Bharti Airtel Limited

Date : April 29, 2009 Manoj Kohli

Place : New Delhi CEO & Joint Managing Director

Annexure A

Chief Executive Officer (CEO)/Chief Financial Officer (CFO) Certification

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Secretarial audit report

The Board of directors,

Bharti Airtel Limited,

Aravali Crescent,

1, Nelson Mandela Road,

Vasant Kunj, Phase II,

New Delhi – 110 070, India.

I have examined the registers, records and documents

of Bharti Airtel Limted (the Company) for the financial

year ended 31st March 2009 in the light of the provisions

contained in –

• The Companies Act, 1956 and the Rules made

thereunder.

• The Depositories Act, 1996 and the Rules made

thereunder and the bye-laws of the Depositories who

have been given the requisite Certificate of

Registration under the Securities and Exchange

Board of India Act, 1992.

• The Securities Contracts (Regulation) Act, 1956 and

the Rules made thereunder.

• The Securities and Exchange Board of India Act,

1992 and the Rules, Guidelines and Regulations

made thereunder including:

� The Securities and Exchange Board of India

(Substantial Acquisition of Shares and Takeovers)

Regulations, 1997.


(Prohibition of Insider Trading Regulations), 1999,

and


(Employee Stock Option Scheme and Employee

Stock Purchase Scheme) Guidelines, 1999.

• The listing agreement with the National Stock

Exchange and with the Bombay Stock Exchange.

A. Based on my examination and verification of the

aforementioned records made available to me and

according to the clarifications and explanations given

to me by the Company, I report that the Company

has, in my opinion, complied with the provisions of

the Companies Act, 1956 and the Rules made

thereunder and of the various Acts detailed above

and the Rules, Regulations and Guidelines made

thereunder and of the Memorandum and Articles of

Association of the Company, with regard to:

1. Maintenance of various statutory and non-

statutory registers and documents and making

necessary changes therein as and when the

occasion demands.

2. Filing with the Registrar of Companies the

forms, returns and resolutions.

3. Service of the requisite documents by the

Company on its members, Registrar and Stock

Exchanges.

4. Composition of the Board, appointment,

retirement and resignation of directors.

5. Remuneration of executive and independent

directors.

6. Obtaining the approvals for various acts of the

Company.

7. Service of notice and agenda of board meetings

and meetings of the committee of directors.

8. Meetings of the Board and its committees

9. Holding of annual general meeting and

production of the various registers thereat.

10. Recording the minutes of proceedings of board

meetings, committee meeting and of the annual

general meeting.

11. Appointment, change in the appointment and

remuneration of Auditors.

12. Registration of transfer of shares held in

physical mode.

13. Dematerialisation and rematerialisation of

shares.

14. Investment of company’s surplus funds.

15. Execution of contracts, affixation of common

seal, registered office and the name of the

Company.

16. Conferment of options and allotment of shares

under the Employees Stock Option Scheme of

the Company.

17. Requirements of the Securities and Exchange

Board of India (Substantial Acquisition of Shares

and Takeovers) Regulations 1997.

15

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18. Requirements set out in the listing agreement

with the aforementioned stock exchanges.

19. Generally with regard to other requirements

spelt out in the aforementioned Acts and Rules,

Regulations and Guidelines made thereunder.

B I further report that –

(i) the directors of the Company have complied

with the various requirements relating to

making of disclosures, declarations in regard

to their other directorships, membership of

committees of the board of companies of

which they are directors, their shareholding

and interest or concern in the contracts entered

into by the Company in the pursuing its normal

business, and

(ii) there was no prosecution initiated against or

show cause notice received by the Company

and no fine or penalties were imposed on the

Company under the aforementioned Acts,

Rules, Regulations and Guidelines made

thereunder or on its directors and officers.

T.V. Narayanaswamy

Place : New Delhi Practicing Company Secretary

Date : April 20, 2009 Certificate of Practice No. 203

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Standalone Financial Statements withAuditors’ Report

Auditors’ Report to The Members of Bharti Airtel Limited

1. We have audited the attached Balance Sheet ofBharti Airtel Limited (‘the Company’) as at March31, 2009 and also the Profit and Loss account andthe Cash Flow Statement for the year ended onthat date annexed thereto. These financialstatements are the responsibility of the Company’smanagement. Our responsibility is to express anopinion on these financial statements based on ouraudit.

2. We conducted our audit in accordance with auditingstandards generally accepted in India. ThoseStandards require that we plan and perform the auditto obtain reasonable assurance about whether thefinancial statements are free of materialmisstatement. An audit includes examining, on atest basis, evidence supporting the amounts anddisclosures in the financial statements. An audit alsoincludes assessing the accounting principles usedand significant estimates made by management, aswell as evaluating the overall financial statementpresentation. We believe that our audit provides areasonable basis for our opinion.

3. As required by the Companies (Auditor’s Report)Order, 2003 (as amended) issued by the CentralGovernment of India in terms of sub-section (4A) ofSection 227 of the Companies Act, 1956, weenclose in the Annexure a statement on the mattersspecified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referredto above, we report that:

i. We have obtained all the information andexplanations, which to the best of our knowledgeand belief were necessary for the purposes ofour audit;

ii. In our opinion, proper books of account asrequired by law have been kept by the Companyso far as appears from our examination of thosebooks;

iii. The balance sheet, profit and loss account andcash flow statement dealt with by this reportare in agreement with the books of account;

iv. In our opinion, the balance sheet, profit and lossaccount and cash flow statement dealt with bythis report comply with the accounting standardsreferred to in sub-section (3C) of section 211 ofthe Companies Act, 1956;

v. On the basis of the written representationsreceived from the directors, as on March 31,2009, and taken on record by the Board ofDirectors, we report that none of the directorsis disqualified as on March 31, 2009 from beingappointed as a director in terms of clause (g) ofsub-section (1) of section 274 of the CompaniesAct, 1956.

vi. In our opinion and to the best of our informationand according to the explanations given to us,the said accounts give the information requiredby the Companies Act, 1956, in the manner sorequired and give a true and fair view inconformity with the accounting principlesgenerally accepted in India;

a) in the case of the balance sheet, of the stateof affairs of the Company as at March 31,2009;

b) in the case of the profit and loss account, ofthe profit for the year ended on that date;and

c) in the case of the cash flow statement, ofthe cash flows for the year ended on thatdate.




PartnerMembership No.: 93283

Place : New Delhi


16

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BHARTI AIRTE

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Annexure referred to in paragraph 3 of our report of

even date

Re: BHARTI AIRTEL LIMITED

(i) (a) The Company has maintained proper records

showing full particulars, including quantitative

details and situation of fixed assets.

(b) The capitalised fixed assets are physically

verified by the management according to a

regular programme designed to cover all the

items over a period of three years. During the

year, the management had also designed a

plan to physically verify capital work in

progress. Pursuant to the above, a portion of

fixed assets and capital work in progress has

been physically verified by the management

during the year, which in our opinion is

reasonable having regard to the size of the

company and nature of its assets. As

informed, no material discrepancies were

noticed on such verification.

(c) There was no substantial disposal of fixed

assets during the year.

(ii) (a) The inventory (other than stocks with third

parties) has been physically verified by the

management during the year. In our opinion,

the frequency of verification is reasonable.

(b) The procedures of physical verification of

inventory followed by the management are

reasonable and adequate in relation to the size

of the Company and the nature of its business.

(c) The Company is maintaining proper records

of inventory and no material discrepancies

were noticed on physical verification.

(iii) The Company has neither granted nor taken any

loans, secured or unsecured, to companies, firms

or other parties covered in the register maintained

under section 301 of the Companies Act, 1956.

Accordingly, clauses (iii) of the Companies

(Auditor’s Report) Order, 2003, as amended by

the Companies (Auditor’s Report) (Amendment)

Order, 2004 are not applicable to the Company

for the current year.

(iv) In our opinion and according to the information

and explanations given to us, having regard to the

explanation that certain items purchased are of

special nature for which suitable alternative sources

do not exist for obtaining comparative quotations,

there is an adequate internal control system

commensurate with the size of the Company and

the nature of its business for the purchase of

inventory, fixed assets and for the sale of goods

and services. Further, on the basis of our

examination of the books and records of the

Company, and according to the information and

explanations given to us, we have neither come

across nor have been informed of any continuing

failure to correct major weaknesses in the aforesaid

internal control system.

(v) According to the information and explanations

provided by the management, there are no

transactions pursuant to contracts or arrangements

referred to in section 301 that are required to be

entered in the register maintained under section

301 of the Companies Act, 1956.

(vi) The Company has not accepted any deposits from

the public within the meaning of Sections 58A and

58AA of the Companies Act, 1956 and the rules

framed there under.

(vii) In our opinion, the Company has an internal audit

system commensurate with the size and nature of

its business.

(viii) We have broadly reviewed the books of accounts

maintained by Company pursuant to the rules made

by the Central Government for the maintenance

of cost records under section 209(1) (d) of the

Companies Act, 1956, and are of the opinion that

prima facie, the prescribed accounts and records

have been made and maintained. We have not,

however, made a detailed examination of records

with a view to determine whether they are accurate

or complete.

(ix) (a) The Company is generally regular in depositing

with appropriate authorities undisputed

statutory dues including provident fund,

investor education and protection fund,

employees’ state insurance, income-tax, sales-

tax, wealth-tax, service tax, customs duty,

cess and other material statutory dues

applicable to it though there has been delays

in few cases. The provisions relating to excise

duty is not applicable to the Company.

(b) According to the information and explanations

given to us, no undisputed amounts payable

in respect of provident fund, employees’ state

insurance, income-tax, wealth-tax, service

tax, sales-tax, customs duty, cess and other

undisputed statutory dues were outstanding,

at the year end, for a period of more than six

months from the date they became payable.

(c) According to the records of the Company, the

dues outstanding of income-tax, sales-tax,

wealth-tax, service tax, customs duty and

cess on account of any dispute, are as follows

(also refer Note 3(b) on Schedule 21):





Name of the Statutes Nature of Amount Period to Forum where the dispute

the dues Disputed Which it is pending

(in Rs ‘000) Relates

Andhra Pradesh VAT Act Sales Tax 2,359,596 2005-08 High Court of Andhra Pradesh

Andhra Pradesh VAT Act Sales Tax 228,064 * 2000-02 Deputy Commissioner Appeals

Gujrat Sales Tax Act Sales Tax 928 2006-07 Commissioner (Appeals)

West Bengal Sales Tax Act Sales Tax 402 1996-97 DCCT - Appellate Stage

West Bengal Sales Tax Act Sales Tax 14 1997-98 The Appelate Authority

West Bengal Sales Tax Act Sales Tax 928 * 2006-07 Commissioner (Appeals)

West Bengal Sales Tax Act Sales Tax 48,268 2004-05 West Bengal Tax Tribunal

West Bengal Value Added Tax Sales Tax 324,846 2005-06 DCCT Appeal

The Central Sales Tax Act Sales Tax 203 2005-06 DCCT Appeal

UP VAT Act Sales Tax 12,178 2002-09 Assessing Officer

Central Sales Tax Act Sales Tax 35,836 2003-05 Joint Commissioner Appeals

UP VAT Act Sales Tax 505 2003-04 & Joint Commissioner Appeals2006-07

UP VAT Act Sales Tax 7,600 2006-07 High Court of Judicature atAllahabad, Lucknow Bench

UP VAT Act Sales Tax 33 2008-09 Assisstant Commissionerof Sales tax

Haryana Sales tax Sales Tax 2,797 2002-04 Joint commissioner

Punjab Sales Tax Act Sales Tax 611 2002-03 Jt. Director (Enforcement)

Madhya Pradesh CommercialSales Tax Act Sales Tax 21,720 1997-01 & Deputy Commissioner Appeals

2003-05

UP VAT Act Sales Tax 1,125 2002-05 Assistant Commissioner

Karnataka Sales Tax Act Sales Tax 290,920 2005-06 JC Appeals

Tamil Nadu Sales Tax Act Sales Tax 634,279 * 1996-01 Commissioner (Appeals)

J&K General Sales Tax Sales Tax 8,433 2005-06 Jammu and KashmirAppellate Authority

Sub Total (A) 3,979,286

Finance Act,1994 Service Tax 371,032 1997-01 & Customs, Excise and(Service Tax Provisions) 2002-08 Service Tax Appelate Tribunal

Finance Act,1994 Service Tax 62,125 2002-06 Commissioner Appeals(Service Tax Provisions)

Finance Act,1994 Service Tax 445 2004-06 Deputy Commisioner Appeals(Service Tax Provisions)

Finance Act,1994 Service Tax 231,021 2000-01 & Suprintendent of Mohali(Service Tax Provisions) 2005-08

Finance Act,1994 Service Tax 3,449 2006-07 Joint Commissioner of(Service Tax Provisions) Central Excise

Finance Act,1994 Service Tax 1,654,990 * 1997-99 & Commissioner Appeals(Service Tax Provisions) 2002-09

Finance Act,1994 Service Tax 8,913 2003-04 High Court(Service Tax Provisions)

Finance Act,1994 Service Tax 195,585 * 2002-03 & Deputy Commissioner Appeals(Service Tax Provisions) 2006-07

Finance Act,1994 Service Tax 532 1996-00 Customs, Excise and Service Tax(Service Tax Provisions) Appelate Tribunal, Mumbai

Finance Act,1994 Service Tax 966 1995-96 Additional Commissioner(Service Tax Provisions)

Finance Act,1994 Service Tax 1,166 2004-05 Assistant Commissioner of(Service Tax Provisions) Service Tax

Finance Act,1994 Service Tax 3,657 2007-2008 Joint Commissioner, Service Tax(Service Tax Provisions)

Sub Total (B) 2,533,881





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Income Tax Act, 1961 Income Tax 2,454,836 2003-2009 Commissioner ofIncome Tax (Appeals)

Income Tax Act, 1961 Income Tax 100,313 1996-1997 & High Court2002-2004

Income Tax Act, 1961 Income Tax 108,055 1996-97 & Income Tax 1999-02 & Appelate Tribunal

2006-07

Sub Total (C) 2,663,204

Customs Act, 1962 Custom Act 2,095,298 2001-04 & Customs, Excise and Service Tax2005-06 Appelate Tribunal, Mumbai

Customs Act, 1962 Custom Act 103,050 2007-08 Commissioner ofCustoms (Appeals)

Sub Total (D) 2,198,348

*The Company has deposited total amount of Rs. 1,207,425 thousand in respect of such cases.

(x) The Company has no accumulated losses at the

end of the financial year and it has not incurred

cash losses in the current and immediately

preceding financial years.

(xi) Based on our audit procedures and as per the

information and explanations given by the

management, we are of the opinion that the

Company has not defaulted in repayment of dues

to a financial institution, bank or debenture

holders.

(xii) According to the information and explanations

given to us and based on the documents and

records produced to us, the Company has not

granted loans and advances on the basis of

security by way of pledge of shares, debentures

and other securities.

(xiii) In our opinion, the Company is not a chit fund or

a nidhi / mutual benefit fund / society. Therefore,

the provisions of clause 4(xiii) of the Companies

(Auditor’s Report) Order, 2003 (as amended) are

not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or

trading in shares, securities, debentures and other

investments. Accordingly, the provisions of clause

4(xiv) of the Companies (Auditor’s Report) Order,

2003 (as amended) are not applicable to the

Company.

(xv) According to the information and explanations

given to us, the Company has given guarantee

for loans taken by others from banks and financial

institutions, the terms and conditions whereof in

our opinion are not prima-facie prejudicial to the

interest of the Company.

(xvi) Based on information and explanations given

to us by the management, term loans were

applied for the purpose for which the loans were

obtained.

(xvii) According to the information and explanations

given to us and on overall examination of the

balance sheet of the Company, funds amounting

to Rs. 32,149,875 thousand raised on short-term

basis (primarily represented by capital creditors)

have been used for long-term investment

(primarily represented by fixed assets).

(xviii) The Company has not made any preferential

allotment of shares to parties or companies

covered in the register maintained under section

301 of the Companies Act, 1956.

(xix) The Company has created security or charge in

respect of debentures outstanding at the year

end.

(xx) The Company has not raised any money by public

issues during the year.

(xxi) According to the information and explanations

furnished by the management, which have been

relied upon by us, there were no frauds on or by

the Company noticed or reported during the

course of our audit except few cases of fraud by

employees estimated at Rs. 13,095 thousand and

by external parties Rs. 150,516 thousand

detected by the management for which

appropriate steps were taken to strengthen

controls and Rs. 6,100 thousand, out of such

estimated amounts, has been recovered by the

Company during the year.




Partner

Membership No.93283

Place : New Delhi






Particulars Schedule As at As at

No. March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SOURCES OF FUNDS

Shareholder’s Funds

Share Capital 1 18,982,398 18,979,074

Share Application Money Pending Allotment 2,933 12,318

Employee Stock Options Outstanding 1,983,331 1,251,370

Less: Deferred Stock Compensation 824,092 1,159,239 687,353 564,017

(Refer Note 21 on Schedule 21 and

Note 27 on Schedule 22)

Reserves and Surplus 2 256,295,074 182,859,525

Loan Funds

Secured Loans 3 517,304 524,244

Unsecured Loans 4 76,619,167 65,179,172

Deferred Tax Liability (Net) - 638,684



Total 353,576,115 268,757,034

APPLICATION OF FUNDS

Fixed Assets 5

Gross Block 372,667,023 281,156,516

Less: Accumulated Depreciation/Amortisation 122,533,438 90,850,041

Net Block 250,133,585 190,306,475

Capital Work in Progress 25,666,693 27,510,788

275,800,278 217,817,263

Investments 6 117,777,582 109,528,528

Deferred Tax Asset (Net) 3,271,103 -



Current Assets , Loans and Advances

Inventory 7 621,510 568,607

Sundry Debtors 8 25,500,488 27,764,572

Cash and Bank Balances 9 22,516,027 5,029,390

Other Current Assets 10 1,197,127 997,269

Loans and Advances 11 44,414,947 28,238,823

94,250,099 62,598,661

Less: Current Liabilities and Provisions 12

Current Liabilities 131,179,816 119,090,690

Provisions 6,344,004 2,098,762

137,523,820 121,189,452

Net Current Assets (43,273,721) (58,590,791)

Miscellaneous Expenditure

(To the extent not written off or adjusted) 13 873 2,034

Total 353,576,115 268,757,034

Statement of Significant Accounting Policies 21

Notes to the Financial Statements 22

As per our report of even date The Schedules referred to above and Notes to the Financial Statements

form an integral part of the Balance Sheet

For S.R. BATLIBOI & ASSOCIATES For and on behalf of the Board of Directors of Bharti Airtel Limited


per Prashant Singhal Sunil Bharti Mittal Manoj Kohli

Partner Chairman and Managing Director CEO & Joint Managing Director

Membership No: 93283

Place : New Delhi Srikanth Balachander Vijaya Sampath

Date : April 29, 2009 Chief Financial Officer Group General Counsel & Company Secretary

Balance Sheet as at March 31, 2009

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Particulars Schedule For the year ended For the year endedNo. March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

INCOME

Service Revenue 339,995,752 256,647,513Sale of Goods 147,150 387,583

340,142,902 257,035,096EXPENDITURE

Access Charges 52,034,149 40,385,333Network Operating 14 63,268,921 33,004,746Cost of Goods Sold 15 124,051 338,502Personnel 16 14,336,407 13,341,852Sales and Marketing 17 21,763,991 17,849,080Administrative and Other 18 20,875,328 19,429,499

Total Expenditure 172,402,847 124,349,012Profit before Licence Fee, Other Income,Finance Expense (Net), Depreciation, Amortisation,Charity and Donation and Taxation 167,740,055 132,686,084

Licence fee and Spectrum charges (revenue share) 35,821,761 25,838,212Profit before Other Income, Finance Expense (Net),Depreciation, Amortisation, Charity and Donationand Taxation 131,918,294 106,847,872

Other Income 19 1,407,368 2,358,581Finance Expense (net) 20 17,639,842 4,837,080Depreciation 32,062,839 31,665,825Amortisation 1,788,151 2,660,709Charity and Donation [(Rs. Nil (March 31, 2008Rs. 200,000 thousand paid to Bharti ElectoralTrust for political purposes)] 219,463 317,416Loss on Transfer of Telecom Infrastructure toBharti Infratel Ltd (Refer Note 2(b) on Schedule 22) - 57,396,005Less : Amount withdrawn from Reserve for BusinessRestructuring (Refer Note 2(b) on Schedule 22) - - (57,396,005) -

Profit before Tax 81,615,367 69,725,423MAT credit (1,396,304) (241,767)

Includes MAT credit of Rs. 1,093,362 thousand forearlier year (March 31, 2008 Rs. 241,767 thousand)

Tax Expense- Current Tax 9,173,614 8,835,340Includes Tax of Rs. Nil thousand for earlier years(March 31, 2008 Rs. 959,169 thousand)- Deferred Tax (3,959,059) (1,682,365)(Refer Note 13 on Schedule 21 and Note 26on Schedule 22)- Fringe Benefit Tax 358,731 372,293

Profit after Tax 77,438,385 62,441,922Transferred from Debenture Redemption Reserve 4,411 413,623Transferred to General Reserve 6,000,000Proposed Dividend on Equity Shares 3,796,480 -Tax on Dividend 645,212 -

67,001,104 62,855,545Profit brought forward 117,972,158 55,339,252

Profit carried to Balance Sheet 184,973,262 118,194,797

Earnings per share (in Rs.) - Basic 40.80 32.91Earnings per share (in Rs.) - Diluted 40.79 32.87(Refer Note 18 on Schedule 21 and Note 28 onSchedule 22)Statement of Significant Accounting Policies 21Notes to the Financial Statements 22

Profit and Loss Accountfor the year ended March 31, 2009

As per our report of even date The Schedules referred to above and Notes to the Financial Statements

form an integral part of the Profit & Loss Account








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Cash Flow Statementfor the year ended March 31, 2009

Particulars For the year ended For the year ended

March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

A. Cash flow from operating activities:

Net profit before tax 81,615,367 69,725,423

Adjustments for:

Depreciation 32,062,839 31,665,825

Interest Expense and other finance charges 4,275,619 3,832,356

Interest Income (1,489,138) (662,988)

(Profit)/Loss on Sale of Assets (Net) (38,899) 32,075

(Profit)/Loss on sale of Investments (2,354,840) (577,505)

Amortisation of ESOP Expenditure 648,318 331,094

Lease Equalisation/FCCB Premium 2,146,723 1,700,958

Provision for Deferred Bonus 367,076 (114,870)

Licence fee Amortisation 1,141,184 1,195,725

Debts/Advances Written off 756,695 1,958,584

Provision for Bad and Doubtful Debts/Advances 2,684,358 1,172,833

(Net of write back)

Liabilities / Provisions no longer required written back (497,718) (352,497)

Provision for Gratuity and Leave Encashment 214,860 185,183

Provision for Inventory for obsolete/ Damaged stock 228,944 30,824

Unrealized Foreign Exchange (gain) /loss 15,163,507 13,649

Loss/(Gain) from swap arrangements 65,433 97,562

Provision for Wealth Tax 540 (349)

Operating profit before working capital changes 136,990,868 110,233,882

Adjustments for changes in working capital :

- (Increase)/Decrease in Sundry Debtors (1,468,398) (11,274,032)

- (Increase)/Decrease in Other Receivables (10,791,961) (15,485,319)

- (Increase)/Decrease in Inventory (281,847) (109,093)

- Increase/(Decrease) in Trade and Other Payables 4,393,903 30,162,801

Cash generated from operations 128,842,565 113,528,239

Taxes (Paid)/Received (10,311,097) (8,929,734)

Net cash from operating activities 118,531,468 104,598,505

B. Cash flow from investing activities:

Adjustments for changes in :

Purchase of fixed assets (92,108,430) (100,350,321)

Proceeds from Sale of fixed assets 1,940,680 1,483,237

Proceeds from Sale of Investments 273,605,929 175,129,779

Purchase of Investments (279,523,969) (189,776,774)

Interest Received 1,300,902 685,276

Net movement in advances given to Subsidiary Companies 637,854 730,804

Purchase of Fixed Deposits

(with maturity more than three months) (14,915,200) -

Proceeds from Maturity of Fixed Deposits

(with maturity more than three months) 300,000 500,000

Acquisition/Subscription/Investment in Subsidiaries/Associate

(Refer note 5 below) (181,518) (4,386,123)

Net cash used in investing activities (108,943,752) (115,984,122)

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-09

101

C. Cash flow from financing activities:

Issue of Shares under ESOP Scheme (including share application) 176,060 193,531

Proceeds from long term borrowings

Receipts 13,454,721 17,761,606

Payments (15,288,260) (19,676,837)

Proceeds from short term borrowings

Net movement in cash credit facilities and short term loans (916,551) 14,622,207

Interest Paid (4,168,114) (3,852,591)

Gain /(Loss) from swap arrangements 22,156 (67,648)

Net cash from financing activities (6,719,988) 8,980,268

Net Increase/(Decrease) in Cash and Cash Equivalents 2,867,728 (2,405,349)

Opening Cash and Cash Equivalents 5,029,390 7,304,605

Cash and Cash Equivalents acquired on amalgamation 3,709 130,134

Cash and Cash Equivalents as at year end 7,900,827 5,029,390

Cash and Cash Equivalents comprise:

Cash and Cheques on hand 445,518 1,119,995

Balance with Scheduled Banks 22,070,509 3,909,395

Cash and Bank Balances as per schedule 9 22,516,027 5,029,390

Less: - Fixed deposits not considered as cash equivalents 14,615,200 -

Cash and Cash Equivalents in Cash Flow Statement: 7,900,827 5,029,390

Notes :

1. Figures in brackets indicate cash out flow.

2. Previous year figures have been regrouped and recast wherever necessary to conform to the current year classification.

3. Cash and cash equivalents includes Rs. 18,177 thousands pledged with various authorities (March 31, 2008- Rs. 65,884 thousands) which are

not available for use by the Company

4. The following assets and liabilities acquired under the scheme of amalgamation have not been considered in the above Cash flow statement

Fixed Assets (Including CWIP and Pre-Operative expenditure and net of accumulated depreciation) 212,353

Current Assets (Other then Cash) 61,599

Current Liabilities and Provisions 15,414

Investment 56,208

Deferred Tax Liability 1,876

5. During the year, the Company increased its stake in Bharti Hexacom Limited by 1.11% through acquisition of 27,80,306 equity shares for an

aggregate consideration of Rs. 166,818 thousand thereby increasing its investment by same amount (Previous Year acquisition of equity in

Network i2i Limited at a purchase consideration of Rs. 5,313,916 thousand).

6. Advances given to Subsidiary Companies have been reported net basis.


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

As per our report of even date








Cash Flow Statementfor the year ended March 31, 2009

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM101




Particulars As at As at

March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 1

SHARE CAPITAL

Authorised

2,500,000,000 (March 31, 2008 - 2,500,000,000) 25,000,000 25,000,000

Equity shares of Rs. 10 each

Issued, Subscribed and Paid up

1,898,239,796 of Rs. 10 each fully paid up 18,982,398 18,979,074

(March 31, 2008- 1,897,907,446 Equity Shares of Rs. 10 each)

18,982,398 18,979,074

Notes:

(a) 49,999,000 and 1,516,390,970 equity shares issued as fully

paid-up bonus shares on February 24, 1997 and September 30, 2001

respectively out of Share Premium account

(b) 21,409,142 Equity Shares (March 31, 2008- 21,315,734) shares

are allotted as fully paid up upon the conversion of Foreign

Currency Convertible Bonds (FCCBs). (Refer Note 8 on Schedule 22)

(c) 2,722,125 Equity Shares (March 31, 2008 - 2,722,125) shares

are allotted as fully paid up under the Scheme of amalgamation

without payments being received in cash.

(d) For Stock options outstanding details refer note 27 on Schedule 22

SCHEDULE : 2

RESERVES AND SURPLUS

Securities Premium

Opening balance 39,889,844 39,259,225

Additions during the year 256,997 630,619

40,146,841 39,889,844

Revaluation reserve 21,284 21,284

Capital reserve 51,083 51,083

Reserve for Business Restructuring

Opening balance 24,785,198 -

Additions during the year (Refer Note 2(b) on Schedule 22) 126,831 82,181,203

Less : Transferred to Profit and Loss Account during the year - (57,396,005)

[Note 2(b) of Schedule 22] 24,912,029 24,785,198

Debenture Redemption reserve

Opening balance 139,958 553,581

Transferred to Profit and Loss Account during the year (4,411) (413,623)

135,547 139,958

Schedules annexed to and forming partof accounts

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM102




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

103


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 3

SECURED LOANS

(Refer Note 13 on Schedule 22)

Debentures 500,000 500,000

Other Loans and Advances :

-Vehicle Loans 17,304 24,244

517,304 524,244

Note : Amount repayable within one year 134,976 11,510

SCHEDULE : 4

UNSECURED LOANS

Short Term Loans and Advances

From Banks 6,243,768 4,803,050

Other Loans and Advances

From Banks 36,901,853 32,840,392

From Others 33,473,546 27,535,730

76,619,167 65,179,172

Note : Amount repayable within one year 25,123,211 17,581,716

General Reserve 6,000,000 -

Profit and Loss Account

Balance 184,973,262 118,194,797

Add : Adjustment - 43,127

Acquired under the scheme of Amalgamation

(Refer Note 2(a)(i) on Schedule 22) 55,028 (265,766)

185,028,290 117,972,158

256,295,074 182,859,525

SCHEDULE : 2 (Cont.)


5 Airtel main 98-148.p65 7/21/2009, 9:23 PM103




SC

HED

ULE 5

: F

IXED

ASSETS

(Refe

r N

ote

s 3,

4,

15,

16 o

n S

chedule

21 a

nd N

ote

2(b

), 2

1,

24 &

25 o

n S

chedule

22)

(Rs.

‘000)

Gro

ss B

lock V

alu

eD

epre

cia

tion/

Am

ort

isation

Net

Blo

ck V

alu

e

PA

RTIC

ULA

RS

As a

tA

cquired

Additio

ns

Sale

/A

s a

tA

s a

tA

cquired

For

the

Sale

/A

s a

tA

s a

tA

s a

t

April 01,

under

the

during

Adju

stm

ent

Marc

h 3

1,

April 01,

under

year

Adju

stm

ent

Marc

h 3

1,

Marc

h 3

1,

Marc

h 3

1,

2008

schem

e o

fth

e y

ear

during

2009

2008

the s

chem

eduring

2009

2009

2008

merg

er

the y

ear

of

merg

er

the y

ear

IN

TA

NG

IBLE A

SSETS

Soft

ware

83,9

93

- -

- 8

3,9

93

83,9

93

- -

- 8

3,9

93

- -

Bandw

idth

10,7

81,8

77

- 3

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95

3,7

56,8

16

10,7

48,5

56

1,1

23,1

06

- 6

05,7

87

2,6

22

1,7

26,2

71

9,0

22,2

85

9,6

58,7

71

Lic

ences

21,1

41,5

21

- -

- 2

1,1

41,5

21

9,3

29,9

15

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84

- 1

0,4

71,0

99

10,6

70,4

22

11,8

11,6

06

TA

NG

IBLE A

SSETS

Leasehold

Land

62,6

96

- 1

95,2

52

9,4

83

248,4

65

4,0

02

- 2

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657

5,4

67

242,9

98

58,6

94

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ehold

Land

454,1

82

89,2

82

132,0

28

399

675,0

93

- -

- -

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75,0

93

454,1

82

Buildin

g 2

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07

79,0

83

675,0

17

3,8

78

3,5

10,1

29

563,5

11

26,4

21

141,3

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730,5

40

2,7

79,5

89

2,1

96,3

96

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Im

pro

vem

ents

2,4

29,7

15

- 4

08,5

08

87,0

86

2,7

51,1

37

875,2

58

- 3

47,3

32

34,9

64

1,1

87,6

26

1,5

63,5

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nt

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achin

ery

224,3

19,6

64

100,5

88

84,5

74,0

33

(815,0

15)

309,8

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00

65,6

91,6

20

33,6

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27,0

93,6

04

1,2

91,0

62

91,5

27,8

57

218,2

81,4

43

158,6

28,0

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Com

pute

rs 1

6,5

17,2

57

547

4,3

19,4

64

210,4

84

20,6

26,7

84

11,6

43,4

99

547

3,4

29,7

40

178,4

15

14,8

95,3

71

5,7

31,4

13

4,8

73,7

58

Off

ice Equip

ment

1,5

22,3

32

4,2

50

427,2

45

59,7

97

1,8

94,0

30

905,8

92

1,4

95

279,0

52

55,2

09

1,1

31,2

30

762,8

00

616,4

40

Furn

iture

and F

ixtu

re 8

95,4

79

135

90,5

61

11,1

14

975,0

61

547,7

13

134

126,1

85

6,2

75

667,7

57

307,3

04

347,7

66

Vehic

les

184,4

96

- 3

6,2

77

21,2

16

199,5

57

81,5

04

- 3

7,4

99

12,9

55

106,0

48

93,5

09

102,9

92

Vehic

le o

n F

inance L

ease

3,3

97

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28

- 1

51

- 1

79

3,2

18

3,3

69

TO

TA

L 2

81,1

56,5

16

273,8

85

94,5

81,8

80

3,3

45,2

58

372,6

67,0

23

90,8

50,0

41

62,2

92

33,2

04,0

24

1,5

82,9

19

122,5

33,4

38

250,1

33,5

85

190,3

06,4

75

Capital W

ork

in P

rogre

ss

25,6

66,6

93

27,5

10,7

88

GRA

ND

TO

TA

L 2

81,1

56,5

16

273,8

85

94,5

81,8

80

3,3

45,2

58

372,6

67,0

23

90,8

50,0

41

62,2

92

33,2

04,0

24

1,5

82,9

19

122,5

33,4

38

275,8

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78

217,8

17,2

63

Pre

vio

us Y

ear

265,0

99,3

14

563,3

76

97,0

89,3

08

81,5

95,4

82

281,1

56,5

16

72,0

42,9

73

416,8

22

32,8

61,5

50

14,4

71,3

04

90,8

50,0

41

Note

s:

1.

Capital W

ork

in P

rogre

ss inclu

des C

apital advances o

f Rs.

1,5

55,7

09 t

housand (

Pre

vio

us y

ear

Rs.

3,6

23,8

15 t

housand)

2.

Additio

n t

o f

ixed a

ssets

during t

he y

ear

inclu

des :

Rs.

Nil (

Pre

vio

us y

ear

Gain

of

Rs.

1,6

41,5

79 t

housand)

on a

ccount

of

fluctu

ations in f

ore

ign e

xchange r

ate

s

3.

Capital w

ork

in P

rogre

ss a

s o

n M

arc

h 3

1,

2009 is n

et

of

Rs.

Nil (

Pre

vio

us y

ear

inclu

des R

s.

1,8

37 t

housand g

ain

) on a

ccount

of

fluctu

ation in E

xchange r

ate

4.

Fre

ehold

Land a

nd B

uildin

g inclu

des R

s.

13,1

35 t

housand (

Pre

vio

us y

ear

Rs.

26,4

68 t

housand)

and R

s.

297,3

01 t

housand (

pre

vio

us y

ear

Rs.

71,4

77 t

housand)

respectively

, in

respect

of

whic

h r

egis

tration o

f title in

favour

of

the C

om

pany is p

endin

g

5.

Buildin

g inclu

des b

uildin

g o

n leasehold

land R

s.

59,4

39 t

housand (

Marc

h 3

1,

2008 R

s.

Nil)

6.

The r

em

ain

ing a

mort

isation p

eriod o

f licence f

ees a

s a

t M

arc

h 3

1,

2009 r

anges b

etw

een 6

to 1

6 y

ears

for

Unifie

d A

ccess S

erv

ice L

icences a

nd 1

3 y

ears

for

Long D

ista

nce L

icences

7.

Capital w

ork

in p

rogre

ss inclu

des g

oods in t

ransit R

s.

2,0

69,4

95 t

housand (

Pre

vio

us y

ear

Rs.

2,8

87,4

41 t

housand)

8.

Com

pute

rs inclu

de G

ross B

lock o

f assets

capitalised u

nder

finance lease R

s.

12,1

65,6

84 t

housand (

Pre

vio

us y

ear

Rs.

7,9

93,4

24 t

housand)

and c

orr

espondin

g A

ccum

ula

ted D

epre

cia

tion b

ein

g R

s.

7,1

73,0

57 t

housand

(Pre

vio

us y

ear

Rs.

4,5

71,0

55 t

housand)

9.

Sale

/Adju

stm

ent

during t

he y

ear

inclu

des r

ecla

ssific

ation o

f cla

ss o

f assets

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM104




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

105


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 6

INVESTMENTS

(Refer Note 7 on Schedule 21 and Note 20 on Schedule 22)

Current, other than trade, Unquoted

- Deposits and Bonds 1,757,384 27,069

Current, other than trade, Quoted

- Mutual Funds and Bonds 18,792,006 15,705,261

Long term, other than trade, Unquoted

- Government securities 1,835 1,839

20,551,225 15,734,169

Long Term : Trade (Unquoted)

Investment in Subsidiaries

1) Bharti Hexacom Limited: 174,999,980 (Previous year 166,501,980)

Equity shares of Rs. 10 each fully paid up

(Refer Note 2(d) & (e) on Schedule 22) 5,717,628 5,207,748

2) Bharti Airtel Services Limited: 100,000 (Previous year 100,000)

Equity shares of Rs. 10 each fully paid up. 1,000 1,000

3) Bharti Aquanet Limited: Nil (Previous year 2,500,000)

Equity shares of Rs. 10 each fully paid up

(Refer Note 2(a) on Schedule 22) - 261,549

4) Bharti Airtel (USA) Limited: 300 (Previous year 200)

Equity shares of USD .0001 each fully paid up. 508,971 508,971

5 Bharti Airtel (UK) Limited:123,663 (Previous year 1)

Equity shares of GBP 1 each fully paid up* 100,612 87,609

6) Bharti Airtel (Hongkong) Limited: 4,959,480 (Previous year 1)

Equity shares of HKD 1 each fully paid up 26,333 26,333

7) Bharti Airtel (Canada) Limited: 100 (Previous year 100)

Equity shares of Canadian Dollar (CAD) 1 each fully paid up. 4 4

8) Bharti Airtel (Singapore) Private Limited: 7,50,001 (Previous year 100)

Equity shares of Singapore Dollar (SGD) 1 each fully paid up. 20,139 20,139

9) Network i2i Limited: 9,000,000 (Previous year 9,000,000)

Equity shares of USD 1 each fully paid up. 5,316,039 5,316,039

10) Bharti Infratel Limited: 500,000,000 (Previous year 50,000)

Equity shares of Rs. 10 each fully paid up.* 82,181,703 82,181,703

11) Bharti Telemedia Limited: 4,080,000 (Previous year 4,080,000)

Equity shares of Rs 10 each fully paid up. 40,902 40,902

12) Bharti Airtel Lanka (Private) Limited: 525,596,420

(Previous year 100) Equity shares of SLR 10 each fully paid up

(Refer Note 2(f) on Schedule 22) 2,049,411 -

13) Bharti Airtel Holdings (Singapore) Pte Limited: 1 (Previous year 1)

Equity shares of Singapore Dollar (SGD) 1 each fully paid up 1,106,553 -


5 Airtel main 98-148.p65 7/21/2009, 9:23 PM105





March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)


Investment in Joint Ventures

1) Bridge Mobile PTE Limited: 2,200,000 (Previous year 2,200,000)

Equity shares of USD 1 each fully paid up. 92,237 92,237

Investment in Assosiates

1) Bharti Teleports Limited: 1,470,000 (Previous year Nil)

Equity shares of Rs. 10 each fully paid up. (Refer Note 2(g) on Schedule 22) 14,700 -

Others

1) IFFCO Kissan Sanchar Limited : 100,000

(Previous Year 100,000) Equity Shares 50,125 50,125

97,226,357 93,794,359

117,777,582 109,528,528

(*Refer Note 20(b) on Schedule 22)

Aggregate Market Value of Quoted Investments 18,877,621 15,742,896

Aggregate amount of Quoted Investments 18,792,006 15,732,330

Aggregate amount of Unquoted Investments 98,985,576 93,796,198

SCHEDULE : 7

INVENTORY


Stock-In-Trade * 621,510 568,607

621,510 568,607

* Net of Provision for diminution in value Rs. 20,827 thousand

(March 31, 2008 Rs. 41,893 thousand)


5 Airtel main 98-148.p65 7/21/2009, 9:23 PM106




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

107


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 8

SUNDRY DEBTORS


(Unsecured, considered good unless otherwise stated)

Debts outstanding for a period exceeding six months

-considered good 1,027,380 1,789,956

-considered doubtful 7,198,205 5,074,794

Less : Provision for doubtful debts (7,198,205) 1,027,380 (5,074,794) 1,789,956

Other debts

-considered good 24,473,108 25,974,616

-considered doubtful 2,000,235 1,686,281


Debts due from other companies under the

same management within the meaning of

section 370(1B) Rs. Nil (March 31, 2008

Rs. 767,574 thousand)

(Also refer note 23 on Schedule 22) 25,500,488 27,764,572

SCHEDULE : 9

CASH AND BANK BALANCES

Cash in Hand 23,382 74,872

Cheques in Hand 422,136 1,045,123

Balances with Scheduled Banks

- in Current Account 1,088,926 888,557

- in Fixed deposits * 20,977,614 3,016,282

- in Deposit Account as Margin Money 3,969 4,556

22,516,027 5,029,390

* [Includes Rs. 14,208 thousand pledged with various

authorities (March 31, 2008 Rs. 61,288 thousand)]

SCHEDULE : 10

OTHER CURRENT ASSETS

Interest Accrued on Investment 207,635 19,399

Unamortised upfront fees and Deferred Premium 989,492 977,870

1,197,127 997,269


5 Airtel main 98-148.p65 7/21/2009, 9:23 PM107





March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 11

LOANS AND ADVANCES


Advances Recoverable in cash or in kind or for value to be received*

Considered good 41,539,755 27,527,205

Considered doubtful 4,438,434 4,191,441

Less: Provision (4,438,434) 41,539,755 (4,191,441) 27,527,205

Advance to ESOP Trust 105,489 116,971

Advance Tax [Net of provision for tax

Rs. 26,209,322 thousand

(March 31, 2008 17,018,162 thousand)] 894,226 119,902

Advance Wealth Tax [Net of Provision for tax

Rs. 840 thousand (March 31, 2008

Rs. 608 thousand)] 694 154

Advance Fringe Benefit Tax

[Net of provision for tax Rs. 869,615 thousand

(March 31, 2008 Rs. 502,607 thousand)] 49,655 45,767

MAT Credit 1,825,128 428,824

44,414,947 28,238,823

Debts due from other companies under

the same management within the meaning

of section 370(1B) Rs. 13,448,301 thousand

(March 31, 2008 Rs. 4,297,830 thousand)

(Also refer note 23 on Schedule 22)

SCHEDULE : 12

CURRENT LIABILITIES AND PROVISIONS

Current Liabilities

Sundry Creditors :

Total outstanding dues of Micro and

Small Enterprises* 44,258 -

Total outstanding dues of Creditors other

than Micro and Small Enterprises** 91,508,638 91,552,896 83,816,886 83,816,886

Advance Billing and Prepaid Card Revenue 31,299,451 26,853,515

Interest accrued but not due on loans 840,186 732,681

Other Liabilities 3,429,190 3,541,797

Advance Received from customers 633,162 667,121

Security Deposits (Refer Note 9 on Schedule 22) 3,424,931 3,478,690

131,179,816 119,090,690

*Refer Note 18 on Schedule 22

** Amount repayable to Subsidiary Companies

Rs. 2,640,272 thousand (Previous year Nil)


5 Airtel main 98-148.p65 7/21/2009, 9:23 PM108




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

109


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 13

MISCELLANEOUS EXPENDITURE

(To the extent not written off or adjusted)


Deferred Employee Compensation Expense*

Opening Balance - -

Add: Addition/(Adjustments) during the year (1,351) (6,594)

Less: Amortisation for the year** (1,351) (6,594)

- -

* Relating to Employee Stock Option Scheme 2001 and 2004

** Net of stock compensation income of Rs. 3,682 thousand


Premium on Redemption of Debentures

Opening Balance 2,034 26,630

Less : Write back during the year 588 20,218

Less : Amortisation for the year 573 4,378

873 2,034

Provisions

Gratuity (Refer Note 10 on Schedule 21 and

Note 6 on Schedule 22) 582,275 380,373

Leave Encashment (Refer Note 10 on Schedule 21 and

Note 6 on Schedule 22) 477,634 464,676

Others (Refer Note 6(i) and 21 on Schedule 22) 842,403 1,253,713

Proposed Dividend (Refer Note 31 on Schedule 22) 3,796,480 -

Tax on Dividend 645,212 -

6,344,004 2,098,762

137,523,820 121,189,452



5 Airtel main 98-148.p65 7/21/2009, 9:23 PM109




Particulars For the For the

year ended year ended

March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 15

COST OF GOODS SOLD

Opening Stock 568,607 478,145

Add : Purchases 2,869,427 2,353,696

Less : Simcard Utilisation 1,618,471 800,728

Less : Internal issues/capitalised 1,074,002 1,124,004

Less : Closing Stock * 621,510 568,607

124,051 338,502

* Net of Provision for diminution in value Rs. 20,827 thousand


SCHEDULE : 14

NETWORK OPERATING EXPENDITURE

Interconnect charges and PSTN rentals 864,335 891,747

Installation 42,549 86,131

Power and Fuel 16,125,827 9,857,737

Rent 28,747,906 8,102,162

Insurance 124,567 106,127

Repairs and Maintenance - Plant and Machinery 7,703,525 7,080,594

- Others 159,285 932,019

Leased Line and Gateway charges 1,213,649 647,260

Internet access and bandwidth charges 2,393,706 2,353,998

Others 5,893,572 2,946,971

63,268,921 33,004,746


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March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 16

PERSONNEL EXPENDITURE


Salaries, Wages and Bonus * 12,959,548 11,942,494

Contribution to Provident and Other Funds 430,928 416,416

Staff Welfare 584,949 619,846

Recruitment and Training 360,982 363,096

14,336,407 13,341,852

* Excluding amortisation of Deferred ESOP cost

Refer Note 27 (vii) on Schedule 22

SCHEDULE : 17

SALES AND MARKETING EXPENDITURE

Advertisement and Marketing 6,228,864 5,664,692

Sales Commission and Incentive 6,326,848 6,476,102

Sim card utilisation 1,618,471 800,728

Others 7,589,808 5,193,735

21,763,991 18,135,257

SCHEDULE : 18

ADMINISTRATIVE AND OTHER EXPENDITURE

Legal and Professional 746,185 656,224

Rates and Taxes 107,561 38,319

Power and Fuel 596,648 593,931

IT and Call Center Outsourcing 10,943,342 7,636,595

Traveling and Conveyance 942,806 1,030,744

Rent 1,087,509 1,145,635

Repairs and Maintenance - Building 106,231 97,779

- Others 398,890 583,725

Insurance 28,490 10,122

Bad debts written off 756,695 1,958,584

Provision for doubtful debts and advances 2,684,358 1,172,833

Provision for Diminution in Stock 228,944 30,824

Collection and Recovery Expenses 1,708,114 1,343,829

Loss on sale of assets (net) - 32,075

Miscellaneous Expenses 539,555 2,812,103

20,875,328 19,143,322


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SCHEDULE : 19

OTHER INCOME

Liabilities/Provisions no longer required written back 497,718 352,497

Profit on Sale of Assets (Net) 38,899 -

Miscellaneous 870,751 2,006,084

1,407,368 2,358,581

SCHEDULE : 20

FINANCE EXPENSE/(INCOME) (Net)

Interest :

- On Term Loan 2,010,561 1,948,841

- On Debentures 58,457 68,341

- On Others 35,189 60,595

Amortisation of Premium on Redemption of FCCB’s 573 4,378

Exchange fluctuation (gain)/loss (Net) 17,142,195 2,143,277

Loss from swap arrangements 65,433 97,562

Other Finance Charges 2,171,412 1,754,579

21,483,820 6,077,573

Less : Income

Profit on sale of Current Investments (other than trade) 2,354,840 577,505

Interest Income :

- from Current Investments and Fixed Deposits (Other than Trade)

[Gross of TDS of Rs. 132,610 thousand (March 31, 2008

Rs. 34,647 thousand)] 739,406 171,631

- from other advances 749,732 491,357

[Gross of TDS of Rs. 171,212 thousand (March 31, 2008

Rs. 108,538 thousand)] 3,843,978 1,240,493

17,639,842 4,837,080



March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)


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SCHEDULE: 21

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED

MARCH 31, 2009

1. BASIS OF PREPARATION

The financial statements have been prepared to comply in all material respects with the Notified Accounting

Standards by Companies (Accounting Standards) Rules, 2006, (‘as amended’) and the relevant provisions of

the Companies Act, 1956. The financial statements have been prepared under the historical cost convention on

an accrual basis except in case of assets for which revaluation is carried out. The accounting policies have been

consistently applied by the Company and, except for the changes in accounting policy discussed in Note 9

below, are consistent with those used in the previous year.

2. USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principles requires

management to make estimates and assumptions that affect the reported amounts of assets and liabilities and

disclosure of contingent liabilities at the date of the financial statements and the results of operations during the

reporting year end. Although these estimates are based upon management’s best knowledge of current events

and actions, actual results could differ from these estimates.

3. FIXED ASSETS

Fixed Assets are stated at cost of acquisition and subsequent improvements thereto, including taxes and duties

(net of cenvat credit), freight and other incidental expenses related to acquisition and installation. Capital work-

in-progress is stated at cost.

Site restoration cost obligations are capitalized when it is probable that an outflow of resources will be required

to settle the obligation and a reliable estimate of the amount can be made.

The intangible component of license fee payable by the Company for cellular and basic circles, upon migration

to the National Telecom Policy (NTP 1999), i.e. Entry Fee, has been capitalised as an asset and the one time

license fee paid by the Company for acquiring new licences (post NTP-99) (basic, cellular, national long distance

and international long distance services) has been capitalised as an intangible asset.

4. DEPRECIATION/AMORTISATION

Depreciation is provided on straight-line method, at the rates determined based on the estimated economic

useful lives of assets; or at the rates prescribed under schedule XIV of the Companies Act, 1956, whichever is

higher, as follows:

Useful lives

Leasehold Land Period of lease

Building 20 years

Building on Leased Land 20 years

Leasehold Improvements Period of lease or 10 years whichever is less

Plant and Machinery 3 years to 20 years

Computer/Software 3 years

Office Equipment 5 years/2 years

Furniture and Fixtures 5 years

Vehicles 5 years

Software up to Rs. 500 thousand is written off in the financial year placed in service.

Bandwidth capacity is amortised on straight line basis over the period of the agreement subject to a maximum

of 18 years.

The Entry Fee capitalised is being amortised equally over the period of the license and the one time licence fee

is being amortised equally over the balance period of licence from the date of commencement of commercial

operations.


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The site restoration cost obligation capitalized is depreciated over the period of the useful life of the related

asset.

Fixed Assets costing upto Rs 5 thousand are being fully depreciated within one year from the date of acquisition.

5. REVENUE RECOGNITION AND RECEIVABLES

Mobile Services

Service revenue is recognised on completion of provision of services. Service revenue includes income on

roaming commission and access charges passed on to other operators, and is net of discounts and waivers.

Revenue, net of discount, is recognised on transfer of all significant risks and rewards to the customer and when

no significant uncertainty exists regarding realisation of consideration.

Processing fees on recharge is being recognised over the estimated customer relationship period or voucher

validity period, as applicable.

Telemedia Services (Erstwhile Broadband & Telephone Services) and Enterprise Services Carriers

Service revenue is recognised on completion of provision of services. Revenue on account of bandwidth service

is recognised on time proportion basis in accordance with the related contracts. Service Revenue includes

access charges passed on to other operators, and is net of discounts and waivers. Revenue, net of discount,

from sale of goods is recognised on transfer of all significant risks and rewards to the customer and when no

significant uncertainty exists regarding realisation of consideration.

Revenue from prepaid calling cards packs is recognised on the actual usage basis.

Enterprise Services Corporate

Revenue, net of discount, from sale of goods is recognised on transfer of all significant risks and rewards to the

customer and when no significant uncertainty exists regarding realisation of consideration.

Service Revenues includes revenues from registration, installation and provision of Internet and Satellite services.

Registration fees is recognised at the time of dispatch and invoicing of Start up Kits. Installation charges are

recognised as revenue on satisfactory completion of installation of hardware and service revenue is recognised

from the date of satisfactory installation of equipment and software at the customer site and provisioning of

Internet and Satellite services.

Activation Income

Activation revenue and related direct activation costs, not exceeding the activation revenue, are deferred and

amortized over the related estimated customers relationship period, as derived from the estimated customer

churn period.

Investing and other Activities

Income on account of interest and other activities are recognised on an accrual basis. Dividends are accounted

for when the right to receive the payment is established.

Provision for doubtful debts

The Company provides for amounts outstanding for more than 90 days in case of active subscribers and for

entire outstanding from deactivated customers net off security deposits or in specific cases where management

is of the view that the amounts from certain customers are not recoverable.

For receivables due from the other operators on account of their NLD and ILD traffic, IUC and roaming charges,

the Company provides for amounts outstanding for more than 120 days from the date of billing, net of any

amounts payable to the operators or in specific cases where management is of the view that the amounts from

these operators are not recoverable.

Accrued Billing revenue

Accrued billing revenue represent revenue recognized in respect of Mobile, Broadband and Telephone, and Long

Distance services provided from the bill cycle date to the end of each month. These are billed in subsequent

periods as per the terms of the billing plans.

6. INVENTORY

Inventory is valued at the lower of cost and net realisable value. Cost is determined on First in First out basis.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of

completion and the estimated costs necessary to make the sale.

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The Company provides for obsolete and slow-moving inventory based on management estimates of the usability

of inventory.

7. INVESTMENT

Current Investments are valued at lower of cost and fair market value determined on individual basis.

Long term Investments are valued at cost. Provision is made for diminution in value to recognise a decline, if

any, other than that of temporary nature.

8. LICENSE FEES – REVENUE SHARE

With effect from August 1, 1999, the variable Licence fee computed at prescribed rates of revenue share is

charged to the Profit and Loss Account in the year in which the related revenues are recognised. Revenue for

this purpose identified as adjusted gross revenue as per the respective license agreements.

9. FOREIGN CURRENCY TRANSLATION, ACCOUNTING FOR FORWARD CONTRACTS AND DERIVATIVES

Initial Recognition

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount

the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

Conversion

Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in

terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of

the transaction; and non-monetary items which are carried at fair value or other similar valuation denominated

in a foreign currency are reported using the exchange rates that existed when the values were determined.

Exchange Differences

Exchange differences arising on the settlement of monetary items or on restatement of the Company’s monetary

items at rates different from those at which they were initially recorded during the period/year, or reported in

previous financial statements, are recognized as income or as expenses in the period/year in which they arise as

mentioned below.

During the year, the Company has, with effect from the April 1, 2008, changed its policy to charge/credit

fluctuations in respect of loans/liabilities for acquisition of fixed assets directly to the Profit & Loss Account

from adjusting such exchange differences in the carrying cost of the respective assets.

Forward Exchange Contracts covered under AS 11, ‘The Effects of Changes in Foreign Exchange Rates’

Exchange differences on forward exchange contracts and plain vanilla currency options for establishing the

amount of reporting currency and not intended for trading and speculation purposes, are recognised in the Profit

& Loss Account in the year in which the exchange rate changes. The premium or discount arising at the

inception of forward exchange contracts is amortised as expense or income over the life of the contract. Any

profit or loss arising on cancellation or renewal of such forward exchange contract is recognised as income or

expense for the period/year.

Exchange difference on forward contracts which are taken to establish the amount other than the reporting

currency arising due to the difference between forward rate available at the reporting date for the remaining

maturity period and the contracted forward rate (or the forward rate last used to measure a gain or loss on the

contract for an earlier period) are recognised in the profit and loss account for the period/year.

Other Derivative Instruments, not in the nature of AS 11, ‘The Effects of Changes in Foreign Exchange Rates’

The Company enters into various foreign currency option contracts and interest rate swap contracts that are not

in the nature of forward contracts designated under AS 11 as such and contracts that are not entered to

establish the amount of the reporting currency required or available at the settlement date of a transaction; to

hedge its risks with respect to foreign currency fluctuations and interest rate exposure arising out of import of

capital goods using foreign currency loan. At every year end all outstanding derivative contracts are fair valued

on a marked-to-market basis and any loss on valuation is recognised in the profit and loss account, on each

contract basis. Any gain on marked-to-market valuation on respective contracts is not recognized by the Company,

keeping in view the principle of prudence as enunciated in AS 1, ‘Disclosure of Accounting Policies’. Any

reduction to fair values and any reversals of such reductions are included in profit and loss statement of the

period/year.

Embedded Derivative Instruments

The Company occasionally enters into contracts that do not in their entirety meet the definition of a derivative

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instrument that may contain “embedded” derivative instruments – implicit or explicit terms that affect some or

all of the cash flow or the value of other exchanges required by the contract in a manner similar to a derivative

instrument. The Company assesses whether the economic characteristics and risks of the embedded derivative

are clearly and closely related to the economic characteristics and risks of the remaining component of the host

contract and whether a separate, non-embedded instrument with the same terms as the embedded instrument

would meet the definition of a derivative instrument. When it is determined that (1) the embedded derivative

possesses economic characteristics and risks that are not clearly and closely related to the economic characteristics

and risks of the host contract and (2) a separate, stand-alone instrument with the same terms would qualify as

a derivative instrument, the embedded derivative is separated from the host contract, carried at fair value as a

trading or non-hedging derivative instrument. The loss on marked-to-market valuation of the embedded derivative

instrument is recognized in the Profit & Loss Account for the period/year. Any reduction in mark to market

valuations and reversals of such reductions are included in profit and loss statement of the period/year.

Translation of Integral and Non-Integral Foreign Operation

The financial statements of an integral foreign operation are translated as if the transactions of the foreign

operation have been those of the Group itself.

In translating the financial statements of a non-integral foreign operation for incorporation in financial statements,

the assets and liabilities, both monetary and non-monetary are translated at the closing rate; income and

expense items are translated at exchange rate at the date of transaction for the year; and all resulting exchange

differences are accumulated in a foreign currency translation reserve until the disposal of the net investment.

Foreign exchange contracts for trading and speculation purpose

Foreign exchange contracts intended for trading and/or speculation are fair valued on a marked-to-market basis

and any loss on such valuation is recognised in the Profit & Loss Account for the period.

10. EMPLOYEE BENEFITS

(a) Short term employee benefits are recognised in the period during which the services have been rendered.

(b) All employees of the Company are entitled to receive benefits under the Provident Fund, which is a defined

contribution plan. Both the employee and the employer make monthly contributions to the plan at a

predetermined rate (presently 12%) of the employees’ basic salary. These contributions are made to the

fund administered and managed by the Government of India. In addition, some employees of the Company

are covered under the employees’ state insurance schemes, which are also defined contribution schemes

recognized and administered by the Government of India.

The Company’s contributions to both these schemes are expensed in the Profit and Loss Account. The

Company has no further obligations under these plans beyond its monthly contributions.

(c) Some employees of the Company are entitled to superannuation, a defined contribution plan which is

administered through Life Insurance Corporation of India (“LIC”). Superannuation benefits are recorded as

an expense as incurred.

(d) Short term compensated absences are provided for based on estimates. Long term compensated absences

are provided for based on actuarial valuation. The actuarial valuation is done as per projected unit credit

method.

(e) The Company provides for gratuity obligations through a defined benefit retirement plan (the ‘Gratuity

Plan’) covering all employees. The Gratuity Plan provides a lump sum payment to vested employees at

retirement or termination of employment based on the respective employee salary and years of employment

with the Company. The Company provides for the Gratuity Plan based on actuarial valuations as per the

Projected Unit Credit Method at the end of each financial year in accordance with Accounting Standard 15

(revised), “Employee Benefits”. The Company makes annual contributions to the LIC for the Gratuity Plan

in respect of employees at certain circles.

(f) Other Long term service benefits are provided based on actuarial valuation made at the end of each

financial year. The actuarial valuation is done as per projected unit credit method.

(g) Actuarial gains and losses are recognized as and when incurred.

11. PRE-OPERATIVE EXPENDITURE

Expenditure incurred by the Company from the date of acquisition of license for a new circle or from the date of

start-up of new ventures or business, up to the date of commencement of commercial operations of the circle

or the new venture or business, not directly attributable to fixed assets are charged to the Profit & Loss account

in the year in which such expenditure is incurred.

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12. LEASES

a) Where the Company is the lessee

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the

leased term, are classified as operating leases. Lease Rentals with respect to assets taken on ‘Operating

Lease’ are charged to the Profit & Loss Account on a straight-line basis over the lease term.

Leases which effectively transfer to the Company substantially all the risks and benefits incidental to

ownership of the leased item are classified as finance lease. Assets acquired on ‘Finance Lease’ which

transfer risk and rewards of ownership to the Company are capitalized as assets by the Company at the

lower of fair value of the leased property or the present value of the minimum lease payments or where

applicable, estimated fair value of such assets.

Amortization of capitalised leased assets is computed on the Straight Line method over the useful life of

the assets. Lease rental payable is apportioned between principal and finance charge using the internal rate

of return method. The finance charge is allocated over the lease term so as to produce a constant periodic

rate of interest on the remaining balance of liability.

b) Where the Company is the lessor

Lease income in respect of ‘Operating Lease’ is recognised in the Profit & Loss Account on a straight-line

basis over the lease term.

Finance leases as a dealer lessor are recognized as a sale transaction in the Profit & Loss Account and are

treated as other outright sales.

Finance Income is recognized based on a pattern reflecting a constant periodic rate of return on the net

investment of the lessor outstanding in respect of the lease.

c) Initial direct costs are expensed in the Profit & Loss Account at the inception of the lease.

13. TAXATION

Current Income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities

in accordance with Indian Income Tax Act, 1961.

Deferred income taxes reflects the impact of current year timing differences between taxable income and

accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured

based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred

tax assets are recognised and reviewed at each balance sheet date, only to the extent that there is reasonable

certainty that sufficient future taxable income will be available against which such deferred tax assets can be

realised. In situations where the company has unabsorbed depreciation or carry forward tax losses, all deferred

tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be

realised against future taxable profits. At each balance sheet date, unrecognised deferred tax assets of earlier

years are re-assessed and recognised to the extent that it has become reasonably certain that future taxable

income will be available against which such deferred tax assets can be realized.

Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing

evidence that the Company will pay normal income tax during the specified period. In the period/year in which

the MAT credit becomes eligible to be recognized as an asset in accordance with the recommendations contained

in Guidance Note issued by the ICAI, the said asset is created by way of a credit to the Profit and Loss Account

and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes

down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the

effect that Company will pay normal Income Tax during the specified period.

14. MISCELLANEOUS EXPENDITURE

Premium on redemption of debentures is recognised as an expense to the Profit and Loss Account over the

period of the related contract.

15. BORROWING COST

Borrowing cost attributable to the acquisition or construction of fixed assets which takes substantial period of

time to get ready for its intended use is capitalised as part of the cost of that asset. Other borrowing costs are

recognised as an expense in the year in which they are incurred.

16. IMPAIRMENT OF ASSETS

The carrying amounts of assets are reviewed at each balance sheet date for impairment whenever events or

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changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is

recognized for the amount by which the assets’ carrying amount exceeds its recoverable amount. The recoverable

amount is the higher of the assets’ fair value less costs to sell and value in use.

For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately

identifiable cash flows (cash generating units).

17. SEGMENTAL REPORTING

a) Primary Segment

The Company operates in four primary business segments viz. Mobile Services, Telemedia Services, Enterprise

Services Carriers and Enterprise Services Corporate.

b) Secondary Segment

The Company has operations within India as well as in other countries through entities located outside India.

The operations in India constitute the major part, which is the only reportable segment, the remaining

portion being attributable to others.

18. EARNINGS PER SHARE

The earnings considered in ascertaining the Company’s Earnings per Share (‘EPS’) comprise the net profit after

tax. The number of shares used in computing basic EPS is the weighted average number of shares outstanding

during the period. The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects

of potential dilutive equity shares unless impact is anti dilutive.

19. WARRANTY AND ASSET RETIREMENT OBLIGATIONS (ARO)

Provision for warranty and ARO is based on past experience and technical estimates.

20. PROVISIONS

Provisions are recognised when the Company has a present obligation as a result of past event; it is more likely

than not that an outflow of resources will be required to settle the obligation, in respect of which a reliable

estimate can be made. Provisions are not discounted to its present value and are determined based on best

estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet

date and adjusted to reflect the current best estimates.

21. EMPLOYEE STOCK OPTIONS OUTSTANDING

Employee Stock options outstanding are valued using Black Scholes / Lattice valuation option – pricing model

and the fair value is recognised as an expense over the period in which the options vest.

22. CASH AND CASH EQUIVALENTS

Cash and Cash equivalents in the Balance Sheet comprise cash in hand and at bank and short-term investments.

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SCHEDULE: 22

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2009

1. Background

Bharti Airtel Limited ('Bharti Airtel' or 'the Company') incorporated in India on July 7, 1995, is a Company

promoted by Bharti Telecom Limited ('BTL'), a Company incorporated under the laws of India.

2. New Operations

a) During the year ended March 31, 2009, the scheme of amalgamation (Scheme) for amalgamation of Bharti

Aquanet Limited ('Aquanet') with the Company has been approved by the Hon'ble High Court and filed with

the Registrar of Companies, National Capital Terrritory of Delhi & Haryana, (ROC) on January 1, 2009.

Accordingly, all assets and liabilities of Aquanet are recorded by the Company under pooling of interest

method effective January 1, 2009.

i) The difference between the carrying value of Investment in Aquanet and value of net assets acquired

under the Scheme of Rs. 55,028 thousand has been credited to Reserve and Surplus.

ii) The Company has not issued any shares to give an effect to the above scheme.

b) During the year ended March 31, 2008, the Company had transferred its telecom infrastructure undertaking

worth Rs. 57,396,005 thousand into a separate legal entity Bharti Infratel Limited ("BIL") at nil value

pursuant to scheme sanctioned by The Hon'ble High Court of Delhi, effective from January 31, 2008. The

Company had revalued its investment in BIL and recorded it at its fair value of Rs. 82,181,203 thousand.

The reserve arising on business restructuring stand at Rs. 24,785,198 thousand in the balance sheet of the

Company as of March 31, 2008.

During the year ended March 31, 2009, the Company has, based on final reconciliation with BIL, transferred

in/out certain assets and accounted these in accordance with the accounting prescribed in the Scheme

resulting into net increase in the Business Restructuring Reserve ('BRR') and decrease in the net liabilities of

the Company by Rs. 126,831 thousand for year ended March 31, 2009. This reconciliation has no impact

on the profits for the year ended March 31, 2009.

c) During the year ended March 31, 2009, Bharti Airtel invested Rs. 1,106,553 thousands in equity shares of

its wholly owned subsidiary Bharti Airtel Holdings Singapore Pte Limited towards equity. As of March 31,

2009, the amount is pending allotment by the subsidiary.

d) On September 9, 2008, Bharti Airtel Limited subscribed to 5,717 thousand right shares of Bharti Hexacom

Limited for an aggregate consideration of Rs. 343,062 thousand.

e) Further, on February 19, 2009, the Company increased its stake in Bharti Hexacom Limited by 1.11%

through acquisition of 27,80,306 equity shares for an aggregate consideration of Rs. 166,818 thousand.

f) During the year ended March 31, 2009, the Company invested Rs. 2,049,411 thousand in its wholly owned

subsidiary Bharti Airtel Lanka (Private) Limited towards equity.

g) On March 4, 2009, the Company subscribed to 1470,000 equity shares (49% stake) in Bharti Teleports

Limited for an aggregate consideration of Rs. 14,700 thousand.

3. Contingent liabilities

a) Total Guarantees outstanding as at March 31, 2009 amounting to Rs. 20,895,580 thousand (March 31,

2008 Rs. 13,686,627 thousand) have been issued by banks and financial institutions on behalf of the

Company.

Corporate Guarantees outstanding as at March 31, 2009 amounting to Rs. 1,576,542 thousand (March 31,

2008 Rs. 1,198,890 thousand) have been given to banks and financial institutions as mentioned above on

behalf of Group Companies.


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b) Claims against the Company not acknowledged as debt (excluding cases where the possibility of any

outflow in settlement is remote):

(Rs. ‘000)


March 31, 2009 March 31, 2008

(i) Taxes, Duties and Other demands

(under adjudication/appeal / dispute)

-Sales Tax (see 3 (c) below) 399,942 333,639

-Service Tax (see 3 (d) below) 668,073 168,787-Income Tax (see 3 (e) below) 1,977,127 1,720,888-Customs Duty (see 3 (f) below) 2,198,348 31,194-Stamp Duty 353,403 415,003-Entry Tax (see 3 (g) below) 1,020,873 44,829-Municipal Taxes 2,994 2,860-Access Charges / Port Charges (see 3 (i) below) 2,208,917 2,239,974-DoT demands (including 3 (h) below) 579,674 1,195,825

-Other miscellaneous demands 66,034 68,181

(ii) Claims under legal cases including arbitration matters

(including 3 (j) below) 464,149 382,015

9,939,534 6,603,195

Unless otherwise stated below, the management believes that, based on legal advice, the outcome of these

contingencies will be favourable and that a loss is not probable.

Of the above, details of unpaid amounts relating to Income Tax, Sales Tax, Service Tax and Custom Duty

together with forum where dispute is pending as at March 31, 2009 is set out below:

Name of Nature of Amount Amount Period to Forum where

the Statutes the Dues Disputed Deposited which it the dispute

(in Rs. ‘000) (in Rs. ‘000) Relates is pending

Andhra Pradesh VAT Act Sales Tax 2,359,596 500,586 2005-08 High Court of Andhra Pradesh

Gujarat Sales Tax Act Sales Tax 928 - 2006-07 Commissioner (Appeals)

West Bengal Sales Tax Act Sales Tax 402 - 1996-97 DCCT - Appellate Stage

West Bengal Sales Tax Act Sales Tax 14 - 1997-98 The Appelate authority

UP VAT Act Sales Tax 12,178 7,194 2002-09 Assessing Officer

Central Sales Tax Act Sales Tax 35,836 5,400 2003-05 Joint Commissioner Appeals

UP VAT Act Sales Tax 505 136 2003-04 & Joint Commissioner Appeals

2006-07

UP VAT Act Sales Tax 7,600 3,520 2006-07 High Court of Judicature at Allahabad,

Lucknow Bench

UP VAT Act Sales Tax 33 29 2008-09 Assisstant Commissioner of Sales tax

Haryana Sales tax Sales Tax 2,797 - 2002-04 Joint commissioner

Punjab Sales Tax Act Sales Tax 611 611 2002-03 Jt. Director (Enforcement)

Madhya Pradesh Sales Tax 21,720 8,621 1997-01 & Deputy Commissioner Appeals

Commercial Sales Tax Act 2003-05

UP VAT Act Sales Tax 1,125 1,125 2002-05 Assistant Commissionet

Karnataka Sales Tax Act Sales Tax 290,920 127,871 2005-06 JC Appeals

Sub Total (A) 2,734,265 655,093

Finance Act,1994 Service Tax 371,032 - 1997-2001 Customs, Excise and Service Tax

(Service Tax Provisions) & 2002-08 Appelate Tribunal

Finance Act,1994 Service Tax 62,126 14,384 2002-06 Commissoner Appeals

(Service Tax Provisions)

Finance Act,1994 Service Tax 445 - 2004-06 Deputy Commisioner Appeals


Finance Act,1994 Service Tax 231,021 - 2000-01 & Supritendent of Mohali

(Service Tax Provisions) 2005-08

Finance Act,1994 Service Tax 3,449 - 2006-07 Joint Commissioner of Central Excise


Sub Total (B) 668,073 14,384

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c) Sales tax

The claims for sales tax as of March 31, 2009 comprised the cases relating to:

i. the appropriateness of the declarations made by the Company under the relevant sales tax legislations

which was primarily procedural in nature; and

ii. the applicable sales tax on disposals of certain property and equipment items.

d) Service tax

The service tax demands as at March 31, 2009 relate to:

i. roaming revenues charged from other operators; and

ii. subscriber receivables written off.

e) Income tax demand under appeal

Income tax demands under appeal mainly included the appeals filed by the Company before various appellate

authorities against the disallowance of certain expenses being claimed under tax by income tax authorities.

The management believes that, based on legal advice, it is probable that its tax positions will be sustained

and accordingly, recognition of a reserve for those tax positions will not be appropriate.

f) Custom duty

The custom authorities, in some states, demanded Rs. 2,198,348 thousand as at March 31, 2009 (March

31, 2008 - Rs. 31,194 thousand) for the imports of special software on the ground that this would form

part of the hardware along with which the same has been imported. The view of the Company is that such

imports should not be subject to any custom duty as it would be an operating software exempt from any

custom duty. The management is of the view that the probability of the claims being successful is remote.

g) Entry tax

In certain states an entry tax is levied on receipt of material from outside the state. This position has been

challenged by the Company in the respective states, on the grounds that the specific entry tax is ultra vires

the constitution. Classification issues have been raised whereby, in view of the Company, the material

proposed to be taxed not covered under the specific category. The amount under dispute as at March 31,

2009 was Rs. 1,020,873 thousand (March 31, 2008 - Rs. 44,829 thousand) included in Note 3 (b) above.

h) DoT Demands

i) The Company has received demands from DoT pertaining to Bharti Broadband Limited (now merged

with Bharti Airtel Limited) amounting to Rs. 50,563 thousand against which an appeal has been filed

before Hon'ble TDSAT (included in note 3 (b) above). The erstwhile promoter of Bharti Broadband

Limited has undertaken to reimburse the Company in the event of the claim being payable.

ii) The Company has not been able to meet its roll out obligations fully due to certain non-controllable

factors like Telecommunication Engineering Center testing, Standing Advisory Committee of Radio

Frequency Allocations clearance, non availability of spectrum, operational hazards, etc. The Company

has received show cause notices from DoT for 14 of its circles for non-fulfillment of its roll out obligations.

The Company is confident that this show cause notice would not result into liability.

Name of Nature of Amount Amount Period to Forum where

the Statutes the Dues Disputed Deposited which it the dispute

(in Rs ‘000) (in Rs ‘000) relates is pending

Income Tax Act, 1961 Income Tax 2,454,836 764,644 2003-2009 Commissioner of Income Tax (Appeals)

Income Tax Act, 1961 Income Tax 100,313 581,721 1996-1997 & High Court

2002-2004

Income Tax Act, 1961 Income Tax 108,055 91,754 1996-97 & Income Tax Appelate Tribunal

1999-02 &

2006-07

Sub Total (C) 2,663,204 1,438,119

Customs Act-1962 Custom Act 2,095,298 31,963 2001-04 & Customs, Excise and Service Tax

2005-06 Appelate Tribunal, Mumbai

Customs Act-1962 Custom Act 103,050 25,762 2007-08 Commissioner of Customs (Appeals)

Sub Total (D) 2,198,348 57,725

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i) Access charges/Port Charges

The Company has several claims from BSNL relating to transit charges, access charges (pre-IUC period) and

Non-CLI calls. These claims are under litigation at various forum or at stages of mutual discussion for

settlement. Pending settlement of these claims, the Company has disclosed the related amount as contingent

liability.

The management believes that the outcome of these contingencies would not result into any liability.

Accordingly, no amounts have been accrued although some have been paid under protest.

j) Others

Others mainly include disputed demands for consumption tax, disputes before consumer forum and with

respect to labour cases and a potential claim for liquidated damages.

The management believes that, based on legal advice, the outcome of these contingencies will be favourable

and that a loss is not probable. No amounts have been paid or accrued towards these demands.

k) Bharti Mobinet Limited ('BMNL') litigation

Bharti Airtel is currently in litigation with DSS Enterprises Private Limited (DSS) (0.34 per cent equity

interest in erstwhile Bharti Cellular Limited (BCL)) for an alleged claim for specific performance in respect of

alleged agreements to sell the equity interest of DSS in erstwhile BMNL to Bharti Airtel. The case filed by

DSS to enforce the sale of equity shares before the Delhi High Court had been transferred to District Court

and was pending consideration of the Additional District Judge. This suit was dismissed in default on the

ground of non-prosecution. DSS had filed an application for restoration of the suit but has subsequently

withdrawn the restoration application. In respect of the same transaction, Crystal Technologies Private

Limited ('Crystal'), an intermediary, has initiated arbitration proceedings against the Company demanding

Rs. 194,843 thousand included in Note 3 (b) above regarding termination of its appointment as a consultant

to negotiate with DSS for the sale of DSS stake in erstwhile BMNL to Bharti Airtel. DSS has also filed a suit

against a previous shareholder of BMNL and Bharti Airtel challenging the transfer of shares by that shareholder

to Bharti Airtel. The suit was subsequently dismissed as frivolous, which has been appealed to in the Delhi

High Court by DSS and subsequently transferred to District Court. DSS has also initiated arbitration proceedings

seeking direction for restoration of the cellular license and the entire business associated with it including all

assets of BCL/BMNL to DSS or alternatively, an award for damages. An interim stay has been granted by

the Delhi High Court with respect to the commencement of arbitration proceedings. The liability, if any, of

Bharti Airtel arising out of above litigation cannot be currently estimated. Since the amalgamation of BCL

and erstwhile Bharti Infotel Limited (BIL) with Bharti Airtel, DSS, a minority shareholder in BCL, has been

issued 2,722,125 equity shares of Rs. 10 each bringing the share of DSS in Bharti Airtel down to 0.14% as

at March 31, 2009. The management believes that, based on legal advice, the outcome of these contingencies

will be favourable and that a loss is not probable. Accordingly, no amounts have been accrued or paid in

regard to this dispute.

4. Export Obligation

Bharti Airtel has obtained licenses under the Export Promotion Credit Guarantee ('EPCG') Scheme for importing

capital goods at a concessional rate of customs duty against submission of bank guarantee and bonds.

Under the terms of the respective schemes, the Company is required to export goods of FOB value equivalent

to, or more than, five times the CIF value of imports in respect of certain licenses and eight times the duty saved

in respect of licenses where export obligation has been refixed by the order of Director General Foreign Trade,

Ministry of Finance, as applicable within a period of eight years from the import of capital goods. The Export

Promotion Capital Goods Scheme, Foreign Trade Policy 2004-2009 as issued by the Central Government of

India, covers both manufacturer exporters and service providers. Accordingly, in accordance with Clause 5.2 of

the Policy, export of telecommunication services would also qualify.

Accordingly, the Company was required to export goods and services of FOB value of Rs. 2,596,473 thousand

(March 31, 2008 Rs. 1,087,184 thousand).

5. a) Estimated amount of contracts to be executed on capital account and not provided for (net of advances)

Rs. 29,526,399 thousand (March 31, 2008- Rs. 63,603,778 thousand).

b) Under the IT Outsourcing Agreement, the Company has commitments to pay Rs. 7,563,213 thousand

(March 31, 2008 Rs. 8,009,806 thousand).

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6. Employee benefits

a) During the year, the Company has recognized the following amounts in the Profit & Loss Account

Defined Contribution Plans

(Rs. ‘000)


Year ended Year ended

March 31, 2009 March 31, 2008

Employer’s Contribution to Provident Fund *@ 430,173 415,323

Employer’s Contribution to Super annuation Fund # 2,162 1,173

Employer’s Contribution to ESI * 755 1,093

* Included in Contribution to Provident and Other Funds (Refer Schedule 16)

# Included in Salaries, Wages and Bonus (Refer Schedule 16)

@ Includes Contribution to Defined Contribution Plan for Key Managerial Personnel (Refer Note 16 below)

Defined Benefit Plans

Gratuity liability and leave encashment liability are defined benefit obligations and are provided for on the

basis of an actuarial valuation on projected unit credit method made at the end of each financial year.

For the year ended March 31, 2009

(Rs. ‘000)

Particulars Gratuity # Leave Encashment #

Funded Unfunded Total Unfunded

Current service cost 137,385 16,290 153,675 137,873

Interest cost 24,644 8,777 33,421 34,851

Expected Return on plan assets (4,864) (30) (4,894) -

Actuarial (gain)/loss 121,656 (7,094) 114,562 34,078

Past service cost - - - -

Curtailment and Settlement cost/(credit) - - - -

Net cost 278,821 17,943 296,764 206,802

For the Year ended March 31, 2008

(Rs. ‘000)



Current service cost 94,819 20,367 115,186 190,667

Interest cost 18,363 8,401 26,764 27,491

Expected Return on plan assets (4,768) 4 (4,764) -

Actuarial (gain) / loss 88,695 (13,666) 75,029 81,103

Past service cost - - - -

Curtailment and Settlement cost/(credit) - - - -

Net cost 197,109 15,106 212,215 299,261

# Included in Salaries, Wages and Bonus (Refer Schedule 16)

b) The assumptions used to determine the benefit obligations are as follows :


Particulars Gratuity Leave

Encashment

Discount Rate 7.50% 7.50%

Expected Rate of increase in Compensation levels

-Ist Three Years 15.00% 15.00%

-Thereafter 7.00% 7.00%

Expected Rate of Return on Plan Assets 7.50% NA

Expected Average remaining working lives of employees (years) 25.23 years 25.23 years

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM123





Particulars Gratuity Leave

Encashment

Discount Rate 7.50% 7.50%Expected Rate of increase in Compensation levels 7.00% 7.00%Expected Rate of Return on Plan Assets 7.50% NAExpected Average remaining working lives of employees (years) 25.85 years 25.85 years

c) Reconciliation of opening and closing balances of benefit obligations and plan assets

For the year ended March 31, 2009 (Rs. ‘000)

Particulars Gratuity Leave Encashment


Change in projected benefit obligation (PBO)

Projected benefit obligation at beginning of year 345,363 100,257 445,620 464,676Current service cost 137,385 16,290 153,675 137,873Interest cost 24,644 8,777 33,421 34,851Benefits paid - (84,228) (84,228) (193,843)Curtailment and Settlement cost - - - -Contribution by plan participants - - - -Past service cost - - - -Actuarial (gain)/loss (4,937) 114,605 109,668 34,077

Projected benefit obligation at year end 502,455 155,701 658,156 477,634

Change in plan assets :

Fair value of plan assets at beginning of year 65,247 - 65,247 -Expected return on plan assets 4,894 - 4,894 -Actuarial gain/(loss) (4,893) - (4,893) -Employer contribution 10,634 - 10,634 -Contribution by plan participants - - - -Settlement cost - - - -Benefits paid - - - -

Fair value of plan assets at year end 75,882 - 75,882 -

Net funded status of the plan (426,573) (155,701) (582,275) (477,634)

Net amount recognized (426,573) (155,701) (582,275) (477,634)

For the year ended March 31, 2008 (Rs. ‘000)



Change in projected benefit obligation (PBO)

Projected benefit obligation at beginning of year 244,757 112,093 356,850 366,542Current service cost 94,819 20,367 115,186 190,667Interest cost 18,363 8,401 26,764 27,491Benefits paid (21,258) (102,217) (123,475) (201,127)Curtailment and Settlement cost - - - -Contribution by plan participants - - - -Past service cost - - - -Actuarial (gain)/loss 8,682 61,613 70,295 81,103



Fair value of plan assets at beginning of year 63,526 - 63,526 -Expected return on plan assets 4,764 - 4,764 -Actuarial gain/(loss) (4,733) - (4,733) -Employer contribution 23,219 - 23,219 -Contribution by plan participants - - - -Settlement cost - - - -Benefits paid (21,529) - (21,529) -

Fair value of plan assets at year end 65,247 - 65,247 -



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d) The expected rate of return on plan assets was based on the average long-term rate of return expected to

prevail over the next 15 to 20 years on the investments made by the LIC. This was based on the historical

returns suitably adjusted for movements in long-term government bond interest rates. The discount rate is

based on the average yield on government bonds of 20 years.

e) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,

promotion and other relevant factors, such as supply and demand in the employment market.

f) The Company made annual contributions to the LIC of an amount advised by the LIC. The Company was not

informed by LIC of the investments made by the LIC or the break-down of plan assets by investment type.

g) Estimated amounts of benefits payable within next year are Rs. 242,918 thousand (March 31, 2008

Rs. 220,206 thousand).

h) The table below illustrates experience adjustment disclosure as per para 120 (n) (ii) of Accounting Standard

15, 'Employee Benefits'

Gratuity Leave Encashment

Particulars For the year For the year For the year For the year For the year For the year

ended March ended March ended March ended March ended March ended March

31, 2009 31, 2008 31, 2007 31, 2009 31, 2008 31, 2007

Defined benefit obligation 658,156 445,620 356,849 477,634 464,676 366,542

Plan assets 75,881 65,247 63,526 - - -

Surplus / (deficit) (582,275) (380,373) (293,323) (477,634) (464,676) (366,542)

Experience adjustments

on plan liabilities (82,181) (39,808) 41,650 (16,439) (68,090) 36,970

Experience adjustments

on plan assets (4,894) (4,733) 393 - - -

i) Movement in provision for Deferred Incentive Plan

(Rs. ‘000)



March 31, 2009 March 31, 2008


Add: Addition during the year 463,797 107,708

Less : Utilized during the year 96,721 222,578

Closing Balance 470,248 103,172

7. Investment in Joint Ventures/Jointly owned assets:

Jointly owned assets

a) The Company has participated in various consortiums towards supply, construction, maintenance and providing

long term technical support with regards to following Cable Systems. The details of the same are as follows:

Cable Project Total Contribution Capital Work In WDV as at Share %

Progress March 31, 2009

(Rs. ‘000) (Rs. ‘000) (Rs. ‘000)

SMW-4 2,514,188 331,727 1,763,754 10.76%

AAG - Project 1,212,110 1,212,110 - 7.08%

EASSY - Project 29,753 29,753 - 1.11%

EIG - Project 550,389 550,389 - 7.09%

IMEWE- Project 1,157,698 1,157,698 - 12.79%

Unity - Project - Common 323,939 323,939 - 10%

Unity - Project - Light Up 40,541 40,541 - 13.91%

Joint Ventures

b) The Company entered into a Joint Venture with 9 other overseas mobile operators to form a regional

alliance called the Bridge Mobile Alliance incorporated in Singapore as Bridge Mobile Pte Limited. The

principal activity of the venture is creating and developing regional mobile services and managing the Bridge

Mobile Alliance Programme. The Company has invested USD 2,200 thousand, amounting to Rs. 92,237

thousand, in 2,200 thousand ordinary shares of USD 1 each which is equivalent to an ownership interest of

10.00% as at March 31, 2008 (March 31, 2007: USD 2,200 thousand, Rs. 92,237 thousand, ownership

interest 10.00%)

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c) The following represent the Company's share of assets and liabilities, and income and results of the joint

venture.

(Rs. ‘000)


March 31, 2009 March 31, 2008

Balance Sheet

Reserve and surplus (5,966) (19,325)

Fixed assets, (net) 9,901 11,603

Investments - -

Current assets

Sundry Debtors 6,711 -

Cash and bank 76,508 68,541

Loans and advances - 4,417

Current liabilities and provisions 7,154 11,955

(Rs. ‘000)



March 31, 2009 March 31, 2008

Profit & Loss Account

Service revenue 17,244 14,245

Other income - 1,478

Expenses

Operating expenses 14,876 11,732

Selling, general and administration expenses 5,845 8,751

Finance expenses/(income) (2,153) (1,776)

Depreciation 4,536 3,982

Profit/(Loss) (5,860) (6,966)

8. During the year ended March 31, 2005 the Company issued USD 115,000,000 Zero Coupon Convertible Bonds

due 2009 (the “FCCBs”). The FCCBs are convertible at any time on or after June 12, 2004 (or such earlier date as

is notified to the holders of the FCCBs by the Issuer) up to April 12, 2009 by holders into fully paid equity shares

with full voting rights with a par value of Rs. 10 each of the Issuer (“Shares”) at an initial Conversion Price (as

defined in the “Terms and Conditions of the FCCBs”) of Rs. 233.17 per share with a fixed rate of exchange on

conversion of Rs. 43.56 = USD 1.00. The Conversion Price is subject to adjustment in certain circumstances.

The FCCBs could be redeemed, in whole or in part, at the option of the Issuer at any time on or after May 12,

2007 and prior to April 12, 2009, subject to satisfaction of certain conditions, at their “Early Redemption

Amount” (as defined in the “Terms and Conditions of the FCCBs”) at the date fixed for such redemption if the

“Closing Price” (as defined in the “Terms and Conditions of the FCCBs”) of the Shares translated into U.S.

dollars at the “prevailing rate” (as defined in the “Terms and Conditions of the FCCBs”) for each of 30 consecutive

“Trading Days” (as defined in the “Terms and Conditions of the FCCBs”), the last of which occurs not more than

five days prior to the date upon which notice of such redemption is published, is greater than 120 per cent of the

“Conversion Price” (as defined in the “Terms and Conditions of the FCCBs”) then in effect translated into U.S.

dollars at the rate of Rs. 43.56 = USD 1.00.

The FCCBs could also be redeemed in whole, and not in part, at any time at the option of the Issuer at their Early

Redemption Amount if less than 5 per cent in aggregate principal amount of the FCCBs originally issued is

outstanding.

The FCCBs could also be redeemed in whole, at any time at the option of the Issuer at their Early Redemption

Amount in the event of certain changes relating to taxation in India.

The Issuer will, at the option of any holder of any FCCBs, repurchase at the Early Redemption Amount such

FCCBs at such time as the Shares cease to be listed or admitted to trading on the NSE or upon the occurrence

of a “Change of Control” (as defined in the "Terms and Conditions of the FCCBs") in respect of the Issuer. These

FCCBs were listed in the Singapore Exchange Securities Trading Limited (the “SGX-ST”).

The Company has during the year ended March 31, 2009, converted FCCBs equivalent to USD 500,000 into

93,408 equity shares of the Company at the option exercised by the bond holders which is as follows:

Date of Allotment No. of shares allotted FCCB value (USD)

2-Jun-08 93,408 500,000

Total 93,408 500,000

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Before April 12, 2009 the Company has received notices for conversion of the FCCBs, equivalent to USD

350,000 convertible into 65,385 equity shares of the company.

The balance FCCBs equivalent to USD 50,000 will be redeemed in US Dollars at 111.84% of their principal

amount after completion of the statutory formalities.

9. Rs. 3,424,931 thousand (March 31, 2008 Rs. 3,478,690 thousand) included under Current Liabilities, represents

refundable security deposits received from subscribers on activation of connections granted thereto and are

repayable on disconnection, net of outstanding, if any and security deposits received from channel partners.

Sundry debtors are secured to the extent of the amount outstanding against individual subscribers by way of

security deposit received from them.

10. As at March 31, 2009 2,090,245 equity shares (March 31, 2008 2,317,645 equity shares) of the Company are

held by Bharti Tele-Ventures Employee's Welfare Trust issued at the rate of Rs. 51.36 per equity share fully paid

up.

11. Sales and Marketing under Schedule 17 includes goodwill waivers which are other than trade discount, of

Rs. 340,299 thousand (March 31, 2008 Rs. 286,177 thousand).

12. (a) Loans and advances in the nature of loans have been given to subsidiaries. Refer note 23 below for amount

outstanding and maximum amount outstanding during the year.

(b) Loan and advance in the nature of loan bearing nil interest given to Bharti Telemedia Limited Rs. 6,384,291

thousand.

13. Particulars of securities charged against secured loans taken by the Company are as follows :

Particulars Amount Security Charges

Outstanding

(Rs. ’000)

Debentures

11.70%, 50 Non-convertible

Redeemable Debentures of

Rs. 10,000 thousand each 500,000

repayment commencing

from Dec 2009

Vehicle Loan From Bank 17,304 Secured by Hypothecation of Vehicles of the

company.

Total 517,304

Note : Following shall be excluded from Securities as mentioned above:-

a) Intellectual properties of Bharti Airtel.

b) Investment in subsidiaries of Bharti Airtel.

c) Licenses issued by DoT to provide various telecom services.

• First ranking pari passu charge on all present and

future tangible movable and freehold immovable

assets owned by Bharti Airtel Limited including plant

and machinery, office equipment, furniture and

fixtures fittings, spares tools and accessories

• All rights, titles, interests in the accounts, and monies

deposited and investments made there from and in

project documents, book debts and insurance policies.

}

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14. Expenditure/Earnings in Foreign Currency (on accrual basis) :

(Rs. ‘000)



March 31, 2009 March 31, 2008

Expenditure

On account of :

Interest 1,999,983 1,689,932

Professional and Consultation Fees 122,323 444,809

Travelling 1,773 2,392

Roaming Charges (Incl. Commission) 2,860,862 2,407,908

Membership and Subscription 14,277 16,134

Staff Training and Others 63,827 29,143

Network Services 915,886 309,442

Annual Maintenance 502,434 332,433

Bandwidth Charges 1,144,713 1,099,062

Access Charges 11,890,341 10,351,147

Software 26,031 55,358

Marketing 25,956 10,284

Upfront fee on borrowings 74,907 154,128

Content Charges 3,098 -

Charity and Donation 17,801 -

Point of Presence Charges 100,601 73,903

Directors Commission and Sitting Fees 5,662 8,664

Agency Fees and Premium fees 59,794 -

Listing Fees 32 -

Total 19,830,301 16,984,739

Earnings

Roaming Revenue 4,892,441 2,934,558

Billing Revenue 13,173,828 12,445,764

Management Charges 27,285 -

Total 18,093,554 15,380,322

15. CIF Value of Imports :

(Rs. ‘000)



March 31, 2009 March 31, 2008

Capital Goods 33,833,931 48,678,095

Total 33,833,931 48,678,095

16. The aggregate managerial remuneration under section 198 of the Companies Act, 1956 to the directors (including

managing director) is:

(Rs. ‘000)



March 31, 2009 March 31, 2008

Whole-time directors

Salary 111,193 101,704

Contribution to Provident fund and other funds 12,949 12,204Reimbursements and Perquisites 595 470Performance Linked Incentive 151,686 150,120

Total Remuneration payable to whole-time directors 276,423 264,498

Non Whole-time directorsCommission 14,056 10,903Sitting Fees 480 739

Total amount paid /payble to non whole-time directors 14,536 11,642

Total Managerial Remuneration 290,959 276,140

* As the future liability for Gratuity and Leave Encashment is provided on actual basis for the Company as a whole, the

amount pertaining to Directors is not ascertainable and, therefore, not included above.

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129

Computation of Net Profit in accordance with Section 349 of the Companies Act, 1956, and calculation ofRemuneration payable to Directors.

(Rs. ‘000)



March 31, 2009 March 31, 2008

Net Profit before tax from ordinary activities 81,615,367 69,725,423Add: Remuneration to whole-time directors 276,423 264,498Add: Amount Paid to Non whole-time directors 14,536 11,642Add: Depreciation and Amortisation provided in the books * 33,850,990 34,326,534Add: (Profit)/Loss on Sales of Fixed Assets (38,899) 32,075Add: Provision for doubtful debts and advances 2,684,358 1,172,833Less: Depreciation under Section 350 of the Companies Act,1956 33,850,990 34,326,534

Net Profit/(Loss) for the year Under Section 349 84,551,785 71,206,471

Maximum amount paid/payable to non whole-time directors 845,518 712,065Restricted to 1%Maximum Amount paid/payable to whole-time directors 8,455,179 7,120,647Restricted to 10%

Amount Paid / Payable to Directors 290,959 276,140

* The Company provides depreciation on Fixed Assets based on useful lives of assets that are lower than thoseimplicit in Schedule XIV of the Companies Act, 1956. Accordingly the rates of depreciation followed by Companyare higher than the minimum prescribed rate as per Schedule XIV.

Remuneration paid/payable to director from subsidiary company Rs. 39,120 thousand (March 31, 2008 Nil).

17. Auditors Remuneration :

(Rs. ‘000)

Year ended Year ended

March 31, 2009 March 31, 2008

Audit Fee* 38,888 24,150- As adviser, or in any other capacity, in respect of-(i) taxation matters; 150 Nil(ii) company law matters; Nil Nil(iii) management services; and Nil Nil- in any other manner * 6,239 18,000- Reimbursement of Expenses * 4,659 2,403

Total 49,936 44,553

* Excluding Service Tax

18. Amounts due to micro, and small enterprises under Micro, Small and Medium Enterprises Development Act,2006 aggregate to Rs. 44,258 thousand (March 31, 2008 - Rs. Nil) based on the information available with the

Company and the confirmation received from the creditors till the year end. :

Sr No Particulars March 31, March 31,

2009 2008

1 The principal amount and the interest due thereon[Rs. 871 thousand(March 31, 2008 – Rs. Nil)] remaining unpaid to any supplier as atthe end of each accounting year

2 The amount of interest paid by the buyer in terms of section 16 ofthe Micro Small and Medium Enterprise Development Act, 2006,along with the amounts of the payment made to the supplier beyondthe appointed day during each accounting year.

3 The amount of interest due and payable for the period of delay inmaking payment (which have been paid but beyond the appointedday during the year) but without adding the interest specified underMicro Small and Medium Enterprise Development Act, 2006.

4 The amount of interest accrued and remaining unpaid at the end ofeach accounting year;

5 The amount of further interest remaining due and payable even in thesucceeding years, until such date when the interest dues as aboveare actually paid to the small enterprise for the purpose of disallowanceas a deductible expenditure under section 23 of the Micro Small andMedium Enterprise Development Act, 2006.

44,258 -

- -

- -

871 -

- -

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19. Quantitative Information

2008-09

Particulars Year ended Purchases Utilisation Sales Year ended

March 31, 2008 (Refer note 1 below) (Refer note 4 below) (Refer note 5 below) March 31, 2009

2008-09 2008-09 2008-09

Qty Value Qty Value Qty Value Qty Value Qty Value

Nos. (‘000) Nos. (‘000) Nos. (‘000) Nos. (‘000) Nos. (‘000)

Simcards (Refer Note 2 below) 28,638,046 548,788 78,966,688 1,835,243 79,757,550 1,618,471 - 459 27,847,184 602,211

TDMA/PAMA VSATs Assembly - 2,453 - 73,899 - 63,324 - 8,211 - 6,646

sets (Refer Note 3 below)

Internet Modem, Handsets - 17,366 - 960,285 - 1,010,678 - 138,480 - 12,653

Antennae and others

(Refer Note 3 below)

568,607 2,869,427 2,692,473 147,150 621,510

2007-08

Particulars Year ended Acquired Under Purchases Utilisation Sales Year ended

March 31, 2007 scheme of (Refer note 1 below) (Refer note 4 below) (Refer note 5 below) March 31, 2008

Amalgamation 2007-08 2007-08 2007-08 2007-08

Qty Value Qty Value Qty Value Qty Value Qty Value Qty Value

Nos. (‘000) Nos. (‘000) Nos. (‘000) Nos. (‘000) Nos. (‘000) Nos. (‘000)

Simcards (Refer Note 2 below) 21,317,524 464,994 - - 56,183,084 884,522 48,862,562 800,728 - 37,795 28,638,046 548,788

TDMA/PAMA VSATs Assembly

sets (Refer Note 3 below) - 3,761 - 6,510 - 229 - 3,817 - 268,711 - 2,453

Internet Modem, Handsets Antennae

& others (Refer Note 3 below) - 9,390 - 7,885 - 1,468,945 - 1,120,187 - 81,077 - 17,366

478,145 14,395 2,353,696 1,924,732 387,583 568,607

(1) Includes cost transferred from Fixed Assets.

(2) Excludes value of simcards issued free of cost.

(3) The quantitative information for TDMA/PAMA VSATs, Assembly sets, Modems, handsets antennas and others has not been given since

they constitute voluminous small items.

(4) Utilisation includes internal utilisation.

(5) Includes deferred revenue recognized during the year with respect to sim cards.

20. The details of investments required as per Schedule VI of the Companies Act 1956 are provided below:

(a) Details of Investments held as at March 31, 2009

(Rs. ‘000)

Particulars As at March As at March As at March As at March

31, 2009 31, 2009 31, 2008 31, 2008

(No. of Units) Cost (No. of Units) Cost

Other than Trade (Unquoted)- Deposits & Bonds

7.30% REC Secured Bonds 30 27,703 30 27,069

7.16% Certificate of Deposit of Axis Bank Ltd 2,500 247,284 - -

7.23% Certificate of Deposit of Kotak Bank Ltd 2,500 247,306 - -

6.75% Certificate of Deposit of Allahabad Bank 5,000 492,800 - -

7.59% Certificate of Deposit of Yes Bank 2,500 247,407 - -

6.87% Certificate of Deposit of Punjab National Bank 2,000 195,907 - -

6.87% Certificate of Deposit of Punjab National Bank 500 48,977 - -

6% ICD with Rabo India Finance Limited 1 250,000 - -

Total (A) 1,757,384 27,069

Other than trade (Unquoted) - Government Securities

National Saving Certificate 18 1,800 18 1,800

Deposits - 35 - 39

Total (B) 1,835 1,839

Other than Trade (Quoted)- Mutual Funds and Bonds

Birla Sun Life Medium Term Plan - Instl Growth 50,000,000 500,000 - -

HDFC Liquid Fund - Premium Plan - Growth * 115,190,391 2,027,711 61,726,490 1,000,000

Principal Cash Management Fund Liquid Option Instl. 7,662,244 103,738 59,399,824 750,000

Prem. Plan - Growth

ICICI Prudential Institutional Liquid Plan - Super Institutional Growth 143,331,889 1,858,426 62,949,565 750,000

Canara Robeco Floating Rate Short Term Fund Growth Fund 7,369,197 100,000 - -

Templeton India Treasury Management Account Super 261,789 331,150 208,451 250,000

Institutional Plan - Growth

TATA Floater Fund - Growth 31,654,324 406,787 - -

Religare Liquid Fund - Super Institutional Growth 4,321,579 51,929 44,998,020 500,000

Birla Sun Life Cash Plus - Instl. Prem. - Growth 55,092,791 774,748 77,437,740 1,000,000

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131

Fortis Money Plus Institutional Growth 3,824,517 50,010 - -

UTI Money Market Fund - Growth Plan 93,850,910 2,303,180 - -

DBS Chola Freedom Income STP-Inst.-Cum-Org 7,092,508 100,016 16,516,913 200,000

Reliance Liquidity Fund - Growth Option 22,651,083 300,000 - -

Kotak Floater Long Term - Growth 63,860,748 885,867 37,488,847 500,000

ICICI Prudential Flexible Income Plan Premium - Growth 30,768,095 500,000 - -

DWS Insta Cash Plus Fund - Super Institutional Plan - Growth 143,887,898 1,641,502 95,466,305 1,000,000

Tata Liquid Super High Inv. Fund - Appreciation 1,329,729 2,155,140 - -

JP Morgan India Treasury Fund - Super Inst. Growth Plan 35,374,038 401,304 - -

Religare Quarterly Interval Fund - Plan F - Growth 8,846,270 100,000 - -

DWS Ultra Short Term Fund - Institutional Growth 19,683,683 201,571 - -

JM High Liquidity Fund - Super Institutional Plan - Growth 37,944,996 522,072 - -

Fidelity Ultra Short Term Debt Fund Super Institutional - Growth 31,284,742 351,982 43,166,002 450,113

UTI Liquid Cash Plan Institutional - Growth Option 707,797 1,018,788 563,236 750,000

Sundaram BNP Paribas Money Fund Super Inst. Growth 8,853,107 162,170 - -

SBI Magnum Insta Cash Fund - Cash Option 5,264,874 102,353 - -

Bharti Axa Liquid Fund - Super Institutional Plan - Growth 161,378 164,279 - -

Bharti Axa Treasury Advantage Fund - Institutional Plan - Growth 83,861 83,861 - -

Reliance Medium Term Fund - Retail Plan - 47,904,440 867,940 - -

Growth Plan - Growth Option

Birla Sun Life Short Term Fund - Institutional Growth 8,688,053 88,044 - -

IDFC Money Manager Fund - Treasury Plan - 51,224,769 531,230 - -

Super Inst Plan C - Growth

Bharti Axa Short Term Income Fund - Institutional Plan- Growth 5,000,000 50,000 - -

TATA Liquid Super High Inv. Fund 35,824 56,208 -

Tata Floating Rate Short Term Inst. Plan - Growth - - 145,637,182 1,850,000

IDFC Liquidity Manager - Plus - Growth - - 647,789 750,000

ING Liquid Fund Super Institutional - Growth Option - - 20,726,591 250,000

HSBC Cash Fund - Institutional Plan - Growth - - 58,741,982 750,000

Templeton Floating Rate Income Fund-Short Term - - 41,583,846 500,000

Plan-Institutional Option - Growth

Reliance Liquid Plus Fund - Institutional Option - Growth Plan - - 1,043,485 1,139,373

Principal Floating Rate Fund - Fmp-Insti. Option - Growth Plan - - 11,934,834 152,007

AIG India Liquid Fund - Super Institutional Growth - - 479,316 500,000

AIG India Treasury Plus Fund Super Institutional Growth - - 15,634,166 163,246

DBS Chola Liq Sup Inst. Plan - Cumulative - - 26,903,175 300,000

HDFC Floating Rate Income Fund - Short Term Plan - - - 11,018,378 150,522

Wholesale Option - Growth

IDFC Fixed Maturity Plan - Quarterly Series 25 - Growth - - 25,000,000 250,000

HDFC Fmp 90D June 2008(Viii) (1) - Wholesale Plan Growth - - 25,000,000 250,000

AIG Short Term Fund Institutional Growth - - 50,000 50,000

Reliance Floating Rate Fund-Growth Plan - Growth Option - - 78,972,723 1,000,000

Principal Floating Rate Fund Smp Inst. Option -Growh Plan - - 39,462,053 500,000

Total (C) 18,792,006 15,705,261

TOTAL (A) + (B) + (C) 20,551,225 15,734,169

(Rs. ‘000)

Particulars As at March As at March As at March As at March

31, 2009 31, 2009 31, 2008 31, 2008

(No. of Units) Cost (No. of Units) Cost

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM131




Trade investment Balance as on Purchased Sale / Redemption

April 1, 2008 During the Year

Units (Rs. ‘000) Units (Rs. ‘000) Units (Rs. ‘000)

Investment in Subsidiaries

Bharti Hexacom Limited 166,501,980 5,207,748 8,498,000 509,880 - -

Bharti Infratel Limited * 50,000 82,181,703 499,950,000 - - -

Bharti Telemedia Limied 4,080,000 40,902 - - - -

Bharti Aquanet Limited # 2,500,000 261,549 - - 2,500,000 261,549

Network i2i Limited 9,000,000 5,316,039 - - - -

Bharti Airtel Lanka (Private) Limited 100 - 525,596,320 2,049,411 - -

Bharti Airtel (Canada) Limited 100 4 - - - -

Bharti Airtel (Hongkong) Limited ** 1 26,333 4,959,479 - - -

Bharti Airtel (Singapore) Private Limited** 1 20,139 750,000 - - -

Bharti Airtel Holdings (Singapore) Pte Limited@ 1 - - 1,106,553 - -

Bharti Airtel (UK) Limited** 1 87,609 123,662 13,003 - -

Bharti Airtel (US) Limited** 200 508,971 100 - - -

Bharti Airtel Services Limited 100,000 1,000 - - - -

Investment in Joint Ventures

Bridge Mobile Pte. Limited 2,200,000 92,237 - - - -

Investment in Associates

Bharti Teleports Limited - - 1,470,000 14,700 - -

Others

Investment in IFFCO JV 100,000 50125 - - - -

Total Trade Investment 93,794,359 3,693,547 261,549

* Bonus shares alloted during the year.

# Merged with Bharti Airtel Limited as on January 1, 2009 (Refer note 2 (b) on Schdule 22)

** Shares alloted during the year against share application money.

@ Share Application Money (Pending allotment)

c) In terms of the approval granted by the Central Government vide its letter No. 46/90/2009-CL-III dated April 21,

2009 under Section 211(4) of the Companies Act, 1956, the Company has been exempted from the requirement

of the disclosure of the movement relating to purchase and sale of other than trade investments.

(b) Details of trade investment purchased and sold during the year

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133

21. The Company uses various premises on lease to install the equipment. A provision is recognized for the costs to

be incurred for the restoration of these premises at the end of the lease period. It is expected that this provision

will be utilized at the end of the lease period of the respective sites as per the respective lease agreements. The

movement of Provision in accordance with AS-29 'Provisions, Contingent Liabilities and Contingent Assets'

notified under Companies Accounting Standards Rules, 2006 ('as amended') , is given below:

Site Restoration Cost:

(Rs. ‘000)



March 31, 2009 March 31, 2008

Opening Balance 1,150,541 3,257,028

Addition during the year 8,984 1,104,817

Less : Transferred under the Scheme of Arrangement* (882,872) (3,211,304)

Closing Balance 276,653 1,150,541

*Transferred to Bharti Infratel Limited as per the scheme of arrangement (Refer Note 2(b) on Schedule 22).

22. Information about Business Segments - Primary


(Rs. ’000)

Reportable Segments Mobile Telemedia Enterprise Enterprise Others Eliminations Total

Services Services Services Services

Carriers Corporate

Revenue

Service Revenue/Sale of 274,918,524 30,930,923 24,186,244 11,152,729 361,850 - 341,550,270

Goods and Other Income

Inter Segment Revenue 7,814,275 2,184,489 43,203,270 3,941,886 - (57,143,920) -

Total Revenue 282,732,799 33,115,412 67,389,514 15,094,615 361,850 (57,143,920) 341,550,270

Results

Segment Result, Profit/(Loss) 63,994,377 8,149,339 25,698,802 5,772,574 (4,359,883) - 99,255,209

Net Finance Expense/(Income) - - - - 17,639,842 - 17,639,842

Net Profit/(Loss) 63,994,377 8,149,339 25,698,802 5,772,574 (21,999,725) - 81,615,367

Provision for Tax

- Current Tax - - - - 9,173,614 - 9,173,614

-MAT Credit - - - - (1,396,304) - (1,396,304)

- Fringe Benefit Tax - - - - 358,731 - 358,731

- Deferred Tax (Credit)/Charge - - - - (3,959,059) - (3,959,059)

Net Profit / (Loss) after tax 63,994,377 8,149,339 25,698,802 5,772,574 (26,176,707) - 77,438,385

Other Information

Segment Assets 218,751,570 50,331,323 65,566,906 12,184,072 140,100,735 - 486,934,606

Inter Segment Assets 121,698,562 16,848,857 82,145,831 17,542,894 458,805 (238,694,949) -

Deferred Tax Asset - - - - 3,271,103 - 3,271,103

Advance Tax - - - - 894,226 - 894,226

(Net of provision for tax)

Total Assets 340,450,132 67,180,180 147,712,737 29,726,966 144,724,869 (238,694,949) 491,099,935

Segment Liabilities 92,405,619 7,928,447 23,981,740 6,149,105 84,195,380 - 214,660,291

Inter Segment Liabilities 57,714,286 47,328,000 60,295,361 5,450,961 67,906,341 (238,694,949) -

Total Liabilities 150,119,905 55,256,447 84,277,101 11,600,066 152,101,721 (238,694,949) 214,660,291

Capital Expenditure 73,790,902 16,554,505 20,316,433 3,014,407 334,392 (19,428,759) 94,581,880

Depreciation and amortisation 24,097,795 6,034,562 4,300,307 1,593,395 448,558 (2,623,627) 33,850,990

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM133





(Rs. ’000)

Reportable Segments Mobile Telemedia Enterprise Enterprise Others Eliminations Total

Services Services Services Services

Carriers Corporate

Revenue

Service Revenue/Sale of 200,977,027 27,198,148 21,867,022 9,301,712 49,768 - 259,393,677

Goods and Other Income

Inter Segment Revenue 5,053,513 1,201,863 21,541,899 3,343,008 - (31,140,283) -

Total Revenue 206,030,540 28,400,011 43,408,921 12,644,720 49,768 (31,140,283) 259,393,677

Results

Segment Result, 55,388,152 6,136,197 11,600,696 5,059,857 (3,622,399) - 74,562,503

Profit/(Loss)

Net Finance Expense/ - - - - 4,837,080 - 4,837,080

(Income)

Net Profit/(Loss) 55,388,152 6,136,197 11,600,696 5,059,857 (8,459,479) - 69,725,423

Provision for Tax

- Current Tax - - - - 8,835,340 - 8,835,340

- MAT Credit - - - - (241,767) - (241,767)

- Fringe Benefit Tax - - - - 372,293 - 372,293

- Deferred Tax (Credit)/ Charge - - - - (1,682,365) - (1,682,365)

Net Profit/(Loss) after tax 55,388,152 6,136,197 11,600,696 5,059,857 (15,742,980) - 62,441,922

Other Information

Segment Assets 181,196,798 41,143,736 50,326,079 10,950,722 106,209,249 - 389,826,584

Inter Segment Assets 63,944,556 3,415,183 51,267,864 7,944,749 5,384,534 (131,956,886) -

Advance Tax

(Net of provision for tax) - - - - 119,902 - 119,902

Total Assets 245,141,354 44,558,919 101,593,943 18,895,471 111,713,685 (131,956,886) 389,946,486

Segment Liabilities 128,198,487 7,386,028 19,741,133 5,938,551 25,628,669 - 186,892,868

Inter Segment Liabilities 20,828,994 33,088,439 42,213,069 611,767 35,214,617 (131,956,886) -

Deferred Tax Liability - - - - 638,684 - 638,684

Total Liabilities 149,027,481 40,474,467 61,954,202 6,550,318 61,481,970 (131,956,886) 187,531,552

Capital Expenditure 83,653,965 11,063,082 13,664,122 6,521,552 2,234,407 (20,047,820) 97,089,308

Depreciation and amortisation 25,857,327 5,475,156 3,316,891 1,029,786 192,094 (1,544,720) 34,326,534

Segment Definitions

Mobile Services – These services cover telecom services provided through cellular mobile technology wherein asubscriber is connected to the network through wireless equipment. The subscriber can freely roam aroundanywhere and stay connected wherever the wireless network coverage is available.

Telemedia Services (formerly Broadband and Telephone Services) – These services are provided through wire-line connectivity to the subscriber. The end-user equipment is connected through cables from main networkequipment (i.e. switch) to subscriber's premises.

Enterprise Services Carriers – The domestic and international long distance services are intermediary servicesprovided to the service providers of cellular or fixed line services. Using these services, these other serviceproviders route their long distance calls i.e. outside local boundaries of a city area.

Enterprise Services Corporate – These services include internet services, broadband services, providing bandwidthand other network solutions to corporate customers.

Other operations – These comprise the unallocated revenues, profits/(losses), assets and liabilities of the Groupnone of which constitutes a separately reportable segment. The corporate headquarters' expenses are notcharged to individual segments.Notes:

1. Others represents the Unallocated Revenue, Profit/(Loss), Assets & Liabilities.2. Segment results represents Profit/(Loss) before Finance Expenses and tax.3. Capital expenditure pertains to gross additions made to fixed assets during the year.4. Segment Assets include Fixed assets, Capital Work in Progress, Pre-operative Expenses pending allocation, Current

Assets and Miscellaneous Expenditure to the extent not written off.5. Segment Liabilities include Secured and Unsecured Loans, Current Liabilities and Provisions.6. Inter segment Assets / Liabilities represent the inter segment account balances.7. Inter segment revenues excludes the provision of telephone services free of cost among group companies. Others are

accounted for on terms established by management on arm's length basis. These transactions have been eliminated inconsolidation.

8. The accounting policies used to derive reportable segment results are consistent with those described in the "SignificantAccounting Policies" note to the financial statements. Also refer Note 17 of Schedule 21.

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BHARTI AIRTE

L ANNUAL

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135

Information about Geographical Segment – Secondary

The Company has operations within India as well as with entities located in other countries. The information

relating to the Geographical segments in respect of operations within India, which is the only reportable segment,

the remaining portion being attributable to others, is presented below :

(Rs. ‘000)


March 31, 2009 March 31, 2008

Segment Revenue from external customers based on

geographical location of customers (including Other Income)

Within India 320,749,835 243,338,746

Others 20,800,435 16,054,931

341,550,270 259,393,677

Carrying amount of Segment Assets by geographical location

Within India 475,762,581 382,554,995

Others 15,337,354 7,391,491

491,099,935 389,946,486

Cost incurred during the year to acquire segment assets

by geographical location

Within India 84,385,721 94,254,007

Others 10,196,159 2,835,301

94,581,880 97,089,308

Notes:

1. Others represents the unallocated revenue, assets and acquisition of segment assets of the Company.

2. Assets include Fixed Assets, Capital Work in Progress, Investments, Deferred Tax Asset, Current Assets

and miscellaneous expenditure to the extent not written off.

3. Cost incurred to acquire segment assets pertain to gross additions made to Fixed Assets during the year.

23. Related Party Disclosures :

In accordance with the requirements of Accounting Standards (AS) -18 on Related Party Disclosures, the names

of the related parties where control exists and/or with whom transactions have taken place during the year and

description of relationships, as identified and certified by the management are:

List of Related Parties:

Key Management Personnel :

Sunil Bharti Mittal

Akhil Gupta

Manoj Kohli

Other Related Parties

Name of the Related Party and Relationship

Subsidiary Companies

Bharti Hexacom limited

Bharti Aquanet Limited (merged with Bharti Airtel Ltd w.e.f. January 1, 2009)

Bharti Airtel (Services) Limited

Bharti Telemedia Limited

Bharti Airtel (USA) Limited

Bharti Airtel Lanka (Private) Limited

Bharti Infratel Lanka (Private) Limited

Bharti Airtel (UK) Limited

Bharti Airtel (Canada) Limited

Bharti Airtel (Hongkong) Limited

Bharti Infratel Limited

Bharti Infratel Ventures Limited

Network i2i Limited

Bharti Airtel Holdings (Singapore) Pte Limited

Bharti Airtel (Singapore) Private Limited

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM135




Entity having significant influence

Singapore Telecommunications Limited

Joint Venture/Joint Venture of Subsidiary

Forum I Aviation Limited

Indus Tower Limited

Bridge Mobile Pte Limited

Entities where Key Management Personnel exercises significant influence / Group Companies

Comviva Technologies Limited (Formerly Bharti Telesoft Limited)

Bharti Teletech Limited

Bharti Tele-Ventures Employees Welfare Trust

Bharti Wal-Mart Private Limited

Bharti Enterprises Limited

Bharti Retail Private Limited

Bharti Foundation

Bharti Electoral Trust

Bharti Reatly Private Limited (Formerly Jasmine Projects Private Limited)

Tamarind Projects Private Limited

Bharti Telecom Limited

Telecom (Seychelles) Limited

Guernsey Airtel Limited

Bharti Del Monte India Private Limited

Primerose Projects Private Limited*

Bharti AXA Life Insurance Co. Ltd

Jersey Airtel Limited

Centum Learning Limited (Formerly Bharti Learning System Limited)

Jataayu Software Limited

Bharti AXA General Insurance Co. Limited

Bharti AXA Investment Managers Private Limited

Bharti Teleports Limited

*Merged with Bharti Realty Private Ltd w.e.f January 9, 2008

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM136




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

137

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- -

- -

- -

12,5

44,3

32

2,4

71,4

50

- -

Sub

script

ion

to s

hare

cap

ital

343,0

62

- -

13,0

93

- -

1,1

06,5

53

- -

-2,0

49,4

11

- -

Inte

rest

rec

eive

d on

fun

d tr

ansf

erre

d 2

66,8

20

- 3

,374

986

225

- -

- -

415,0

94

65,4

55

- -

Clo

sing

bal

ance

4,2

12,6

18

546,8

92

1,0

63,5

75

(25,6

43)

7,4

09

(162)

- (

1,3

80,1

87)

6,3

56,8

74

1,3

55,5

06

2,4

71,4

50

(4,5

57,4

44)

-

Uns

ecur

ed L

oan

- -

- -

- -

- -

- -

- -

-

Cre

ditors

- -

-(2

7,4

18)

-(1

62)

-(1

,380,1

87)

(27,4

17)

(675,6

96)

- (

4,5

57,4

44)

-

Loan

s an

d A

dvan

ces

1,7

22,5

65

-76,3

06

1,7

75

3,5

70

0 -

- 6

,384,2

91

2,0

31,2

02

2,4

71,4

50

- -

Deb

tors

2,4

90,0

53

546,8

92

987,2

69

-3,8

39

- -

- -

- -

-

Clo

sing

Bal

ance

4,2

12,6

18

546,8

92

1,0

63,5

75

(25,6

43)

7,4

09

(162)

-(1

,380,1

87)

6,3

56,8

74

1,3

55,5

06

2,4

71,4

50

(4,5

57,4

44)

-

Max

imum

Loa

ns a

nd A

dvan

ces

outs

tand

ing

during

the

yea

r 7

,058,3

62

-76,3

06

1,7

75

3,5

70

- -

- 6

,384,4

65

11,2

06,5

61

2,4

71,4

50

-

Gua

rnat

ess

and

Col

late

rals

849,8

29

80,6

29

- -

- -

- -

624,8

98

1,1

85

- -

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM137




Rela

ted P

art

y T

ransa

ction f

or

2008-0

9

(Rs.

‘000)

Natu

re o

f tr

ansa

ction

Bhart

iSin

gapore

Foru

m I

Bridge

Indus

Bhart

iC

om

viv

aBhart

iTele

com

Bhart

i G

uern

sey

Tam

arind

Tele

com

Tele

com

mu-

Avia

tion

Mobile

Pte

Tow

ers

Wal-M

art

Technolo

gie

sTele

tech

(Seychelle

s)Realty

Airte

lPro

jects

Lim

ited

nic

ations

Lim

ited

Lim

ited

Lim

ited

Private

Lim

ited

Lim

ited

Lim

ited

Private

Lim

ited

Private

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Pur

chas

e of

fix

ed a

sset

s/Ban

dwid

th -

- -

- -

- (

16,3

46)

(1,0

45,1

01)

- -

- -

Sal

e of

fix

ed a

sset

s -

- -

- -

- -

- -

- -

-

Pur

chas

e of

Inv

estm

ents

(M

utua

l Fu

nd)

Sal

es o

f In

vest

men

ts (

Mut

ual Fu

nd)

Ren

dering

of

serv

ices

- 1

,549,6

02

- -

- 1

,039

20,1

78

102,4

19

15,0

64

- 4

,165

-

Rec

eivi

ng o

f se

rvic

es -

(816,5

84)

(34,7

53)

(15,0

74)

(9,7

86,7

43)

- (

690,3

94)

(43,9

84)

(12,4

34)

(126,2

93)

- -

Man

agem

ent

fee

(incl

udin

g se

rvic

e ta

x)

Fund

tra

nsfe

rred

/incl

udes

exp

ense

s in

curr

ed o

n

beha

lf o

f ot

hers

- -

- -

- -

- 1

,327

- -

- 1

4,6

22

Fund

rec

eive

d/in

clud

es e

xpen

ses

incu

rred

on b

ehal

f of

Com

pany

- -

- -

- -

(686)

(5,7

37)

- -

- -

Empl

oyee

rel

ated

tra

nsac

tion

inc

urre

d on

beh

alf

of o

ther

s -

- -

- -

- -

54

- -

- -

Empl

oyee

rel

ated

tra

nsac

tion

inc

urre

d on

heh

alf

of C

ompa

ny -

- -

- -

- -

- -

- -

-

Sal

ary

Donat

ion

- -

- -

- -

- -

- -

- -

Am

ount

rec

eive

d on

exe

rcis

e of

ESO

P o

ptio

ns

Sec

urity

depo

sit/

Adv

ance

s pa

id -

- -

- 5

44,2

37

- -

- -

242,5

91

- -

Sec

urity

depo

sit/

Adv

ance

s re

ceiv

ed -

- -

- -

- -

(53,6

00)

- (

188,9

91)

- -

Loan

to

Rel

ated

Par

ty

Sub

script

ion

to s

hare

cap

ital

- -

- -

- -

Inte

rest

rec

eive

d on

fun

d tr

ansf

erre

d -

- 1

16

- -

- -

- -

- -

-

Clo

sing

bal

ance

9,0

78

531,5

94

- -

(3,1

93,0

85)

381

(197,4

97)

25,8

57

738

611,4

18

10,1

60

-

Uns

ecur

ed L

oan

- -

- -

- -

- -

- -

- -

Cre

ditors

- -

- -

(3,7

37,3

22)

- (

197,4

97)

- -

- -

-

Loan

s an

d A

dvan

ces

9,0

78

- -

- 5

44,2

37

- -

25,8

57

738

611,4

18

10,1

60

-

Deb

tors

- 5

31,5

94

- -

- 3

81

- -

- -

- -

Clo

sing

Bal

ance

9,0

78

531,5

94

- -

(3,1

93,0

85)

381

(197,4

97)

25,8

57

738

611,4

18

10,1

60

-

Max

imum

Loa

ns a

nd A

dvan

ces

outs

tand

ing

during

the

yea

r 9,0

78

- -

- 5

44,2

37

- -

25,8

57

738

611,4

18

10,1

60

Gua

rnat

ess

and

Col

late

rals

- -

- -

- -

- -

- -

- -

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM138




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

139

Rela

ted P

art

y T

ransa

ction f

or

2008-0

9

(Rs.

’000)

Bhar

ti B

hart

iBhar

tiBhar

tiJe

rsey

Bhar

tiC

entu

mBhar

tiJa

taay

uBhar

tiBhar

tiBhar

tiSunil

Akh

ilM

anoj

Nat

ure

of t

rans

action

Del

Mon

te A

XA

Life

Foundat

ion

Tel

e- A

irte

l E

nter

pris

esLe

arnin

g R

etai

l S

oftw

are

Axa

Gen

eral

Axa

Tel

epor

ts B

hart

i G

upta

* K

ohli

Indi

a Priva

tein

sura

nce

ventu

res

Lim

ited

Lim

ited

Lim

ited

Priva

te L

td I

nsur

ance

Inve

stm

ent

Lim

ited

Mitta

l

Lim

ited

Co.

Ltd

.Em

plo

yee’

s(F

orm

erly

Lim

ited

Co.

Ltd

Man

ager

s

Wel

fate

Tru

stBhar

tiPriva

te

Lear

nin

gLi

mited

Sys

tem

s

Lim

ited

)

Purc

has

e of

fixe

d a

sset

s/Ban

dw

idth

- -

- -

- -

- -

- -

--

--

-

Sal

e of

fixe

d a

sset

s -

- -

- -

- 8

- -

- -

--

--

Purc

has

e of

Inve

stm

ents

(M

utu

al F

und)

--

--

--

--

- (1

,210,0

27)

--

--

Sal

es o

f In

vest

men

ts (

Mutu

al F

und)

--

--

--

--

--

911,8

87

--

--

Ren

der

ing o

f se

rvic

es -

23,8

87

- -

43,5

59

1,1

34

- 1

5,8

71

1,3

13

- -

-

Rec

eivi

ng o

f se

rvic

es -

(51)

- -

(477)

- (

207,5

51)

- -

(10,0

76)

- -

Man

agem

ent

fee

(incl

udin

g s

ervi

ce t

ax)

Fund t

ransf

erre

d/incl

udes

exp

ense

s in

curr

ed o

n

beh

alf

of

oth

ers

- -

- -

- 7

1 5

,859

13,6

94

- -

- -

Fund r

ecei

ved/incl

udes

exp

ense

s in

curr

ed

on b

ehal

f of

Com

pan

y (

447)

- -

- -

(166,3

70)

- (

3,9

36)

- (

634)

- -

Em

plo

yee

rela

ted t

ransa

ctio

n incu

rred

on b

ehal

f of

oth

ers

- -

- -

- -

- 5

,131

- -

- -

Em

plo

yee

rela

ted t

ransa

ctio

n incu

rred

on h

ehal

f of

Com

pan

y (

1,0

34)

- (

3,0

79)

- (

365)

(6,2

10)

(1,0

36)

(8,2

48)

- -

- -

Sal

ary

--

--

--

--

--

--

228,9

77

21,4

89

25,9

58

Donat

ion

- -

103,0

79

- -

- -

- -

- -

-

Am

ount

rece

ived

on e

xerc

ise

of

ESO

P o

ptions

--

-(1

1,6

79)

--

--

--

--

--

-

Sec

urity

dep

osi

t/A

dva

nce

s pai

d -

- -

- -

- -

- -

- -

--

--

Sec

urity

dep

osi

t/A

dva

nce

s re

ceiv

ed -

- -

- -

- -

- -

- -

--

--

Loan

to R

elat

ed P

arty

--

--

--

--

--

--

--

-

Subsc

ription t

o s

har

e ca

pital

--

--

--

--

--

-14,7

00

--

-

Inte

rest

rec

eive

d o

n f

und t

ransf

erre

d -

- -

- -

- -

- -

- -

--

--

Clo

sing

bal

ance

447

23,7

40

- 1

07,3

64

31,6

72

470

62,6

10

5,6

48

230

- -

- (

110,0

00)

(7,9

33)

(7,9

89)

Unse

cure

d L

oan

- -

- -

- -

- -

- -

- -

Cre

ditors

- -

- -

- -

- -

- -

- -

(110,0

00)

(7,9

33)

(7,9

89)

Loan

s an

d A

dva

nce

s 4

47

23,7

40

- 1

07,3

64

31,6

72

470

62,6

10

5,6

48

230

- -

--

--

Deb

tors

- -

- -

- -

- -

- -

- -

--

-

Clo

sing

Bal

ance

447

23,7

40

- 1

07,3

64

31,6

72

470

62,6

10

5,6

48

230

- -

(110,0

00)

(7,9

33)

(7,9

89)

Max

imum

Loan

s an

d A

dva

nce

s outs

tandin

g d

uring t

he

year

447

23,7

40

- 1

07,3

64

31,6

72

470

62,6

10

5,6

48

230

Guar

nat

ess

and C

olla

tera

ls-

- -

- -

- -

- -

- -

- -

--

*C

ease

d to

be

join

t M

anag

ing

Direc

tor

with

effe

ct f

rom

Aug

ust

1,

2008

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM139




Rel

ated

Par

ty T

rans

action

for

2007-0

8

(Rs.

‘000)

Nat

ure

of

tran

sact

ion

Bhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiBhar

tiN

etw

ork

Sin

gap

ore

Hex

acom

Aquan

etA

irte

lA

irte

lA

irte

lA

irte

lA

irte

lA

irte

lTel

emed

iaIn

frat

elA

irte

l La

nka

i2i

Tel

e-

Lim

ited

Lim

ited

(Ser

vice

s)(U

SA

)(U

K)

(Can

ada)

(Hongko

ng)

(Sin

gap

ore

)Li

mited

Lim

ited

(Priva

te)

Lim

ited

com

mun

icat

ions

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Pvt

. Li

mited

Lim

ited

Lim

ited

Pur

chas

e of

fix

ed a

sset

s(1

01,5

35)

-(8

,150)

--

--

--

(37,7

37)

-(1

,553,3

99)

-

Sal

e of

fix

ed a

sset

s443,5

97

-5,7

00

--

--

--

939

--

-

Ren

dering

of

serv

ices

2,7

25,0

95

-308,9

01

--

--

--

1,1

64,1

07

Rec

eivi

ng o

f se

rvic

es(5

27,1

24)

(57,3

14)

(2,1

66,5

32)

(15,7

08)

(4,2

86)

--

--

(6,3

76,9

28)

-(1

74,8

11)

(1,9

60,3

28)

Fund

tra

nsfe

rred

/incl

udes

exp

ense

s

incu

rred

on

beha

lf o

f ot

hers

3,5

83,6

64

28,5

93

1,2

75,6

66

56,7

60

904

--

-865,0

45

23,6

27,1

17

634,9

13

-79,2

65

Fund

rec

eive

d/in

clud

es e

xpen

ses

incu

rred

on

beha

lf o

f C

ompa

ny(1

,790,3

46)

(57,2

66)

(1,1

69,0

76)

(12,8

71)

-(2

40)

--

-(17,8

63,8

12)

(280)

(527,6

04)

(850,0

13)

Empl

oyee

rel

ated

tra

nsac

tion

incu

rred

on

beha

lf o

f ot

hers

6,6

98

-25,7

40

--

--

-25,4

86

117

--

-

Em

ploy

ee r

elat

ed t

rans

action

incu

rred

on

heha

lf o

f C

ompa

ny(1

,685)

--

--

--

--

--

--

Sal

ary

--

--

--

--

--

--

-

Donat

ion

--

--

--

--

--

--

-

Am

ount

rec

eive

d on

exe

rcis

e

of E

SO

P o

ptio

ns-

--

--

--

--

--

--

Pur

chas

e of

sha

res

of

Sub

sidi

ary

Com

pani

es-

-(4

0,9

02)

--

--

--

--

-(2

,658,0

20)

Sub

script

ion

to s

hare

cap

ital

--

-(4

04,5

14)

(31,7

73)

-(1

8,1

48)

(20,1

39)

--

--

-

Inte

rest

cha

rged

on

fund

s tr

ansf

erre

d(1

43,4

40)

--

--

--

--

(335,1

15)

--

-

Clo

sing b

alan

ce3,3

38,7

80

(11,4

50)

990,3

27

342,9

12

(3,3

82)

(240)

--

890,5

31

1,0

91,4

84

634,6

33

(2,1

70,7

46)

110,2

79

Uns

ecur

ed L

oan

--

--

--

--

--

-(5

27,6

04)

-

Cre

ditors

-(1

1,4

50)

--

(3,3

82)

(240)

--

--

-(1

,643,1

42)

-

Loan

s an

d A

dvan

ces

1,8

76,2

53

--

342,9

12

--

--

864,0

00

1,0

91,4

84

634,6

33

--

Deb

tors

1,4

62,5

27

-990,3

27

--

--

-26,5

31

--

-110,2

79

Clo

sing B

alan

ce3,3

38,7

80

(11,4

50)

990,3

27

342,9

12

(3,3

82)

(240)

--

890,5

31

1,0

91,4

84

634,6

33

(2,1

70,7

46)

110,2

79

Max

imum

Loa

ns a

nd A

dvan

ces

outs

tand

ing

during

the

yea

r1,9

37,3

46

--

342,9

12

--

--

890,5

31

17,3

45,0

93

634,6

33

--

Gua

rent

ees

and

Col

late

rals

339,7

49

20,0

00

135,1

34

--

--

-545,3

10

4,0

55

--

-

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM140




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

141

Rela

ted P

art

y T

ransa

ction f

or

2007-0

8

(Rs.

‘000)

Natu

re o

f tr

ansa

ction

Foru

m I

Bridge

Bhart

iC

om

viv

aBhart

iJasm

ine

Tam

arind

Bhart

iBhart

iBhart

iBhart

iBhart

iBhart

iM

anoj

Avia

tion

Mobile

Pte

Wal-M

art

Techno-

Tele

tech

Pro

jects

Pro

jects

Foun-

Ente

rprise

sReta

ilEle

cto

ral

Tele

-V

entu

re-

Kohli

Lim

ited

Lim

ited

Private

logie

sLim

ited

Private

Private

dation

Lim

ited

Private

Tru

stV

entu

res

tech

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Em

plo

yees’

Lim

ited

Welfare

Tru

st

Purc

hase

of

fixed a

ssets

--

-(1

4,1

79)

(1,5

43,6

89)

--

--

-

Sale

of

fixed a

ssets

--

--

--

--

15,6

42

--

--

-

Rendering o

f se

rvic

es

--

681

4,5

24

5,9

39

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5 Airtel main 98-148.p65 7/21/2009, 9:23 PM141




24. Operating lease - As a Lessee

The lease rentals charged during the year for cancelable/non-cancelable leases relating to rent of building premises

and cell sites as per the agreements and maximum obligation on long-term non-cancelable operating leases are

as follows:

(Rs. ‘000)


March 31, 2009 March 31, 2008

Lease Rentals 34,257,208 11,648,029

Obligations on non cancelable leases :

Not later than one year 30,102,470 9,371,291

Later than one year but not later than five years 75,778,742 38,693,887

Later than five years 136,829,016 105,693,775

Total 242,710,228 153,758,953

The escalation clause includes escalation at various periodic levels ranging from 0 to 50%, includes option of

renewal from 1 to 99 years and there are no restrictions imposed on lease arrangements.

Operating Lease – As a Lessor

i) The Company has entered into a non-cancelable lease arrangement to provide approximately 100,000

Fiber pair kilometers of dark fiber on indefeasible right of use (IRU) basis for a period of 18 years. The

lease rental receivable proportionate to actual kilometers accepted by the customer is credited to the

Profit and Loss Account on a straight - line basis over the lease term. Due to the nature of the transaction,

it is not possible to compute gross carrying amount, depreciation for the year and accumulated depreciation

of the asset given on operating lease as at March 31, 2009 and accordingly, disclosures required by

AS 19 is not provided.

ii) The future minimum lease payments receivable are:

Future minimum lease payments received are (Rs. ‘000)


March 31, 2009 March 31, 2008

Not later than one year 164,081 7,802

Later than one year but not later than five years 481,121 51,891

Later than five years 554,772 -

Total 1,199,974 59,693

25. Finance Lease - as a Lessee

The Company entered into a composite IT outsourcing agreement, whereby the vendor supplied fixed assets

and IT related services to the Company. Based on the risks and rewards incident to the ownership, the fixed

asset and liability are recorded at the fair value of the leased assets at the time of receipt of the assets, since it

is not possible for the Company to determine the extent of fixed assets and services under the contract at the

inception of the contract. These assets are depreciated over their useful lives as in the case of the Company's

own assets.

Since the entire amount payable to the vendor towards the supply of fixed assets and services during the year

is accrued, the disclosures as per AS 19 are not applicable.

There are no restrictions imposed on lease arrangements.

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM142




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

143

26. The breakup of net Deferred Tax Asset/(Liability) as on March 31, 2009 is as follows:

(Rs. ‘000)


March 31, 2009 March 31, 2008

Deferred Tax Assets/(Liabilities) arising from :

(i) Provision for doubtful debts/advances charged in financial 4,116,922 3,120,885

statement but allowed as deduction under the Income Tax Act

in future years (to the extend considered realisable)

(ii) Depreciation claimed as deduction under the Income Tax Act (7,063,454) (4,969,269)

but chargeable in the financial statements in future years

(iii) Other expenses claimed as deduction in the financial statement 1,406,883 546,980

but allowed as deduction under Income Tax Act in future year

on actual payment (Net)

(iv) Foreign exchange fluctuation and MTM losses charged in financial

statement but allowed as deduction under the Income Tax Act in

future years (by way of depreciation and actual realisation, respectively) 4,892,398 695,095

(v) Less: Transfer under the Scheme of Arrangement

(Refer Note 2(b) of Schedule 22) (79,772) (32,375)

(vi) Add: Acquired under the Scheme of Merger

(Refer Note 2(b) of Schedule 22) (1,874) -

Net Deferred Tax Assets/(Liabilities) 3,271,103 (638,684)

The tax impact for the above purpose has been arrived at by applying a tax rate of 33.99% being the substantively

enacted tax rate for Indian companies under the Income Tax Act, 1961.

27. Employee stock compensation

(i) Pursuant to the shareholders' resolutions dated February 27, 2001 and September 25, 2001, the Company

introduced the "Bharti Tele-Ventures Employees' Stock Option Plan" (hereinafter called "the Old Scheme")

under which the Company decided to grant, from time to time, options to the employees of the Company

and its subsidiaries. The grant of options to the employees under the ESOP Scheme is on the basis of their

performance and other eligibility criteria.

(ii) On August 31, 2001 and September 28, 2001, the Company issued a total of 1,440,000 equity shares at

a price of Rs 565 per equity share to the Trust. The Company issued bonus shares in the ratio of 10 equity

shares for every one equity share held as at September 30, 2001, as a result of which the total number of

shares allotted to the trust increased to 15,840,000 equity shares.

(iii) Pursuant to the shareholders' further resolution dated September 6, 2005, the Company announced a new

Employee Stock Option Scheme (hereinafter called "the New Scheme") under which the maximum quantum

of options was determined at 9,367,276 options to be granted to employees from time to time on the basis

of their performance and other eligibility criteria.

(iv) All above options are planned to be settled in equity at the time of exercise and have maximum period of 7

years from the date of respective grants. The plans existing during the year are as follows:

a) 2001 Plan under the Old Scheme

The options under this plan have an exercise price of Rs 22.50 per share and vest on a graded basis as

follows:

Vesting period from Vesting schedule

the grant date

For options with a vesting On completion of 12 months 20%

period of 36 months: On completion of 24 months 30%

On completion of 36 months 50%

For options with a vesting period On completion of 12 months 15%

of 42 months: On completion of 18 months 15%







5 Airtel main 98-148.p65 7/21/2009, 9:23 PM143




b) 2004 Plan under the Old Scheme.

The options under this plan have an exercise price of Rs. 70 per share and vest on a graded basis as

follows:


the grant date





c) Super-pot Plan under the Old Scheme

The options under this plan have an exercise price of Rs. Nil per share and vest on a graded basis as

follows:


the grant date




d) 2006 Plan under the Old Scheme

The options under this plan have an exercise price of Rs. 10 per share and vest on a graded basis from

the effective date of grant as follows:


the grant date



e) 2005 Plan under the New Scheme

The options under this plan have an exercise price in the range of Rs. 221 to Rs. 922 per share and vest

on a graded basis from the effective date of grant as follows:


the grant date





f) 2008 Plan and Annual Grant Plan (AGP) under the New Scheme

The options under this plan have an exercise price in the range of Rs. 590 to Rs. 673 per share and vest

on a graded basis from the effective date of grant as follows:

2008 AGP

Plan

Vesting period from Vesting Vesting

the grant date schedule schedule

For options with a vesting period On completion of 12 months 25% 33%

of 36 months: On completion of 24 months 35% 33%

On completion of 36 months 40% 33%

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM144




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

145

(v) The information concerning stock options granted, exercised, forfeited and outstanding at the year-end

is as follows:

(Shares in Thousands) As of March 31, As of March 31,

2009 2008

Number of Weighted Weighted Number Weighted Weighted

stock average average of stock average average

options exercise remaining options exercise remaining

price (Rs.) contractual price (Rs.) contractual

life life

(in Years) (in Years)

2001 Plan

Number of shares under option:Outstanding at beginning of year 37 22.50 131 22.50Granted - - - -Exercised* 11 22.50 44 22.50Cancelled or expired 7 - 50 -Outstanding at the year end 19 22.50 0.00 to 3.25 37 22.50 0.25 to 4.25Exercisable at end of year 19 22.50 37 22.50

Weighted average grant date fair value/ - - - -exercise price per option for optionsgranted during the year/period at lessthan market value

2004 Plan

Number of shares under option:Outstanding at beginning of year 478 70.00 755 70.00Granted - - - -Exercised* 189 70.00 207 70.00Cancelled or expired - - 70 -Outstanding at the year end 289 70.00 1.76 to 2.25 478 70.00 2.76 to 3.25Exercisable at end of year 289 70.00 478 70.00


Superpot Plan

Number of shares under option:Outstanding at beginning of year 6 - 25 -Granted - - - -Exercised* - - 17 -Cancelled or expired - - 2 -Outstanding at the year end 6 - 2.25 6 - 3.25Exercisable at end of year 6 - 6 -


2006 Plan

Number of shares under option:Outstanding at beginning of year 1,393 10.00 1,251 10.00Granted 130 10.00 300 10.00Exercised* 18 10.00 17 -Cancelled or expired 300 - 141 -Outstanding at the year end 1,205 10.00 5.07 to 5.35 1,393 10.00 5.58Exercisable at end of year 34 10.00 - -

Weighted average grant date fair 130.47 526.50 300.47 645.14value/exercise price per option foroptions granted during the year/periodat less than market value

Scheme 2005

Number of shares under option:Outstanding at beginning of year 3,841 474.60 3,020 287.66Granted - - 1,863 851.47

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM145




Exercised 239 268.16 249 249.51Cancelled or expired 603 - 793 -Outstanding at the year end 2,999 474.60 3.44 to 5.92 3,841 474.60 4.44 to 6.92Exercisable at end of year 938 474.60 289 474.60

Weighted average grant date fair value/ - - 1,863 345.79exercise price per option for optionsgranted during the year/period at lessthan market value

Scheme 2008 & Annual Grant Plan

Number of shares under option:Outstanding at beginning of period - - - -Granted 3,108 660.72 - -Exercised - - - -Cancelled or expired 211 - - -Outstanding at period end 2,897 662.44 - - -Exercisable at end of period - - - -

Weighted average grant date fair 3,108 308.87 - -value/exercise price per option foroptions granted during the year/periodat less than market value

*Options have been exercised out of the shares issued to the trustThe weighted average share price during the year was Rs. 733.62

(vi) The fair value of the options granted was estimated on the date of grant using the Black-Scholes/Latticevaluation model with the following assumptions

For the For the


Particulars March 31, 2009 March 31, 2008

Risk free interest rates 4.45% to 9.70% 6.45% to 8.25%Expected life 48 to 60 months 48 to 66 monthsVolatility 36.23% to 41.39% 40.09% to 41.33%Dividend yield 0.00% 0.00%Wtd average share price on the date of grant 616.80 to 832.55 719.95 to 946.90

The volatility of the options is based on the historical volatility of the share price since the Company's equityshares became publicly traded, which may be shorter than the term of the options.

(vii) The balance of deferred stock compensation as on March 31, 2009 is Rs. 824,092 thousand (March 31,2008 Rs. 687,353 thousand) and total employee compensation cost recognized for the year then ended isRs. 646,967 thousand (March 31, 2008 Rs. 324,500 thousand).

28. Earnings per share: (Basic & Dilutive)

As at As at


Nominal value of equity shares (Rs.) 10 10Weighted average number of equity sharesoutstanding during the year 1,898,105,039 1,897,378,958Dilutive effect on weighted average number ofequity shares outstanding during the year* 565,047 1,549,696Weighted average number of equity shares andequity equivalent shares for computing Diluted EPS 1,898,670,086 1,898,928,654

*Diluted effect on weighted average number of equity shares and profit attributable is on account of ForeignCurrency Convertible Bonds and Employee Stock Option Plan (ESOP).

As of March 31, As of March 31,

(Shares in Thousands) 2009 2008

Number of Weighted Weighted Number Weighted Weighted

stock average average of stock average average

options exercise remaining options exercise remaining

price (Rs.) contractual price (Rs.) contractual

life life

(in Years) (in Years)

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM146




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

147

29. Forward Contracts & Derivative Instruments

The Company's activities expose it to a variety of financial risks, including the effects of changes in foreign

currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign

exchange contracts, Option contracts and interest rate swaps to manage its exposures to interest rate and

foreign exchange fluctuations.

The following table details the status of the Company’s exposure as on March 31, 2009:

(Rs. ’000)

Notional Value Notional Value

S. No. Particulars (March 31, 2009) (March 31, 2008)

A For Loan related exposures*

a) Forwards 58,581,419 47,865,985

b) Options 16,087,384 13,566,374

c) Interest Rate Swaps 12,572,404 20,181,708

Total 87,241,206 81,614,067

B For Trade related exposures*

a) Forwards 5,347,203 3,197,778

b) Options 534,975 2,687,125

Total 5,882,178 5,884,903

C Unhedged foreign currency borrowing 34,834,314 25,052,788

D Unhedged foreign currency payables 28,273,925 12,951,335

E Unhedged foreign currency receivables - -

*All derivatives are taken for hedging purposes only and trade related exposure includes hedges taken for

forecasted receivables.

The Company had followed the accounting policy to adjust foreign exchange fluctuation on loans/liability for

fixed assets till June 30, 2008, as per the requirement of Schedule VI of the Companies Act, 1956 based on a

legal advice. During the period, effective April 1, 2008, the Company has adopted the treatment prescribed in

Accounting Standard (AS-11) "Effect of Changes in Foreign exchange Rates" notified under Companies

(Accounting Standard) Rules 2006 ('as amended') dated December 7, 2006. Instead of capitalizing/decapitalizing

such fluctuation, as per policy hitherto followed, the Company has, with effect from the April 1, 2008, charged/

credited such fluctuations directly to the Profit & Loss Account.

Had the Company continued with its earlier policy, net profit after tax would have been higher by Rs. 12,550,657

thousand for year ended March 31, 2009 (lower by Rs. 2,923,206 thousand for the year ended

March 31, 2008), and net fixed assets would have been higher by Rs. 16,359,617 thousand and deferred tax

asset would have been lower by Rs. 3,562,639 thousand.

The Company has accounted for derivatives, which are covered under the Announcement issued by the ICAI, on

marked-to-market basis and has recorded reversals of losses for earlier period of Rs. 1,835,399 thousand for

the year ended March 31, 2009 (including reversal of losses recognised in earlier periods Rs. 1,230,080 thousand

towards embedded derivatives) (March 31, 2008 recorded Marked to Market loss of Rs. 2,044,991 thousand

(including loss of Rs 1,230,080 thousand towards embedded derivatives).

30. The Board of directors in its meeting held on April 29, 2009 have approved sub-division (share split) of existing

equity shares of Rs. 10 each into 2 equity shares of Rs. 5 each, subject to the approval of its shareholders.

31. The Board of Directors recommended a final dividend of Rs. 2.00 per equity share of Rs. 10.00 each (20% of

face value) for financial year 2008-09. The payment is subject to the approval of the shareholders in the ensuing

Annual General Meeting of the Company.

32. The Company has undertaken to provide financial support, to its subsidiaries Bharti Airtel Services Limited,

Bharti Airtel (USA) Limited, Bharti Airtel (Canada) Limited, Bharti Airtel Hongkong Limited, Bharti Infratel Ventures

Limited, Bharti Telemedia Limited, Bharti Airtel (Singapore) Private Limited, Bharti Airtel Holdings (Singapore)

Pte Limited and Bharti Airtel (UK) Limited.

33. Previous year figures have been regrouped/reclassified where necessary to conform to current year's classification.

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM147




Balance Sheet Abstract and Company’s General

Business Profile

I Registration Details

Registration No. 7 0 6 0 9 State Code 5 5

Balance Sheet Date 3 1 - 0 3 - 2 0 0 9

II Capital raised during the year (Amount in Thousands)

Public Issue Rights Issue

N I L N I L

Bonus Issue Private Placement

N I L N I L

III Position of mobilisation and deployment of funds (Amount in Thousands)

Total Liabilities Total Assets

3 5 3 5 7 6 1 1 5 3 5 3 5 7 6 1 1 5

Sources of funds Paid up Capital Reserves & Surplus

1 8 9 8 2 3 9 8 2 5 6 2 9 5 0 7 4

Secured Loans Unsecured Loans

5 1 7 3 0 4 7 6 6 1 9 1 6 7

Share Application Money Deffered Tax Liabilities (Net)

Pending Allotment

2 9 3 3 1 1 5 9 2 3 9

Net Fixed Assets Investments

Application of funds 2 7 5 8 0 0 2 7 8 1 1 7 7 7 7 5 8 2

Net Current Assets Micscellaneous Expenditure

( 4 3 2 7 3 7 2 1 ) 8 7 3

Deferred Tax (Net)

3 2 7 1 1 0 3

IV Performance of the Company (Amount in Thousands)

Turnover Total Expenditure

3 4 0 1 4 2 9 0 2 2 5 9 9 3 4 9 0 3

Profit / (Loss) Before Tax Profit / (Loss) After Tax

8 1 6 1 5 3 6 7 7 7 4 3 8 3 8 5

Earning per Share in Rs. Dividend Rate

4 0 . 8 0 2 0 %

V Generic names of three principal products / services of the company (as per monetary terms)

Item code No. (ITC code) N O T A P P L I C A B L E

Product Description BASIC AND CELLULAR TELEPHONE SERVICES, BROAD-BAND

& LONG DISTANCE COMMUNICATION SERVICES

For and on behalf of the Board

Sunil Bharti Mittal Manoj KohliChairman and Managing Director CEO & Joint Managing Director

Place : New Delhi Srikanth Balachander Vijaya SampathDate : April 29, 2009 Chief Financial Officer Group General Counsel & Company Secretary

5 Airtel main 98-148.p65 7/21/2009, 9:23 PM148




BHARTI

AIR

TEL ANNUAL REPORT 2008-09

149

Consolidated Financial Statements withAuditors’ Report

Auditors’ Report to The Board of Directors of Bharti Airtel Limited

1. We have audited the attached Consolidated Balance

Sheet of Bharti Airtel Limited (’the Company) and

its subsidiaries, joint ventures and associate

[together referred to as the ‘the Group’ as described

in Note 3 on schedule 21] as at March 31, 2009

and also the Consolidated Profit and Loss Account

and the Consolidated Cash Flow Statement for the

year ended on that date annexed thereto. These

financial statements are the responsibility of the

Group’s management. Our responsibility is to

express an opinion on these financial statements

based on our audit.

2. We conducted our audit in accordance with auditing

standards generally accepted in India. Those

Standards require that we plan and perform the audit

to obtain reasonable assurance about whether the

financial statements are free of material

misstatement. An audit includes examining, on a

test basis, evidence supporting the amounts and

disclosures in the financial statements. An audit also

includes assessing the accounting principles used

and significant estimates made by management, as

well as evaluating the overall financial statement

presentation. We believe that our audit provides a

reasonable basis for our opinion.

3. We report that consolidated financial statements

have been prepared by the Group in accordance with

the requirement of the Accounting Standards (AS)

21, Consolidated Financial Statements, Accounting

Standard (AS) 27, Financial Reporting of Interest in

Joint Ventures and Accounting Standards (AS) 23,

Accounting for Investments in Associates in

Consolidated Financial Statements as notified

pursuant to the Companies (Accounting Standards)

Rules, 2006 (as amended). In respect of the

consolidated financial statements, we did not audit

the financial statements of a joint venture, included

herein with the Company’s share of total assets as

at March 31, 2009 of Rs. 23,842,291 thousands

and net revenue and loss for the year then ended of

Rs. 8,929,186 thousands and Rs. 726,254

thousands, respectively. These financial statements

and other financial information have been audited

by other auditors whose report has been furnished

to us, and our opinion on the year to date results, to

the extent they have been derived from such

financial statements is based solely on the report of

such other auditors.

4. Based on our audit and on consideration of report

of other auditors on the separate financial statements

and on the other financial information of the Joint

Venture and to the best of our information and

according to the explanation given to us, we are of

the opinion that the attached consolidated financial

statements give a true and fair view in conformity

with the accounting principle generally accepted in

India:

a) in case of the consolidated balance sheet, of

the state of affair of the Group as at March 31,

2009;

b) in case of the consolidated profit and loss

account, the profit for the year ended on that

date; and

c) in case of the consolidated cash flow statement,

of the cash flows for the year ended on that

date.




Partner

Membership No.: 93283

Place : New Delhi


17

6 Consolidated - Airtel 149-192.p65 7/21/2009, 9:23 PM149




Consolidated Balance Sheet as atMarch 31, 2009

Particulars Schedule As at As at

No. March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SOURCES OF FUNDS

Shareholder’s Funds

Share Capital 1 18,982,398 18,979,074

Share Application Money Pending Allotment 2,933 12,318

Employee Stock Options Outstanding 2,901,620 1,251,370

Less: Deferred Stock Compensation 1,495,823 1,405,797 687,353 564,017



Reserves and Surplus 2 270,888,116 197,688,417

Loan Funds

Secured Loans 3 14,287,304 582,598

Unsecured Loans 4 120,884,165 95,434,870

Deferred Tax Liability (Net)


Note 18 on Schedule 22) – 2,729,149

Minority Interest 12,297,540 10,142,236



Total 438,748,253 326,132,679

APPLICATION OF FUNDS

Fixed Assets

Gross Block 5 586,616,050 423,224,108

Less: Depreciation 147,129,637 97,729,655

Net Block 439,486,413 325,494,453

Capital Work-in-Progress 41,436,526 35,699,610

480,922,939 361,194,063

Investments 6 23,489,524 48,097,075

Deferred Tax Asset (Net) 292,978 –



Current Assets, Loans and Advances

Inventory 7 962,676 1,142,295

Sundry Debtors 8 28,997,771 28,398,245

Cash and Bank Balances 9 27,659,715 7,034,067

Other Current Assets 10 1,552,235 1,004,881

Loans and Advances 11 60,534,722 27,486,641

119,707,119 65,066,129

Less: Current Liabilities and Provisions 12

Current Liabilities 168,621,781 141,323,352

Provisions 17,043,399 6,903,270

185,665,180 148,226,622

Net Current Assets (65,958,061) (83,160,493)

Miscellaneous Expenditure

(To the extent not written off or adjusted) 13 873 2,034

Total 438,748,253 326,132,679

Statement of Significant Accounting Policies 21

Notes to the Financial Statements 22

As per our report of even date The Schedules referred to above and Notes to the financial statementsform an integral part of the Balance Sheet

For S.R. BATLIBOI & ASSOCIATES For and on behalf of the Board of Directors of Bharti Airtel LimitedChartered Accountants

per Prashant Singhal Sunil Bharti Mittal Manoj KohliPartner Chairman and Managing Director CEO & Joint Managing DirectorMembership No: 93283

Place : New Delhi Vijaya Sampath Srikanth BalachanderDate : April 29, 2009 Group General Counsel & Company Secretary Chief Financial Officer





BHARTI

AIR


151

As per our report of even date The Schedules referred to above and Notes to the financial statementsform an integral part of the Profit & Loss Account




Consolidated Profit and Loss Accountfor the year ended March 31, 2009

Particulars Schedule For the year ended For the year ended

No. March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

INCOME

Service Revenue 372,328,114 268,727,942Sale of Goods 1,192,696 1,394,474

373,520,810 270,122,416

EXPENDITURE

Access Charges 52,908,719 41,111,353Network Operating 14 62,327,850 32,429,543Cost of Goods Sold 15 998,537 1,189,009Personnel 16 17,022,941 14,391,554Sales and Marketing 17 24,611,665 19,350,109Administrative and Other 18 24,522,970 20,733,347

182,392,682 129,204,915Profit before Licence Fee, Other Income, Finance Expenses(Net), Depreciation, Amortisation, Pre-operativeexpenditure, Charity and Donation and Taxation 191,128,128 140,917,501

Licence fee and Spectrum charges (revenue share) 38,269,861 26,899,638Profit before Other Income, Finance Expenses (Net),Depreciation, Amortisation, Charity and Donation and Taxation 152,858,267 114,017,863

Other Income 19 1,523,814 2,796,080Finance Expense (Net) 20 18,612,828 5,278,690Depreciation/ Amortization 49,051,901 35,102,388Less : Amount withdrawn from Reserve for BusinessRestructuring as per Scheme (Refer Note 2(b)on Schedule 22) 2,324,209 46,727,692 388,208 34,714,180Amortisation 2,911,290 3,388,183Charity and Donation 220,141 317,416

Profit before Tax 85,910,130 73,115,474MAT credit (2,317,983) (398,625)[Includes MAT credit of Rs. 1,364,058 thousand forearlier years (March 31, 2008 Rs. 326,623 thousand)]Tax Expenses- Current Tax 10,400,288 9,353,297 [Includes Tax of Nil thousand for earlier years (March 31, 2008 Rs. 959,169 thousand)]- Deferred Tax (3,022,126) (1,196,238) (Refer Note 14 on Schedule 21 and Note 18 on Schedule 22)

- Fringe Benefit Tax 408,131 402,986Profit after Tax 80,441,820 64,954,054

Minority Interest (Refer Note 2 on Schedule 21 andNote 9 on Schedule 22) 1,852,275 1,000,163

Profit for the year 78,589,545 63,953,891Transferred from Debenture Redemption Reserve 4,411 413,623Transferred to General Reserve 6,000,000 –Proposed Dividend on Equity Shares 3,796,480 –Tax on Dividend 645,212 –

68,152,264 64,367,514Profit brought forward (Refer Schedule 2) 120,157,916 55,790,402

Profit carried to Balance Sheet 188,310,180 120,157,916

Earnings per share in Rs. (Basic) 41.40 34.23Earnings per share in Rs. (Diluted) 41.39 34.19(Refer Note 19 on Schedule 21 and Note 20 on Schedule 22)Statement of Significant Accounting Policies 21Notes to the Financial Statements 22





Cash Flow Statement for the year endedMarch 31, 2009


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

A. Cash flow from operating activities:

Net profit before tax 85,910,130 73,115,474

Adjustments for:

Depreciation 46,727,692 34,714,180

Interest Expense and other Finance Charges 5,030,519 3,859,697

Interest Income (1,858,591) (221,604)

(Profit)/Loss on Sale of Assets (Net) 25,735 64,827

(Profit)/Loss on sale of Investments (2,592,369) (582,609)

Amortisation of ESOP Expenditure 894,878 336,533

Lease Equalisation / FCCB Premium 1,161,147 1,876,145

Amortisation of Goodwill 800,355 568,535

Provision for Deferred Bonus 439,024 (125,287)

Licence fee Amortisation 1,217,408 1,289,786

Bad Debts/Advances Written off 815,967 2,022,676

Provision for Bad and Doubtful Debts/Advances

(Net of write back) 3,002,326 1,216,992

Liabilities/Provisions no longer required written back (577,057) (386,639)

Provision for Gratuity and Leave Encashment 362,092 262,184

Provision for Inventory for obsolete/Damaged stock 519,726 43,113

Unrealized Foreign Exchange (gain)/loss 15,393,148 17,950

Provision for Warranty (4,470) 5,265

Loss from swap arrangements 65,433 97,562

Provision for Wealth Tax (Net) 540 (349)

Operating profit before working capital changes 157,333,633 118,174,431

Adjustments for changes in working capital :

- Increase in Sundry Debtors (4,817,031) (12,219,709)

- Increase in Other Receivables (24,816,570) (10,984,098)

- Increase in Inventory (340,107) (273,266)

- Increase in Trade and Other Payables 22,593,840 37,867,835

Cash generated from operations 149,953,765 132,565,193

Taxes (Paid)/Received (12,838,132) (9,321,148)

Net cash from operating activities 137,115,633 123,244,045

B. Cash flow from investing activities:

Purchase of fixed assets (168,589,591) (136,375,742)

Proceeds from Sale of fixed assets 1,868,859 1,607,330

Proceeds from Sale of Investments 420,787,078 175,342,365

Purchase of Investments (393,572,466) (221,274,149)

Dilution in Equity of Subsidiary Company 1,186,499 –

Interest Received 1,362,657 259,396

Purchase of Fixed Deposits (with maturity more than three months) (14,915,200) –

Proceeds from Maturity of Fixed Deposits (with maturity more

than three months) 300,000 500,000

Acquisition/ Subscription/Investment in Subsidiaries/Associate (181,518) (4,386,123)

Net cash used in investing activities (151,753,682) (184,326,923)





BHARTI

AIR


153

As per our report of even date





March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

C. Cash flow from financing activities:

Proceeds from fresh issue of Share Capital (including Share Premium) 149,400 20,170,500

Issue of Shares under ESOP Scheme (including share application) 176,058 193,531

Proceeds from long term borrowings

Receipts 27,462,693 48,017,356

Payments (15,288,260) (19,631,776)

Proceeds from short term borrowings

Net movement in cash credit facilities and short term loans 12,796,423 15,185,183

Interest Paid (4,669,973) (3,879,932)

Gain/(loss) from swap arrangements 22,156 (67,647)

Net cash from financing activities 20,648,497 59,987,215

Net Increase/(Decrease) in Cash and Cash Equivalents 6,010,448 (1,095,663)

Opening Cash and Cash Equivalents 7,034,067 8,020,899

Cash Acquired on Acquisition of Subsidiary – 108,831

Cash and Cash Equivalents as at year end 13,044,515 7,034,067

Cash and Cash Equivalents comprise:

Cash and Cheques in hand 639,948 1,316,825

Balance with Scheduled Banks 27,019,767 5,717,242

Cash & Bank Balances as per schedule 9 27,659,715 7,034,067

Less: - Fixed deposits not considered as cash equivalents 14,615,200 –

Cash & Cash Equivalents in Cash Flow Statement 13,044,515 7,034,067

Notes :

1 Figures in brackets indicate cash out flow.

2 Previous year figures have been regrouped and recast wherever necessary to conform to the current year classification.

3 Cash and cash equivalents includes Rs. 96,101 thousands pledged with various authorities (March 31, 2008 Rs. 142,573

thousands) which are not available for use by the Company.

4 During the year, the Company increased its stake in Bharti Hexacom Limited by 1.11% through acquisition of 27,80,306 equity

shares for an aggregate consideration of Rs. 166,818 thousand thereby increasing its investment by same amount. (Previous

Year acquisition of equity in Network i2i Limited at a purchase consideration of Rs. 5,313,916 thousand.)





Schedules annexed to and forming partof consolidated accounts


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 1SHARE CAPITAL

Authorised2,500,000,000 (March 31, 2008 - 2,500,000,000) 25,000,000 25,000,000Equity shares of Rs. 10 each

Issued, Subscribed and Paid up1,898,239,796 Equity Shares of Rs. 10 each fully paid up 18,982,398 18,979,074(March 31, 2008 - 1,897,907,446 Equity Shares of Rs. 10 each)(Refer Notes Below)

18,982,398 18,979,074

Notes:(a) 49,999,000 and 1,516,390,970 equity shares issued as fully paid-up

bonus shares on February 24, 1997 and September 30, 2001 respectivelyout of Share Premium account

(b) 21,409,142 Equity Shares (March 31, 2008 - 21,315,734) shares areallotted as fully paid up upon the conversion of Foreign CurrencyConvertible Bonds (FCCBs). (Refer Note 22 on Schedule 22)

(c) 2,722,125 Equity Shares (March 31, 2008 - 2,722,125) shares areallotted as fully paid up under the Scheme of amalgamation withoutpayments being received in cash.

(d) For Stock options outstanding details (refer note no 22 on Schedule 21and Note 19 on Schedule 22)

SCHEDULE : 2RESERVES AND SURPLUS

Securities PremiumOpening balance 39,889,844 39,259,225Additions during the year 256,997 630,619

40,146,841 39,889,844Revaluation Reserve 21,284 21,284

Debentures Redemption ReserveOpening balance 139,958 553,581Transferred to Profit and Loss Account during the period (4,411) (413,623)

135,547 139,958

General Reserve 6,000,000

Reserve for Business RestructuringOpening balance 24,396,990 –Additions during the period – 82,181,203Less : Transferred to Profit and Loss Account during the period * – 57,396,005Less : Depreciation on Fair Valued Assets transferred to Profit & LossAccount during the period in accordance with the Scheme ofArrangement * 2,324,209 388,208

22,072,781 24,396,990* (Refer Note 2(b) of Schedule 22)





BHARTI

AIR


155


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 3

SECURED LOANS


Debentures 500,000 500,000

Loans and Advances from Banks :

-Term Loans 13,770,000 –

-Cash Credit – 58,354

Other Loans and Advances :

-Vehicle Loans 17,304 24,244

14,287,304 582,598

Note : Amount repayable within one year 134,976 69,864

SCHEDULE : 4

UNSECURED LOANS

Interest Free, non-cumulative, Convertible Debentures

of Rs. 10,000 each 32,035,500 30,255,750

Short Term Loans and Advances

From Banks 15,406,584 4,803,050

Other Loans and Advances

From Banks 39,968,535 32,840,340

From Others 33,473,546 27,535,730

120,884,165 95,434,870

Note: Amount repayable within one year 37,494,785 19,007,222



Balance as per Profit & Loss Account 188,310,180 120,157,916

Foreign Currency Translation Reserve 224,873 (7,914)Reserve arising on dilution of Equity in Subsidiary Company

Opening 13,090,339 –Additions 1,019,596 13,090,339Less : Utilisation / Adjustment (133,325) –

Reserve arising on dilution of Equity in Subsidiary Company 13,976,610 13,090,339

270,888,116 197,688,417





SC

HED

ULE 5

: F

IXED

ASSETS

(Refe

r N

ote

3,

4,

5,1

0,1

6 a

nd 1

7 o

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chedule

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chedule

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(Rs.

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lock V

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epre

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Net

Blo

ck

PA

RTIC

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As a

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the

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t

April 01,

during

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h 3

1,

April 01,

year

Adju

stm

ent

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h 3

1,

Marc

h 3

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1,

2008

the y

ear

during

2009

2008

during

2009

2009

2008

the y

ear

the y

ear

IN

TA

NG

IBLE A

SSETS

Goodw

ill

8,6

13,8

58

11,5

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-8,6

25,3

74

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83,9

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83,9

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-90,8

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65,2

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232,6

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4,3

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3,4

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657

7,0

58

313,7

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60,9

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ehold

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621,1

65

132,0

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32,7

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720,4

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--

--

720,4

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92,5

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701,9

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pute

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227,1

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21,5

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356,3

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les

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21,2

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210,6

82

81,8

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37,9

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12,9

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106,8

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151

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ork

In P

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22,9

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Pre

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223,9

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24

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Note

s:

1.

Additio

n t

o f

ixed a

ssets

during t

he y

ear

inclu

des :

Rs.

Nil (

Marc

h 3

1,

2008 loss o

f Rs.

1,6

89,4

59 t

housand)

on a

ccount

of

fluctu

ations in f

ore

ign e

xchange r

ate

s

2.

Capital w

ork

in P

rogre

ss d

uring t

he y

ear

is n

et

of

Rs.

Nil (

Marc

h 3

1,

2008 inclu

des R

s.

3,3

27 t

housand g

ain

) on a

ccount

of

fluctu

ation in E

xchange r

ate

3.

Fre

ehold

Land a

nd B

uildin

g inclu

des R

s. 14,0

13 t

housand (Pre

vio

us y

ear

Rs. 26,4

68 t

housand) and R

s. 297,3

01 t

housand (pre

vio

us y

ear

Rs. 71,4

77 t

housand) re

spectively

, in

respect

of

whic

h r

egis

tration o

f title

in f

avour

of

the C

om

pany is p

endin

g

4.

Buildin

g inclu

des b

uildin

g o

n leasehold

land R

s.

59,4

39 t

housand (

Marc

h 3

1,

2008 R

s.

17,2

88 t

housand)

5.

The r

em

ain

ing a

mort

isation p

eriod o

f licence f

ees a

s a

t M

arc

h 3

1,

2009 r

anges b

etw

een 6

to 1

6 y

ears

for

Unifie

d A

ccess S

erv

ice L

icence a

nd 1

3 y

ears

for

Long D

ista

nce L

icences

6.

Capital w

ork

in p

rogre

ss inclu

des g

oods in t

ransit R

s.

2,7

17,4

84 t

housand (

Marc

h 3

1,

2008 R

s.

3,0

95,8

10 t

housand)

and C

apital A

dvance o

f Rs.

3,5

91,4

36 t

housand (

Marc

h 3

1,

2008 R

s.

3,3

73,2

50 t

housand)

7.

Com

pute

rs inclu

de G

ross B

lock o

f assets

capitalised u

nder

finance lease R

s.

12,3

38,9

41 t

housand (

Marc

h 3

1,

2008 R

s.

8,0

95,0

86 t

housand)

and c

orr

espondin

g A

ccum

ula

ted D

epre

cia

tion b

ein

g R

s.

7,2

58,0

50

thousand (

Marc

h 3

1,

2008 R

s.

4,6

27,1

50 t

housand)

8.

The r

em

ain

ing a

mort

isation p

eriod o

f G

oodw

ill as a

t M

arc

h 3

1,

2009 r

anges b

etw

een 5

to 1

6 y

ears

.

9.

Sale

s a

nd A

djs

utm

ent

during t

he y

ear

inclu

des r

ecla

ssific

ation o

f cla

ss o

f A

ssets

.





BHARTI

AIR


157


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 6

INVESTMENTS


Current, other than trade, Quoted

- Mutual Funds, Debentures and Bonds 21,665,480 48,016,755

Current, other than trade, Unqoted

- Deposits and Bonds 1,757,384 27,069

Long term, other than trade, Unquoted

- Government securities 1,835 3,126

Long Term, trade, unquoted

Investment in Associates

Bharti Teleport Limited: 1,470,000 Equity shares (Previous year

Nil) of Rs. 10 each fully paid up) (Refer Note 2(k) on Schedule 22) 14,700 –

Others

IFFCO Kissan Sanchar Limited : 100,000

(Previous Year 100,000) Equity Shares 50,125 50,125

Total Investments 23,489,524 48,097,075

Aggregate Market Value of Quoted Investments 21,749,914 48,097,361

Aggregate Value of Quoted Investments 21,665,480 48,043,824

Aggregate Value of Unquoted Investments 1,824,044 80,320

SCHEDULE : 7

INVENTORY


Stock-In-Trade* 962,676 1,142,295

962,676 1,142,295

* Includes Goods in Transit Rs. Nil thousand


* Net of obsolete inventory written off of Rs. 60,604

thousand (March 31, 2008 Rs. 88,290 thousand)







March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 8

SUNDRY DEBTORS



Debts outstanding

-Considered good 28,997,771 28,398,245

-Considered doubtful 9,945,948 7,114,566


28,997,771 28,398,245

SCHEDULE : 9

CASH AND BANK BALANCES

Cash in Hand 100,805 143,812

Cheques in Hand 539,143 1,173,013

Balances with Scheduled Banks

- in Current Account 2,936,766 1,150,722

- in Fixed deposits * 24,079,032 4,561,964

- in Deposit Account as Margin Money 3,969 4,556

27,659,715 7,034,067

*[Includes Rs. 92,132 thousand pledged with various authorities

(March 31, 2008 Rs. 138,017 thousand)]

SCHEDULE : 10

OTHER CURRENT ASSETS

Interest Accrued on Fixed Deposit and on

Loan given to Joint Venture 520,742 24,808

Unamortised upfront fees and Deferred Premium 1,018,596 980,059

Others 12,897 14

1,552,235 1,004,881






BHARTI

AIR


159


March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 11

LOANS AND ADVANCES

(Unsecured, considered good unless otherwise stated)Advances recoverable in cash or in kind or forvalue to be received

Considered good 55,043,875 26,332,008Considered doubtful 4,436,842 4,265,898Less : Provision (4,436,842) 55,043,875 (4,265,898) 26,332,008

Advance to ESOP Trust 105,489 116,971Advance Tax [Net of provision for taxRs. 28,241,857 thousand(March 31, 2008 Rs. 17,913,535 thousand)] 2,246,225 225,874Fringe Benefit Tax (Net of provision for taxRs. 961,486 thousand (March 31, 2008Rs. 544,805 thousand)] 55,310 46,488Advance Wealth Tax [Net of Provision fortax Rs. 839 thousand (March 31, 2008Rs. 716 thousand)] 694 154MAT Credit 3,083,129 765,146

60,534,722 27,486,641

SCHEDULE : 12

CURRENT LIABILITIES AND PROVISIONS

Current Liabilities

Sundry Creditors :Total outstanding dues of Micro and Small Enterprises 56,792 –Total outstanding dues of creditors other thanMicro and Small Enterprises* 118,812,490 118,869,282 103,239,665 103,239,665

Advance Billing and Prepaid Card Revenue 34,641,872 28,930,984Interest accrued but not due on loans 1,093,227 732,681Other Liabilities 5,764,529 3,931,091Advance Received from customers 728,759 822,908Security Deposits (Refer Note 10 on Schedule 22) 7,524,112 3,666,023

168,621,781 141,323,352

*Refer Note 16 on Schedule 22 for Loans & Advancesto Companies under the same management

Provisions

Gratuity (Refer Note 11 on Schedule 21and Note 6 on Schedule 22) 698,879 428,987Leave Encashment (Refer Note 11 onSchedule 21 and Note 6 on Schedule 22) 617,981 525,781Warranty (Refer Note 20 on schedule 21and 14(ii) on Schedule 22) 3,058 7,528Others (Refer Note 14(i) and 6 (i) on Schedule 22) 11,281,789 5,940,974Proposed Dividend (Refer Note 24 on Schedule 22) 3,796,480 -Tax on Dividend 645,212 -

17,043,399 6,903,270

185,665,180 148,226,622







March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 13

MISCELLANEOUS EXPENDITURE

(To the extent not written off or adjusted)


Deferred Employee Compensation Expense *

Opening Balance – –

Add: Adjustments during the year (1,351) (6,594)

Less: Amortisation for the year ** (1,351) (6,594)

– –

* Relating to Employee Stock Option Scheme 2001 and 2004

** Net of stock compensation income of Rs. 3,682 thousand (March 31, 2008 Rs. 3,886 thousand)

Premium on Redemption of Debentures


Less: Write back during the year 588 20,217

Less: Amortisation for the year 573 4,378

873 2,034

873 2,034






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March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)

SCHEDULE : 14

NETWORK OPERATING EXPENDITURE

Interconnect charges and PSTN Rentals 871,268 928,155Installation 75,246 126,544Power and Fuel 21,960,934 10,588,493Rent 11,428,559 5,076,453Insurance 212,700 125,878Repairs and Maintenance - Plant and Machinery 14,596,872 7,851,500

- Others 2,913,055 1,284,515Leased Line and Gateway charges 1,218,395 756,273Internet access and bandwidth charges 2,524,918 2,392,454Others 6,525,903 3,299,278

62,327,850 32,429,543

SCHEDULE : 15

COST OF GOODS SOLD

Opening Stock 1,142,295 912,142Add : Purchases 3,895,304 3,540,880Less : Simcard Utilisation 1,811,107 837,311Less : Internal issues / capitalised 1,265,279 1,284,407Less : Closing Stock * 962,676 1,142,295

998,537 1,189,009

*Net of obsolete inventory written off of Rs. 60,604thousand (March 31, 2008 Rs. 88,290 thousand)

SCHEDULE : 16

PERSONNEL EXPENDITURE


Salaries, Wages and Bonus* 15,145,612 12,680,411Contribution to Provident and Other Funds 642,923 569,999Staff Welfare 746,386 721,788Recruitment and Training 488,020 419,356

17,022,941 14,391,554

*Excluding amortisation of Deferred ESOP Cost(Refer Note 19(vii) on Schedule 22)

SCHEDULE : 17

SALES AND MARKETING EXPENDITURE

Advertisement and Marketing 7,156,469 6,013,656Sales Commission and Incentive 7,243,797 6,874,508Simcard Utilisation 1,811,107 837,311Others 8,400,292 5,624,634

24,611,665 19,350,109






SCHEDULE : 18

ADMINISTRATIVE AND OTHER EXPENDITURE

Legal and Professional 6,585,414 3,802,613Rates and Taxes 177,222 50,281Power and Fuel 627,045 613,807IT and Call center Outsoursing 6,837,202 5,272,887Traveling and Conveyance 1,326,528 1,196,845Rent 1,241,532 1,250,242Repairs and Maintenance - Building 210,723 101,619

- Others 448,311 678,391Insurance 32,665 12,852Bad debts written off 815,967 2,022,676Provision for doubtful debts/advances 3,002,326 1,216,992Provision for Diminution in Stock/CWIP 519,726 43,113Collection and Recovery 1,882,834 1,410,002Loss on sale of assets (net) 25,735 64,827Miscellaneous 789,740 2,996,200

24,522,970 20,733,347

SCHEDULE : 19

OTHER INCOME

Liabilities/ Provisions no longer required written back 577,057 387,408Miscellaneous 946,757 2,408,672

1,523,814 2,796,080

SCHEDULE : 20

FINANCE EXPENSE (NET)

Interest :

- On Term Loan 2,693,821 1,948,841- On Debentures 58,457 68,341- On Others 44,961 63,087

Amortisation of Premium on Redemption of FCCBs 573 4,378Other Finance Charges 2,233,280 1,779,428Exchange fluctuation loss (Net) 17,967,263 2,121,266Loss from swap arrangements (Net) 65,433 97,562

23,063,788 6,082,903

Less : Income

Profit on sale of Current Investments (other than trade) 2,592,369 582,609Interest Income

- from Current Investments and Fixed Deposits(Other than Trade) [Gross of TDS Rs. 135,553 thousand(March 31, 2008 Rs. 40,030 thousand)] 887,618 198,844

- from other advances 8,742 17,545- Other Finance Income 962,231 5,215

[Gross of TDS Rs. 120,558 thousand (March 31, 2008 Rs. Nil)]

4,450,960 804,213

18,612,828 5,278,690



March 31, 2009 March 31, 2008

(Rs. ‘000) (Rs. ‘000)






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STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR

THE YEAR ENDED MARCH 31, 2009

SCHEDULE: 21

The significant accounting policies adopted by Bharti Airtel Limited (‘Bharti Airtel’ or the Company) and its subsidiariesand joint ventures (hereinafter referred to as the “Group”) in respect of these Consolidated Financial Statements, areset out below.

1. BASIS OF PREPARATION

These consolidated financial statements have been prepared to comply in all material respects with notifiedaccounting standards by Companies (Accounting Standards) Rules, 2006, (‘as amended’) and the relevantprovisions of the Companies Act, 1956 to reflect the financial position and the results of operations of theGroup. These consolidated financial statements are prepared under the historical cost convention on the accrualbasis of accounting and reporting requirements of Accounting Standard (‘AS’) 21 ‘Consolidated FinancialStatements’ , AS-23 ‘Accounting for Investments in Associates in Consolidated Financial Statements’ and AS-27, Financial Reporting of Interests in Joint Ventures notified under Companies (Accounting Standards) Rules,2006, (‘as amended’) and consolidated as per Para 2 below for the year ended March 31, 2009. The accountingpolicies have been consistently applied by the Company and, except for the changes in accounting policydiscussed in Note 10 below, are consistent with those used in the previous year.

2. PRINCIPLES OF CONSOLIDATION

These accounts represent consolidated accounts of the Group and its majority owned subsidiaries, joint venturesand Investment in associates as follows:

Entity Country of Principal Service Relationship Shareholding as

Incorporation at March 31, 2009

Bharti Airtel Singapore International calling services and Subsidiary 100%(Singapore) Private wholesale switching dataLimited products

Bharti Airtel Lanka Sri Lanka Mobile Services Subsidiary 100%(Pvt) Limited

Network i2i Limited Mauritius Submarine Cable System Subsidiary 100%

Bharti Airtel Holdings Singapore Investments Subsidiary 100%(Singapore) PteLimited

Bharti Infratel Limited India Passive Infrastructure for Subsidiary 92.51%Mobile Services

Bharti Airtel Canada International calling services Subsidiary 100%(Canada) Limited and wholesale switching

data productsBharti Airtel Services India Manpower support to Bharti Subsidiary 100%Limited (‘BASL’) Airtel and VSAT equipment(erstwhile Bharti trading.Comtel Limited)

Bharti Hexacom India Cellular Mobile and Broadband Subsidiary 70%Limited (‘BHL’) and fixed Telephone Services

Bridge Mobile Pte Singapore Mobile Services Joint Venture 10.00%Limited

Forum I Aviation India Buy, sell, lease, hire, maintain, Joint Venture 14.28%Limited operate and run Aircrafts / of Bharti Airtel

Helicopters etc. Services LimitedBharti Telemedia India Direct- to - Home Services Subsidiary 40%Limited (‘BTML’)[Refer Note (b)]

Bharti Airtel United States International calling services Subsidiary 100%(USA) Limited of America and wholesale switching

data products






Bharti Airtel (UK) United Kingdom International calling services Subsidiary 100%Limited and wholesale switching

data products

Bharti Airtel Hong Kong International calling services Subsidiary 100%(Hong Kong) Limited and wholesale switching data

products

Indus Towers Limited India Passive Infrastructure Services Joint Venture 42%*of BhartiInfratel Limited

Bharti Infratel Lanka Sri Lanka Passive Infrastructure Services Subsidiary of 100%Private Limited a Subsidiary

Bharti Infratel India Passive Infrastructure Services Subsidiary of 100%*Ventures Limited Bharti Infratel

Limited

Bharti Aquanet India Submarine Cable landing station Subsidiary 100%**Limited

Bharti Teleports India Uplinking Channels for Associate 49%Limited Broadcaster

*Represents holding of Bharti Infratel Limited

**Up to December 31, 2008, Refer note 2(a) on Schedule 22

a) For the purpose of this consolidation, jointly owned entities, where Bharti Airtel or its subsidiaries owndirectly or indirectly more than 50 percent of voting rights of a Company’s share capital, have been accountedfor as subsidiaries.

b) The Company controls the majority of the Board of Directors of BTML, accordingly BTML has been consolidatedwith the Company in accordance with AS 21, ‘Consolidated Financial Statements’ notified under Companies(Accounting Standards) Rules, 2006, (‘as amended’).

c) The equity and net income attributable to minority shareholders’ interest are shown separately in the BalanceSheet and Profit and Loss Account, respectively. Reserves arising on dilution of equity in a subsidiarycompany is shown separately as ‘Reserve arising on dilution of Equity in Subsidiary Company’ under thehead ‘Reserves and Surplus’.

d) The Group’s interests in jointly controlled entities are accounted for by proportionate consolidation. TheGroup combines its share of the joint ventures’ individual income and expenses, assets and liabilities andcash flows on a line-by-line basis with similar items in the Group’s financial statements.

e) Inter-Company balances have been eliminated in the consolidation. The consolidated financial statements

are prepared using uniform accounting policies for like transactions and other events in similar circumstances.

3. GOODWILL

Goodwill is stated as an excess of the purchase consideration over Bharti Airtel’s interest in the net identifiableassets acquired. Goodwill is carried at cost less accumulated amortisation and is amortised on a straight-linebasis over the remaining period of the service licence of the acquired Company. In case the acquired companydoes not have a Licence, Goodwill is amortised over 10 year period from the date of acquisition.

4. FIXED ASSETS

Fixed Assets are stated at cost of acquisition and subsequent improvements thereto, including taxes & duties(net of cenvat credit), freight and other incidental expenses related to acquisition and installation. Capital work-in-progress is stated at cost.

Site restoration cost obligations are capitalized when it is probable that an outflow of resources will be requiredto settle the obligation and a reliable estimate of the amount can be made.

The intangible component of license fee payable by the Group for cellular and basic circles, upon migration tothe National Telecom Policy (NTP 1999), i.e. Entry Fee, has been capitalised as an asset and the one timelicense fee paid by the Group for acquiring new licences (post NTP-99) (basic, cellular, national long distance

and international long distance services) has been capitalised as an intangible asset.

5. DEPRECIATION/AMORTISATION

Depreciation is provided on straight-line method, at the rates determined based on the estimated economic

useful lives of assets as follows:

Entity Country of Principal Service Relationship Shareholding as

Incorporation at March 31, 2009





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Useful lives

Leasehold Land Period of leaseBuilding 20 yearsBuilding on Leased Land 20 years or period of lease, whichever is lowerLeasehold Improvements Period of lease or 10 years, whichever is lowerPlant & Machinery 3 to 20 yearsComputer / Software 3 yearsOffice Equipment 5 years/2 yearsFurniture and Fixtures 5 yearsVehicles 5 yearsCustomer Premises Equipment Over Estimated Subscriber Life

Software up to Rs. 500 thousand is written off in the financial year placed in service.

Bandwidth capacity is amortised on straight line basis over the period of the agreement subject to a maximumof 18 years.

The Entry Fee capitalised is being amortised equally over the period of the license and the one time licence feeis being amortised equally over the balance period of licence from the date of commencement of commercialoperations.

The site restoration cost obligation capitalized is depreciated over the period of the useful life of the relatedasset, or balance lease period as applicable.

Fixed Assets costing upto Rs. 5 thousand are being fully depreciated within one year from the date of acquisition.

6. REVENUE RECOGNITION AND RECEIVABLES

Mobile Services

Service revenue is recognised on completion of provision of services. Service revenue includes income onroaming commission and access charges passed on to other operators, and is net of discounts and waivers.Revenue, net of discount, from sale of goods is recognised on transfer of all significant risks and rewards to thecustomer and when no significant uncertainty exists regarding realisation of consideration.

Processing fees on recharge is being recognised over the estimated customer relationship period or vouchervalidity period, as applicable.

Telemedia Services (Erstwhile Broadband & Telephone Services) and Enterprise Services Carriers

Service revenue is recognised on completion of provision of services. Revenue on account of bandwidth serviceis recognised on time proportion basis in accordance with the related contracts. Service Revenue includesaccess charges passed on to other operators, and is net of discounts and waivers. Revenue, net of discount,from sale of goods is recognised on transfer of all significant risks and rewards to the customer and when nosignificant uncertainty exists regarding realisation of consideration.

Revenue from prepaid calling cards packs is recognised on the actual usage basis.

Enterprise Services Corporate

Revenue, net of discount, from sale of goods is recognised on transfer of all significant risks and rewards to thecustomer and when no significant uncertainty exists regarding realisation of consideration.

Service Revenues includes revenues from registration, installation and provision of Internet and Satellite services.Registration fees is recognised at the time of dispatch and invoicing of Start up Kits. Installation charges arerecognised as revenue on satisfactory completion of installation of hardware and service revenue is recognisedfrom the date of satisfactory installation of equipment and software at the customer site and provisioning ofInternet and Satellite services.

Passive Infrastructure Services

Service income includes revenue from use of sites/assets and reimbursement of energy charges, rent, securityand maintenance charges. Revenue for use of sites is recognised as and when the services are rendered. If thepayment terms in the service agreements include fixed escalations, the effect of such increases is recognised onstraight line basis over the fixed, non cancellable term of the agreement, as applicable.

Others

Service revenue is recognised on completion of provision of services and on transfer of all significant risks andrewards to the customers and when no significant uncertainty exists regarding realisation of the consideration.

Activation Income

Activation revenue and related direct activation costs, not exceeding the activation revenue, are deferred andamortized over the related estimated customers relationship period, as derived from the estimated customerchurn period.





Investing and other Activities

Income on account of interest and other activities are recognised on an accrual basis. Dividends are accountedfor when the right to receive the payment is established.

Provision for doubtful debts

The Group provides for amounts outstanding for more than 90 days in case of active subscribers and for entireoutstanding from deactivated customers, net off security deposits, or in specific cases where management is ofthe view that the amounts from certain customers are not recoverable.

For receivables due from the other operators on account of their NLD and ILD traffic and IUC charges, the Groupprovides for amounts outstanding for more than 120 days from the date of billing, net of any amounts payableto the operators, or in specific cases where management is of the view that the amounts from the operators arenot recoverable.

Accrued Billing revenue

Accrued billing revenue represent revenues recognized in respect of Mobile, Broadband and Telephone, andLong Distance services provided from the bill cycle date to the end of each month. These are billed in subsequentperiods as per the terms of the billing plans.

7. INVENTORY

Inventory is valued at the lower of cost and net realisable value. Cost is determined on First in First out basis.Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs ofcompletion and the estimated costs necessary to make the sale.

The Company provides for obsolete and slow-moving inventory based on management estimates of the usabilityof inventory.

8. INVESTMENTS

Current Investments are valued at lower of cost and fair market value determined on individual basis.

Long term Investments are valued at cost. Provision is made for diminution in value to recognise a decline, ifany, other than that of temporary nature.

9. LICENSE FEES – REVENUE SHARE

With effect from August 1, 1999, the variable Licence fee computed at prescribed rates of revenue share ischarged to the Profit and Loss Account in the period in which the related revenues are recognised. Revenue forthis purpose is defined as adjusted gross revenue as per the respective license agreements.

10. FOREIGN CURRENCY TRANSLATION, ACCOUNTING FOR FORWARD CONTRACTS & DERIVATIVES

Initial Recognition

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amountthe exchange rate between the reporting currency and the foreign currency at the date of the transaction.

Conversion

Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried interms of historical cost denominated in a foreign currency are reported using the exchange rate at the date ofthe transaction; and non-monetary items which are carried at fair value or other similar valuation denominatedin a foreign currency are reported using the exchange rates that existed when the values were determined.

Exchange Differences

Exchange differences arising on the settlement of monetary items or on restatement of the Company’s monetaryitems at rates different from those at which they were initially recorded during the period/year, or reported inprevious financial statements, are recognized as income or as expenses in the period/year in which they arise asmentioned below.

During the year, the Company has, with effect from the April 1, 2008, changed its policy to charge/creditfluctuations in respect of loans/liabilities for acquisition of fixed assets directly to the Profit & Loss Accountfrom adjusting such exchange differences in the carrying cost of the respective assets.

Forward Exchange Contracts covered under AS 11, ‘The Effects of Changes in Foreign Exchange Rates’

Exchange differences on forward exchange contracts & plain vanilla currency options for establishing the amountof reporting currency and not intended for trading & speculation purposes, are recognised in the Profit & LossAccount in the year in which the exchange rate changes. The premium or discount arising at the inception offorward exchange contracts is amortised as expense or income over the life of the contract. Any profit or lossarising on cancellation or renewal of such forward exchange contract is recognised as income or expense for theperiod/year.





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Exchange difference on forward contracts which are taken to establish the amount other than the reportingcurrency arising due to the difference between forward rate available at the reporting date for the remainingmaturity period and the contracted forward rate (or the forward rate last used to measure a gain or loss on thecontract for an earlier period) are recognised in the Profit and Loss Account for the period/year.

Other Derivative Instruments, not in the nature of AS 11, ‘The Effects of Changes in Foreign Exchange Rates’

The Company enters into various foreign currency option contracts & interest rate swap contracts that are notin the nature of forward contracts designated under AS 11 as such and contracts that are not entered toestablish the amount of the reporting currency required or available at the settlement date of a transaction; tohedge its risks with respect to foreign currency fluctuations and interest rate exposure arising out of import ofcapital goods using foreign currency loan. At every year end all outstanding derivative contracts are fair valuedon a marked-to-market basis and any loss on valuation is recognised in the Profit and Loss Account, on eachcontract basis. Any gain on marked-to-market valuation on respective contracts is not recognized by the Company,keeping in view the principle of prudence as enunciated in AS 1, ‘Disclosure of Accounting Policies’. Anyreduction to fair values and any reversals of such reductions are included in Profit and Loss statement of theperiod/year.

Embedded Derivative Instruments

The Company occasionally enters into contracts that do not in their entirety meet the definition of a derivativeinstrument that may contain “embedded” derivative instruments – implicit or explicit terms that affect some orall of the cash flow or the value of other exchanges required by the contract in a manner similar to a derivativeinstrument. The Company assesses whether the economic characteristics and risks of the embedded derivativeare clearly and closely related to the economic characteristics and risks of the remaining component of the hostcontract and whether a separate, non-embedded instrument with the same terms as the embedded instrumentwould meet the definition of a derivative instrument. When it is determined that (1) the embedded derivativepossesses economic characteristics and risks that are not clearly and closely related to the economic characteristicsand risks of the host contract and (2) a separate, stand-alone instrument with the same terms would qualify asa derivative instrument, the embedded derivative is separated from the host contract, carried at fair value as atrading or non-hedging derivative instrument. The loss on marked-to-market valuation of the embedded derivativeinstrument is recognized in the Profit and Loss Account for the period/year. Any reduction in mark to marketvaluations and reversals of such reductions are included in profit and loss statement of the period/year.

Translation of Integral and Non-Integral Foreign Operation

The financial statements of an integral foreign operation are translated as if the transactions of the foreignoperation have been those of the Group itself.

In translating the financial statements of a non-integral foreign operation for incorporation in financial statements,the assets and liabilities, both monetary and non-monetary are translated at the closing rate; income andexpense items are translated at exchange rate at the date of transaction for the year; and all resulting exchangedifferences are accumulated in a foreign currency translation reserve until the disposal of the net investment.

Foreign exchange contracts for trading and speculation purpose

Foreign exchange contracts intended for trading and/or speculation are fair valued on a marked-to-market basisand any loss on such valuation is recognised in the Profit and Loss Account for the year.

11. EMPLOYEE BENEFITS

(a) Short term employee benefits are recognised in the period during which the services have been rendered.

(b) All employees of the Group are entitled to receive benefits under the Provident Fund, which is a definedcontribution plan. Both the employee and the employer make monthly contributions to the plan at apredetermined rate (presently 12%) of the employees’ basic salary. These contributions are made to thefund administered and managed by the Government of India. In addition, some employees of the Group arecovered under the employees’ state insurance schemes, which are also defined contribution schemesrecognized and administered by the Government of India.

The Group’s contributions to both these schemes are expensed in the Profit and Loss Account. The Grouphas no further obligations under these plans beyond its monthly contributions.

(c) Some employees of the Group are entitled to superannuation, a defined contribution plan which is administeredthrough Life Insurance Corporation of India (“LIC”). Superannuation benefits are recorded as an expense asincurred.

(d) Short term compensated absences are provided for based on estimates. Long term compensated absencesare provided for based on actuarial valuation. The actuarial valuation is done as per projected unit creditmethod.

(e) The Group provides for gratuity obligations through a defined benefit retirement plan (the ‘Gratuity Plan’)covering all employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement





or termination of employment based on the respective employee salary and years of employment with theGroup. The Group provides for the Gratuity Plan based on actuarial valuations as per the Projected UnitCredit Method in accordance with Accounting Standard 15 (revised), “Employee Benefits“. The Groupmakes annual contributions to the LIC for the Gratuity Plan in respect of employees at certain circles.

(f) Other Long term employee benefits are provided based on actuarial valuation made at the end of eachfinancial year. The actuarial valuation is done as per projected unit credit method.

(g) Actuarial gains and losses are recognized as and when incurred.

12. PRE-OPERATIVE EXPENDITURE

Expenditure incurred by the Group from the date of acquisition of license for a new circle or from the date ofstart-up of new ventures or business, up to the date of commencement of commercial operations of the circleor the new venture or business, not directly attributable to fixed assets are charged to the Profit & Loss Accountin the year in which such expenditure is incurred.

13. LEASES

a) Where the Group is the lessee

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leasedterm, are classified as operating leases. Lease Rentals with respect to assets taken on ‘Operating Lease’ arecharged to the Profit & Loss Account on a straight-line basis over the lease term.

Leases which effectively transfer to the Company substantially all the risks and benefits incidental toownership of the leased item are classified as finance lease. Assets acquired on ‘Finance Lease’ whichtransfer risk and rewards of ownership to the Group are capitalized as assets by the Group at the lower offair value of the leased property or the present value of the minimum lease payments or where applicable,estimated fair value of such assets.

Amortization of capitalised leased assets is computed on the Straight Line method over the useful life of theassets. Lease rental payable is apportioned between principal and finance charge using the internal rate ofreturn method. The finance charge is allocated over the lease term so as to produce a constant periodic rateof interest on the remaining balance of liability.

b) Where the Group is the lessor

Lease income in respect of ‘Operating Lease’ is recognised in the Profit & Loss Account on a straight-linebasis over the lease term.

Finance leases as a dealer lessor are recognized as a sale transaction in the Profit & Loss Account and aretreated as other outright sales.

Finance Income is recognized based on a pattern reflecting a constant periodic rate of return on the netinvestment of the lessor outstanding in respect of the lease.

c) Initial direct costs are expensed in the Profit & Loss Account at the inception of the lease.

14. TAXATION

Current Income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authoritiesin accordance with Indian Income Tax Act, 1961.

Deferred income taxes reflects the impact of current year timing differences between taxable income andaccounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured ateach balance sheet date based on the tax rates and the tax laws enacted or substantively enacted. Deferred taxassets and deferred tax liabilities across various countries of operation are not set-off against each other as thecompany does not have a legal right to do so. Deferred tax assets are recognised only to the extent that thereis reasonable certainty that sufficient future taxable income will be available against which such deferred taxassets can be realised. In situations where the Group has unabsorbed depreciation or carry forward tax losses,all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence thatthey can be realised against future taxable profits. Unrecognised deferred tax assets of earlier years are re-assessed and recognised to the extent that it has become reasonably certain that future taxable income will beavailable against which such deferred tax assets can be realized.

Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincingevidence that the Group will pay normal income tax during the specified period. In the period/year in which theMAT credit becomes eligible to be recognized as an asset in accordance with the recommendations contained inguidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of acredit to the Profit & Loss Account and shown as MAT Credit Entitlement. The Group reviews the same at eachbalance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is nolonger convincing evidence to the effect that Group will pay normal Income Tax during the specified period.





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15. MISCELLANEOUS EXPENDITURE

Premium on redemption of debentures is recognised as an expense in the Profit & Loss Account over the periodof the related contract.

16. BORROWING COST

Borrowing cost attributable to the acquisition or construction of fixed assets which takes substantial period oftime to get ready for its intended use is capitalised as part of the cost of that asset. Other borrowing costs arerecognised as an expense in the year in which they are incurred.

17. IMPAIRMENT OF ASSETS

The carrying amounts of assets are reviewed at each balance sheet date. Assets that are subject to amortizationare reviewed for impairment whenever events or changes in circumstances indicate that the carrying amountmay not be recoverable. An impairment loss is recognized for the amount by which the assets’ carrying amountexceeds its recoverable amount. The recoverable amount is the higher of the assets’ fair value less costs to selland value in use.

For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separatelyidentifiable cash flows (cash generating units).

18. SEGMENTAL REPORTING

a) Primary Segment

The Group operates in five primary business segments viz. Mobile Services, Telemedia Services, EnterpriseServices Carriers, Enterprise Services Corporate and Passive Infrastructure Services.

b) Secondary Segment

The Group has operations within India as well as in other countries through entities located outside India.The operations in India constitute the major part, which is the only reportable segment, the remainingportion being attributable to others.

19. EARNINGS PER SHARE

The earnings considered in ascertaining the Group’s Earnings per Share (‘EPS’) comprise the net profit after tax.The number of shares used in computing basic EPS is the weighted average number of shares outstandingduring the period/year. The weighted average number of equity shares outstanding during the year are adjustedfor the events of bonus issue. The diluted EPS is calculated on the same basis as basic EPS, after adjusting forthe effects of potential dilutive equity shares unless impact is anti dilutive.

20. WARRANTY AND ASSET RETIREMENT OBLIGATIONS (ARO)

Provision for warranty and ARO is based on past experience and technical estimates.

21. PROVISIONS

Provisions are recognised when the Group has a present obligation as a result of past event; it is more likely thannot that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimatecan be made. Provisions are not discounted to its present value and are determined based on best estimaterequired to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date andadjusted to reflect the current best estimates.

22. EMPLOYEE STOCK OPTIONS OUTSTANDING

Employee Stock options outstanding are valued using Black Scholes /Lattice valuation option – pricing modeland the fair value is recognised as an expense over the period in which the options vest.

23. CASH AND CASH EQUIVALENTS

Cash and Cash equivalents in the Balance Sheet comprise of cash in hand and at bank and short-term investments.





SCHEDULE: 22

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2009

1. Background

Bharti Airtel Limited (‘Bharti Airtel’ or ‘the Company’) incorporated in India on July 7, 1995, is a companypromoted by Bharti Telecom Limited (‘BTL’), a company incorporated under the laws of India.

2. New Operations

a) During the year ended March 31, 2009, the scheme of amalgamation (Scheme) for amalgamation of BhartiAquanet Limited (‘Aquanet’) with the Company has been approved by the Hon’ble High Court and filed withthe Registrar of Companies, National Capital Terrritory of Delhi & Haryana, (ROC) on January 1, 2009.Accordingly, all the assets and liabilities of erstwhile Aquanet are recorded by the Company under poolingof interest method effective January 1, 2009, being the date of filing of the scheme with ROC.

b) During the year ended March 31, 2008, the Company had transferred its telecom infrastructure undertakingworth Rs. 57,396,005 thousand into a separate legal entity Bharti Infratel Limited (“BIL”) at Nil valuepursuant to scheme sanctioned by The Hon’ble High Court of Delhi, effective from January 31, 2008. TheCompany had revalued its investment in BIL and recorded it at its fair value of Rs. 82,181,203 thousand.The reserve arising on business restructuring stood at Rs. 24,785,198 thousand in the balance sheet of theCompany as of March 31, 2008.

During the year ended March 31, 2009, the Company has, based on final reconciliation with BIL, transferredin/out certain assets and accounted these in accordance with the accounting prescribed in the Schemeresulting into net increase in the Business Restructuring Reserve (‘BRR’) and decrease in the net liabilities ofthe Company by Rs. 126,831 thousand for year ended March 31, 2009. Correspondingly, Rs. 126,831thousand has been reflected as increase in the Liabilities and decrease in General Reserve. This reconciliationhas no impact on the profits for the year ended March 31, 2009 or on the consolidated BRR as at March 31,2009.

The charge of additional depreciation has been withdrawn from Business Restructuring Reserve. The additionaldepreciation means depreciation charged by Bharti Infratel Limited on the respective assets transferred byBharti Airtel in excess of that which would be chargeable on the original book value of these assets, as ifthere had been no revaluation or transfer of these assets under the demerger scheme sanctioned by theHon’ble Delhi High Court.

c) Bharti Airtel Services Limited has further invested in the Joint Venture “Forum I Aviation Limited” Rs. 5,500thousand, in ordinary shares of Rs. 10 each, along with other partners, which is equivalent to an ownershipinterest of 14.28% as at March 31, 2009, taking the cumulative investment in the Joint Venture to Rs.45,500 thousand (March 31, 2008 - Rs. 40,000 thousand, ownership interest 14.28%).

d) Leading international investors have invested an amount of USD 1.35 billion in aggregate, towards 4,050Equity Shares of Rs. 10 each (of which 225 shares issued on April 2, 2008) and 3,203,550 fully andcompulsory convertible, non-cumulative, unsecured and interest free Debentures of Rs. 10,000 each (ofwhich 177,975 Debentures issued as on April 2, 2008), in Bharti Infratel Limited. On August 21, 2008Bharti Infratel Limited has issued 540,445,950 fully paid up bonus shares in ratio of 1:9,999 shares (facevalue of Rs. 10 each) by utilisation of its share premium account.

e) During the year ended March 31, 2009, Bharti Airtel invested additional amount of Rs. 1,106,553 thousandsin equity shares of its wholly owned subsidiary Bharti Airtel Holdings (Singapore) Pte. Limited. As of March31, 2009 the amount is pending allotment by the subsidiary.

f) On September 9, 2008, Bharti Airtel Limited subscribed to 5,717 thousand right shares of Bharti HexacomLimited for an aggregate consideration of Rs. 343,062 thousand.

g) During the year ended March 31, 2009, the Company contributed Rs. 2,049,411 thousand in its whollyowned subsidiary Bharti Airtel (Lanka) Private Limited towards equity.

h) On October 9, 2008, Bharti Telemedia Limited, the subsidiary of the Company, has started its commercialoperation to provide Direct to Home (‘DTH’) services.

i) On January 20, 2009, Bharti Infratel Limited, in the Board Meeting, has approved for the demerger ofundertaking comprising of Passive Telecom infrastructure in 12 Circles and merge thereof with BhartiInfratel Venture Limited, a wholly owned subsidiary of the Bharti Infratel Limited through Scheme ofArrangement.

j) On February 19, 2009, the Company increased it’s stake in Bharti Hexacom Limited by 1.11% throughacquisition of 2,780,306 equity shares for an aggregate consideration of Rs. 166,818 thousand.






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k) On March 4, 2009, the Company has subscribed 1,470,000 equity shares (49% stake) in Bharti TeleportsLimited for an aggregate consideration of Rs. 14,700 thousand.

3. Contingent Liabilities

a) Total Guarantees outstanding as at March 31, 2009 amounting to Rs. 22,482,772 thousand (March 31,2008 Rs. 14,788,526 thousand) have been issued by banks and financial institutions on behalf of theGroup.

Corporate Guarantees outstanding as at March 31, 2009 amounting to Rs. 1,576,542 thousand (March 31,2008 Rs. 1,198,890 thousand) have been given to banks and financial institutions on behalf of GroupCompanies.

b) Claims against the Group not acknowledged as debt : (Excluding cases where the possibility of any outflowin settlement is remote):

(Rs ‘000)


March 31, 2009 March 31, 2008

(i) Taxes, Duties and Other demands(under adjudication/appeal/dispute)-Sales Tax (see c below) 405,526 362,579-Service Tax 684,937 183,551-Income Tax 2,005,446 1,735,072-Customs Duty (see g below) 2,289,442 31,194-Stamp Duty 594,685 681,617-Entry Tax (see h below) 1,556,436 587,466-Municipal Taxes 3,327 3,193-Access Charges 2,210,023 2,239,974-DoT demands 580,933 1,196,661-Other miscellaneous demands 66,034 68,181

(ii) Claims under legal cases including arbitration matters 582,524 441,320

10,979,313 7,530,808

Unless otherwise stated below, the management believes that, based on legal advice, the outcome of thesecontingencies will be favourable and that a loss is not probable.

c) Sales tax

The claims for sales tax as of March 31, 2009 comprised the cases relating to:

i. the appropriateness of the declarations made by the Group under the relevant sales tax legislationswhich was primarily procedural in nature; and

ii. the applicable sales tax on disposals of certain property and equipment items.

d) Service tax

The service tax demands as of March 31, 2009 relate to:

i. roaming revenues charged from other operators; and

ii. subscriber receivables written off.

e) Income tax demand under appeal

Income tax demands under appeal mainly included the appeals filed by the Group before various appellateauthorities against the disallowance of certain expenses being claimed under tax by income tax authorities.

The management believes that, based on legal advice, it is probable that its tax positions will be sustainedand, accordingly, recognition of a reserve for those tax positions will not be appropriate.

f) Access charges

Interconnect charges are based on the IUC agreements between the operators although the IUC rates aregoverned by the IUC guidelines issued by TRAI. BSNL has raised a demand requiring the Group to pay theinterconnect charges at the rates contrary to the guidelines issued by TRAI. The Group filed a petitionagainst that demand with the Telecom Disputes Settlement and Appellate Tribunal (‘TDSAT’) which passeda status quo order, stating that only the admitted amounts based on the guidelines would need to be paid bythe Group.

The management believes that, based on legal advice, the outcome of these contingencies will be favourableand that a loss is not probable. Accordingly, no amounts have been accrued although some have been paidunder protest.

g) Customs duty

The custom authorities, in some states, demanded Rs. 2,289,442 thousand as of March 31, 2009 (March31, 2008 - Rs. 31,194 thousand) for the imports of special software on the ground that this would formpart of the hardware along with which the same has been imported. The view of the Group is that suchimports should not be subject to any custom duty as it would be an operating software exempt from any





custom duty. The management is of the view that the probability of the claims being successful is remote.

h) Entry tax

In certain states an entry tax is levied on receipt of material from outside the state. This position has beenchallenged by the Group in the respective states, on the grounds that the specific entry tax is ultra vires theconstitution. Classification issues have been raised whereby, in view of the Group, the material proposed tobe taxed not covered under the specific category. The amount under dispute as of March 31, 2009 wasRs. 1,556,436 thousand (March 31, 2008 - Rs. 587,466 thousand) included in Note 3 (b) above.

i) DoT Demands

i) The Group has received demands from DoT pertaining to Bharti Broadband Limited (now merged withBharti Airtel Limited) amounting to Rs. 50,563 thousand against which an appeal has been filed beforeHon’ble TDSAT (included in note 3 (b) above). The erstwhile promoter of Bharti Broadband Limited hasundertaken to reimburse the Group in the event of the claim being payable.

ii) The Group has not been able to meet its roll out obligations fully due to certain non-controllable factorslike Telecommunication Engineering Center testing, Standing Advisory Committee of Radio FrequencyAllocations clearance, non availability of spectrum, operational hazards, etc. The Group has receivedshow cause notices from DoT for 14 of its circles for non-fulfillment of its roll out obligations. TheGroup is confident that this show cause notice would not result into liability.

j) Others

Others mainly include disputed demands for consumption tax, disputes before consumer forum and withrespect to labour cases and a potential claim for liquidated damages.

The management believes that, based on legal advice, the outcome of these contingencies will be favourableand that a loss is not probable. No amounts have been paid or accrued towards these demands.

k) Bharti Mobinet Limited (‘BMNL’) litigation

Bharti Airtel is currently in litigation with DSS Enterprises Private Limited (DSS) (0.34 per cent equityinterest in erstwhile Bharti Cellular Limited (BCL)) for an alleged claim for specific performance in respect ofalleged agreements to sell the equity interest of DSS in erstwhile BMNL to Bharti Airtel. The case filed byDSS to enforce the sale of equity shares before the Delhi High Court had been transferred to District Courtand was pending consideration of the Additional District Judge. This suit was dismissed in default on theground of non-prosecution. DSS had filed an application for restoration of the suit but has subsequentlywithdrawn the restoration application. In respect of the same transaction, Crystal Technologies PrivateLimited (‘Crystal’), an intermediary, has initiated arbitration proceedings against the Company demandingRs. 194,843 thousand included in Note 3 (b) above regarding termination of its appointment as a consultantto negotiate with DSS for the sale of DSS stake in erstwhile BMNL to Bharti Airtel. DSS has also filed a suitagainst a previous shareholder of BMNL and Bharti Airtel challenging the transfer of shares by that shareholderto Bharti Airtel. The suit was subsequently dismissed as frivolous, which has been appealed to in the DelhiHigh Court by DSS and subsequently transferred to District Court. DSS has also initiated arbitration proceedingsseeking direction for restoration of the cellular license and the entire business associated with it including allassets of BCL/BMNL to DSS or alternatively, an award for damages. An interim stay has been granted bythe Delhi High Court with respect to the commencement of arbitration proceedings. The liability, if any, ofBharti Airtel arising out of above litigation cannot be currently estimated. Since the amalgamation of BCLand erstwhile Bharti Infotel Limited (BIL) with Bharti Airtel, DSS, a minority shareholder in BCL, has beenissued 2,722,125 equity shares of Rs. 10 each bringing the share of DSS in Bharti Airtel down to 0.14% asat March 31, 2009. The management believes that, based on legal advice, the outcome of these contingencieswill be favourable and that a loss is not probable. Accordingly, no amounts have been accrued or paid inregard to this dispute.

4. Export Obligation

The Group obtained licenses under the Export Promotion Credit Guarantee (‘EPCG’) Scheme for importingcapital goods at a concessional rate of customs duty against submission of bank guarantee and bonds.

Under the terms of the respective schemes, the Group is required to export goods of FOB value equivalent to,or more than, five times the CIF value of imports in respect of certain licenses and eight times the duty saved inrespect of licenses where export obligation has been refixed by the order of Director General Foreign Trade,Ministry of Finance, as applicable within a period of eight years from the import of capital goods. The ExportPromotion Capital Goods Scheme, Foreign Trade Policy 2004-2009 as issued by the Central Government ofIndia, covers both manufacturer exporters and service providers. Accordingly, in accordance with Clause 5.2 ofthe Policy, export of telecommunication services would also qualify.

Accordingly the Group was required to export goods and services of FOB value of at least Rs. 2,733,073thousand (March 31, 2008 - Rs. 1,213,014 thousand).

5. a) Estimated amount of contracts to be executed on capital account and not provided for (net of advances)Rs. 64,324,498 thousand (March 31, 2008 - Rs. 85,724,477 thousand).

b) Under the IT Outsourcing Agreement, the Group has commitments to pay Rs. 8,127,823 thousand (March31, 2008 - Rs. 8,009,806 thousand).





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6. Employee Benefits

(a) During the year, the Group has recognized the following amounts in the Profit & Loss Account

Defined Contribution Plans

(Rs. ‘000)


March 31, 2009 March 31, 2008

Employer’s Contribution to Provident Fund*@ 617,843 530,316Employer’s Contribution to Super annuation Fund # 2,162 1,173Employer’s Contribution to ESI* 25,080 39,683

* Included in Contribution to Provident and Other Funds (Refer Schedule 16)# Included in Salaries, Wages and Bonus (Refer Schedule 16)@ Includes Contribution to Defined Contribution Plan for Key Managerial Personnel

Defined Benefit Plans

Gratuity liability and leave encashment liability are defined benefit obligations and are provided for on thebasis of an actuarial valuation on projected unit credit method made at the end of each financial year.


(Rs. ‘000)



Current service cost 141,233 68,969 210,202 214,135Interest cost 25,169 12,293 37,462 39,434Expected Return on plan assets (5,288) – (5,288) –Actuarial (gain)/loss 124,534 6,484 131,018 56,308Past service cost – – – –Curtailment and Settlement cost/(credit) – – – –

Net gratuity/Leave encashment cost 285,648 87,746 373,394 309,877

# included in Salaries, Wages and Bonus (Refer Schedule 16)


(Rs. ‘000)



Current service cost 97,549 47,636 145,185 231,003Interest cost 18,772 9,168 27,940 28,807Expected Return on plan assets (4,803) – (4,803) –Actuarial (gain)/loss 87,892 (4,803) 83,089 83,897Past service cost – – – –Curtailment and Settlement cost/(credit) – – – –

Net gratuity/Leave encashment cost 199,410 52,001 251,411 343,707

(b) The assumptions used to determine the benefit obligations are as follows :


Discount Rate 7.50% 7.50%Expected Rate of increase in Compensation levels

‘1st Three Years 15.00% 15.00%‘Thereafter 7.00% 7.00%

Expected Rate of Return on Plan Assets 7.50% N.A.Expected Average remaining working lives of employees (years) 27.74 years 27.74 years

Previous year Assumptions:


Discount Rate 7.50% 7.50%Expected Rate of increase in Compensation levels 7.00% 7.00%Expected Rate of Return on Plan Assets 7.50% N.A.Expected Average remaining working lives of employees (years) 25.85 years 25.85 years





(c) Reconciliation of opening and closing balances of benefit obligations and plan assets


(Rs. ‘000)



Change in Projected Benefit Obligation (PBO)

Projected benefit obligation atbeginning of year 354,577 144,913 499,490 525,781Current service cost 141,233 68,969 210,202 214,135Interest cost 25,169 12,293 37,462 39,434Benefits paid – (92,868) (92,868) (217,677)Curtailment and Settlement cost – – – –Contribution by plan participants – – – –Past service cost – – – –Actuarial (gain)/loss (4,281) 130,011 125,730 56,308



Fair value of plan assets at beginning of year 70,502 – 70,502 –Expected return on plan assets 5,288 – 5,288 –Actuarial gain/(loss) (5,288) – (5,288) –Employer contribution 10,635 – 10,635 –Contribution by plan participants – – – –Settlement cost – – – –Benefits paid – – – –

Fair value of plan assets at year end 81,137 – 81,137 –




(Rs. ‘000)



Change in Projected Benefit Obligation (PBO)

Projected benefit obligation atbeginning of year 250,299 122,228 372,527 384,094Current service cost 97,549 47,636 145,184 231,003Interest cost 18,772 9,168 27,940 28,807Benefits paid (21,529) (102,920) (124,449) (202,019)Curtailment and Settlement cost – – – –Contribution by plan participants – – – –Past service cost – – – –Actuarial (gain)/loss 9,486 68,801 78,287 83,896



Fair value of plan assets at beginning of year 64,037 – 64,037 –Expected return on plan assets 4,803 – 4,803 –Actuarial gain/(loss) (4,803) – (4,803) –Employer contribution 27,994 – 27,994 –Contribution by plan participants – – – –Settlement cost – – – –Benefits paid (21,529) – (21,529) –

Fair value of plan assets at year end 70,502 – 70,502



(d) The expected rate of return on plan assets was based on the average long-term rate of return expected toprevail over the next 15 to 20 years on the investments made by the LIC. This was based on the historicalreturns suitably adjusted for movements in long-term government bond interest rates. The discount rate isbased on the average yield on government bonds of 20 years.

(e) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,promotion and other relevant factors, such as supply and demand in the employment market.





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(f) The Group made annual contributions to the LIC of an amount advised by the LIC. The Group was notinformed by LIC of the investments made by the LIC or the break-down of plan assets by investment type.

(g) Estimated amounts of benefits payable within next year are Rs. 280,188 thousand (March 31, 2008Rs. 244,312 thousand).

(h) The table below illustrates experience adjustment disclosure as per para 120 (n) (ii) of Accounting Standard15, ‘Employee Benefits’

Gratuity Leave Encashment

Particulars For the year For the year For the year For the year For the year For the year

ended March ended March ended March ended March ended March ended March

31, 2009 31, 2008 31, 2007 31, 2009 31, 2008 31, 2007

Defined benefit obligation 780,016 499,489 372,527 617,981 525,781 384,094Plan assets 81,137 70,502 64,037 – – –Surplus / (deficit) (698,879) (428,987) (308,490) (617,981) (525,781) (384,094)Experience adjustments onplan liabilities (82,041) (61,424) 37,174 (25,407) (69,906) 19,182Experience adjustments onplan assets (5,288) (4,803) 394 – – –

(i) Movement in provision for Deferred Incentive Plan

(Rs. ‘000)


March 31, 2009 March 31, 2008

Opening Balance 139,843 265,131Addition during the year 572,216 108,267Less : Utilized during the year 133,191 233,555


7. Investment in Joint Ventures/Jointly owned assets :

Jointly owned assets:

a) The Company has participated in various consortiums towards supply, construction, maintenance and providinglong term technical support with regards to following Cable Systems. The details of the same are asfollows:

Cable Project Total Contribution Capital Work WDV As at Share %

In Progress March 31, 2009

(Rs ‘000) (Rs ‘000) (Rs ‘000)

SMW-4 2,514,188 331,727 1,763,754 10.76%AAG - Project 1,212,110 1,212,110 – 7.08%EASSY - Project 29,753 29,753 – 1.11%EIG - Project 550,389 550,389 – 7.09%IMEWE- Project 1,157,698 1,157,698 – 12.79%Unity - Project - Common 323,939 323,939 – 10%Unity - Project - Light Up 40,541 40,541 – 13.91%

Joint Ventures:

b) The Company entered into a Joint Venture with 9 other overseas mobile operators to form a regionalalliance called the Bridge Mobile Alliance incorporated in Singapore as Bridge Mobile Pte Ltd. The principalactivity of the venture is creating and developing regional mobile services and managing the Bridge MobileAlliance Programme. The Group has invested USD 2,200 thousand, amounting to Rs. 92,237 thousand, in2,200 thousand ordinary shares of USD 1 each which is equivalent to an ownership interest of 10.00% asat March 31, 2009 (March 31,2008: USD 2,200 thousands Rs. 92,237 thousand, ownership interest10.00%).

c) Bharti Infratel Limited has entered into a joint venture agreement on December 8, 2007 with VodafoneEssar Limited and Idea Cellular Limited to form an independent tower company (“Indus Towers Limited”) toprovide passive infrastructure services in 16 circles of India. The Company and Vodafone Essar Limitedholds 42% each in the Indus Tower Limited and the balance 16% will be held by Aditya Birla TelecomLimited. For this purpose Bharti Infratel Ventures Limited has been incorporated as a wholly owned subsidiaryof Bharti Infratel Ltd wherein the relevant assets are to be transferred for ultimate merger in the IndusTowers Limited. Pursuant to the aforesaid agreement, Bharti Infratel Limited has acquired 50,000 equityshares of Rs. 10 each in Indus Towers Limited on December 17, 2007 for an aggregate value of Rs. 500thousand.

d) Bharti Airtel Services Limited (‘BASL’) entered into a Joint Venture with 6 other parties to form an aircraftchartering company called the Forum I Aviation Limited incorporated in India. The principal activity of theventure is operating aircrafts on charter basis. BASL has further invested in the ordinary shares of Rs. 10





each amounting to Rs. 5,500 thousand along with other partners, which is equivalent to an ownershipinterest of 14.28% as at March 31, 2009, taking the cumulative investment in the Joint Venture toRs. 45,500 thousand (March 31,2008: Rs. 40,000 thousand, ownership interest 14.28%).

e) The following represent the Group’s share of assets and liabilities, and income and results of the jointventures after elimination of transactions between joint ventures and the Company to the extent of itsproportionate share which are included in the Balance Sheet and Profit and Loss Account respectively.

(Rs. ‘000)


March 31, 2009 March 31, 2008

Balance Sheet

Reserve and surplus (738,920) (34,370)Fixed assets, (net) 28,252,977 13,782Investments 2,824 23,133Current assets

Sundry Debtors 4,569,743 3,538Cash and bank 2,041,987 60,452Loans and advances 5,604,738 34,504

Current liabilities and provisions 18,117,789 27,802Deferred Tax Liability 376,982 –Unsecured Loans 15,562,449 10,975Secure Loan 7,770,000 –

(Rs. ‘000)


March 31, 2009 March 31, 2008

Profit and Loss Account

Service revenue 8,946,430 17,563Other income 41,263 27,872Expenses

Operating expenses 7,894,247 27,316Selling, general and administration expenses 210,135 35,311Finance expenses/(income) 1,051,728 (1,367)Depreciation 925,915 4,027Charity and Donation 221 –Deferred Tax liability (376,982) –Fringe Benefit Tax 6,198 –

Profit/(Loss) (723,769) (19,852)

Contigent Liability 10,160,782 7,728Capital Commitment 165 –

8. Goodwill

The following is the detail of goodwill in the consolidated financial statements of Bharti Airtel as at March 31,2009:

(Rs. ’000)

Nature of transaction As at As at

March 31, 2009 March 31, 2008

On Acquisition of

70 per cent equity interest (Previous year 68.89 per cent) inBHL by Bharti Airtel 3,067,862 3,056,346100 per cent equity interest in SBEL by Bharti Airtel 31,070 31,070100 per cent equity interest in BBL by SBEL 92,860 92,86010 per cent in Bridge Mobile Pte Ltd, the joint venture Company 4,649 4,649100 per cent equity interest in Bharti Aquanet Limited by Bharti Airtel 33,578 33,578100 per cent equity interest in Network i2i by Bharti Airtel 5,395,355 5,395,355

Total 8,625,374 8,613,858





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9. Minority interest represents that part of the net results of operations and of the net assets of a subsidiaryattributable to interests which are not owned, directly or indirectly through subsidiary (ies) by Bharti Airtel asfollows:

(Rs. ‘000)


March 31, 2009 March 31, 2008

Share Capital 1,216,200 813,218Share Premium 1,507,331 1,627,837Reserve arising under Scheme of Arrangement* 5,958,513 5,825,189Share of Opening Reserve 1,763,221 875,829Share of current Year Profit/(Loss) 1,852,275 1,000,163

Total 12,297,540 10,142,236

* Refer Note 2(b) on Schedule 22

10. Rs. 3,728,953 thousand (March 31, 2008 - Rs. 3,666,023 thousand) included under Current Liabilities, representsrefundable security deposits received from subscribers on activation of connections granted thereto and arerepayable on disconnection, net of outstanding, if any and security deposits received from channel partners.Sundry debtors are secured to the extent of the amount outstanding against individual subscribers by way ofsecurity deposit received from them.

11. As at March 31, 2009, 2,090,245 equity shares (March 31, 2008 - 2,317,645 equity shares) of the Companyare held by Bharti Tele-Ventures Employee’s Welfare Trust, issued at the rate of Rs. 51.36 per equity share fullypaid up.

12. Sales and Marketing in Schedule 17 includes goodwill waivers which are other than trade discount ofRs. 348,853 thousand (March 31, 2008 - 291,774 thousand).

13. Particulars of securities charged against secured loans taken by the Group are as follows:

• First ranking pari passu charge on all present

and future tangible movable and immovable

assets owned by Bharti Airtel Limited including

plant and machinery, office equipment, furniture

and fixtures fittings, spares tools and

accessories

• All rights, titles, interests in the accounts, and

monies deposited and investments made there

from and in project documents, book debts and

insurance policies.

• First ranking pari passu charge and equitable

on all present and future tangible movable and

immovable assets (excluding land) owned by

Bharti Infratel Limited including plant and

machinery, office equipment, furniture and

fixtures, spares tools and accessories.

Secured by pari passu first charge by way of

hypothecation over the present and future movable

assets (tower assets), machinery spares, tools and

accessories, excluding receivables of Indus Tower

Limited.

Secured by Hypothecation of Vehicles of the

Company

11.70%, 50 Non-convertible

Redeemable Debentures of Rs. 10,000

thousand each repayment

commencing from Dec 2009

Loan from Bank

Loan from Bank

Vehicle Loan from Bank

Total

Particulars Amount Outstanding Security charges

(Rs ’000)

500,000

6,000,000

7,770,000

17,304

14,287,304

Note: Following shall be excluded from Securities as mentioned above:

a) Intellectual properties of Bharti Airtel.

b) Investment in subsidiaries of Bharti Airtel.

c) Licenses issued by DoT to provide various telecom services.

}





14. The movement of provision made for site restoration cost and warranty charges in accordance with AS–29‘Provisions, Contingent liabilities and Contingent Assets’ notified under Companies (Accounting Standards)Rules, 2006, (‘As amended’) is given below:

i) Site Restoration Cost:

(Rs. ‘000)


March 31, 2009 March 31, 2008

Opening Balance 5,801,180 3,477,951Addition during the year 4,757,973 2,323,180

Closing Balance 10,559,153 5,801,131

ii) Warranty Charges:

(Rs. ‘000)


March 31, 2009 March 31, 2008

Opening Balance 7,528 2,263Addition during the year 9,989 9,296Less: Utilised/reversed during the year 14,459 4,031


15. Information about Business Segments - Primary


(Rs. ‘000)

Reportable Mobile Telemedia Enterprises Enterprise Passive Others Eliminations Total

Segments Services Services Services Services Infra-

Carriers Corporate structure

Revenue

Service Revenue/Sale of

Goods and Other Income 295,944,616 31,230,090 22,305,505 12,410,940 12,707,127 446,346 - 375,044,624

Inter Segment Revenue 8,243,851 2,195,943 45,929,412 4,022,921 38,205,845 3,553,882 (102,151,854) -

Total Revenue 304,188,467 33,426,033 68,234,917 16,433,861 50,912,972 4,000,228 (102,151,854) 375,044,624

Results

Segment Result, Profit/(Loss) 68,746,069 8,187,883 25,709,297 5,927,956 3,204,243 (6,860,931) (391,559) 104,522,958

Net Finance Expense/( Income ) - - - - - 18,612,828 - 18,612,828

Net Profit / (Loss) 68,746,069 8,187,883 25,709,297 5,927,956 3,204,243 (25,473,759) (391,559) 85,910,130

Provision for Tax

- Current Tax inclusive of MAT credit - - - - - 8,082,305 - 8,082,305

- Fringe Benefit Tax - - - - - 408,131 - 408,131

- Deferred Tax (Credit)/Charge - - - - - (3,022,126) - (3,022,126)

Minority Interest 1,684,463 - - - 167,812 - - 1,852,275

Net Profit / (Loss) after tax 67,061,606 8,187,883 25,709,297 5,927,956 3,036,431 (30,942,069) (391,559) 78,589,545

Other Information

Segment Assets 233,283,156 49,695,333 67,169,802 12,569,123 202,578,918 58,824,123 - 624,120,455

Inter Segment Assets 143,765,234 17,019,515 83,586,494 18,134,560 17,488,997 5,273,054 (285,267,855) -

Deferred Tax Asset - - - - - 292,978 - 292,978

MAT Credit - - - - - - - -

Total Assets 377,048,390 66,714,848 150,756,296 30,703,683 220,067,915 64,390,155 (285,267,855) 624,413,433

Segment Liabilities 99,760,222 8,014,601 24,199,314 6,648,945 94,680,802 87,532,765 - 320,836,649

Inter Segment Liabilities 73,289,611 47,746,070 64,186,124 5,567,882 18,182,791 76,295,377 (285,267,855) -

Minority Interest 4,540,707 - - - 7,756,833 - - 12,297,540

Deferred Tax Liability - - - - - - - -

Total Liabilities 177,590,540 55,760,671 88,385,438 12,216,827 120,620,426 163,828,142 (285,267,855) 333,134,189

Capital Expenditure 84,543,496 16,717,260 17,926,151 3,196,169 62,352,487 3,863,082 (21,653,937) 166,944,708

Depreciation and amortisation 26,143,730 6,102,576 4,779,423 1,663,136 12,709,477 1,029,545 (2,788,905) 49,638,982





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Segment Definitions

Mobile Services – These services cover telecom services provided through cellular mobile technology wherein asubscriber is connected to the network through wireless equipment. The subscriber can freely roam aroundanywhere and stay connected wherever the wireless network coverage is available.

Telemedia Services (formerly Broadband and Telephone Services) — These services are provided through wire-line connectivity to the subscriber. The end-user equipment is connected through cables from main networkequipment (i.e. switch) to subscriber’s premises.

Enterprise Services Carriers — The domestic and international long distance services are intermediary servicesprovided to the service providers of cellular or fixed line services. Using these services, these other serviceproviders route their long distance calls i.e. outside local boundaries of a city area.

Enterprise Services Corporate — These services include internet services, broadband services, providing bandwidthand other network solutions to corporate customers.

Passive Infrastructure Services — These services include setting up, operating and maintaining wirelesscommunication towers, provide network development services and to engage in video, voice, data and internettransmission business in and out of India.

Other operations — These comprise the unallocated revenues, profits / (losses), assets and liabilities of theGroup none of which constitutes a separately reportable segment. The corporate headquarters’ expenses arenot charged to individual segments. Other operation also includes revenues, profits / (losses), assets and liabilitiesof Direct to Home Services.


(Rs. ‘000)

Reportable Mobile Telemedia Enterprises Enterprise Passive Others Eliminations Total

Segments Services Services Services Services Infra-

Carriers Corporate structure

Revenue

Service Revenue/Sale of

Goods and Other Income 213,396,081 27,410,804 21,279,879 10,522,903 202,947 105,882 - 272,918,496

Inter Segment Revenue 5,301,182 1,204,345 22,518,216 3,362,085 5,820,260 2,430,981 (40,637,069) -

Total Revenue 218,697,263 28,615,149 43,798,095 13,884,988 6,023,207 2,536,863 (40,637,069) 272,918,496

Results

Segment Result, Profit/(Loss) 59,268,732 6,108,650 11,289,458 5,245,003 1,242,752 (4,192,881) (567,550) 78,394,164

Net Finance Expense/(Income ) - - - - - 5,278,690 - 5,278,690

Net Profit / (Loss) 59,268,732 6,108,650 11,289,458 5,245,003 1,242,752 (9,471,571) (567,550) 73,115,474

Provision for Tax

- Current Tax - - - - - 9,353,297 - 9,353,297

- Fringe Benefit Tax - - - - - 402,986 - 402,986

- Deferred Tax (Credit)/Charge - - - - - (1,196,238) - (1,196,238)

MAT Credit - - - - - (398,625) - (398,625)

Minority Interest 1,028,770 (61,200) 3,954 - 28,639 - - 1,000,163

Net Profit/(Loss) after tax 58,239,962 6,169,850 11,285,504 5,245,003 1,214,113 (17,632,991) (567,550) 63,953,891

Other Information

Segment Assets 182,618,616 40,938,828 50,734,388 12,000,110 159,988,394 27,313,819 - 473,594,155

Inter Segment Assets 81,889,201 3,987,659 52,768,433 9,253,769 75,097,903 123,620 (223,120,585) -

Deferred Tax Asset - - - - - - - -

MAT Credit - - - - - 765,146 - 765,146

Total Assets 264,507,817 44,926,487 103,502,821 21,253,879 235,086,297 28,202,585 (223,120,585) 474,359,301

Segment Liabilities 134,429,036 7,462,959 20,237,445 7,052,951 48,585,915 26,475,784 - 244,244,090

Inter Segment Liabilities 24,192,776 33,917,584 44,218,245 1,603,505 82,506,445 36,682,030 (223,120,585) -

Minority Interest 10,142,236 - - - - - - 10,142,236

Provision for tax (Net of Advance Tax) - - - - - - - -

Deferred Tax Liability - - - - - 2,729,149 - 2,729,149

Total Liabilities 168,764,048 41,380,543 64,455,690 8,656,456 131,092,360 65,886,963 (223,120,585) 257,115,475

Capital Expenditure 91,075,036 11,063,082 17,365,848 6,667,994 116,597,942 2,247,002 (26,973,615) 218,043,289

Depreciation and amortisation 27,445,098 5,536,379 3,655,903 1,085,650 1,524,097 467,067 (1,611,831) 38,102,363





Notes:

1. Others represents the Unallocated Revenue, Profit/(Loss), Assets and Liabilities.

2. Segment results represents Profit/(Loss) before Finance Expenses and Tax.

3. Capital expenditure pertains to gross additions made to fixed assets during the year excluding goodwill.

4. Segment Assets include Fixed Assets, Capital Work in Progress, Pre-operative Expenses Pending Allocation,Investments, Current Assets and Miscellaneous Expenditure to the extent not written off.

5. Segment Liabilities include Secured and Unsecured loans, Current Liabilities and Provisions.

6. Inter segment Assets/Liabilities represent the inter segment account balances.

7. Inter segment revenues excludes the provision of telephone services free of cost among group companies.Others are accounted for on terms established by management on arm’s length basis. These transactionshave been eliminated in consolidation.

8. The accounting policies used to derive reportable segment results are consistent with those described in the“Significant Accounting Policies” note to the financial statements. Also refer Note 18 - Policy of significantaccounting policy of Segment reporting of Schedule 22.

Information about Geographical Segment – Secondary

The Group has operations within India as well as with entities located in other countries. The informationrelating to the Geographical segments in respect of operations within India, which is the only reportable segment,the remaining portion being attributable to others, is presented below for the year ended March 31, 2009.

(Rs. ‘000)

As at As at


Segment Revenue from external customers based on

geographical location of customers (including Other Income)

Within India 354,157,278 256,863,565Others 20,887,346 16,054,931

375,044,624 272,918,496

Carrying amount of Segment Assets by geographical location


624,413,433 474,359,301

Cost incurred during the year to acquire segment assets by

geographical location


166,944,708 218,043,289

Notes:

1. ‘Others’ represents the Unallocated Revenue, Assets and acsquisition of Segment Assets of the Group.

2. Assets include Fixed Assets, Capital Work in Progress, Investments, Current Assets and MiscellaneousExpenditure to the extent not written off.

3. Cost incurred to acquire Segment Assets pertains to gross additions made to Fixed Assets during the year.





BHARTI

AIR


181

16. Related Party Disclosures :

In accordance with the requirements of Accounting Standards (AS) -18 on Related Party Disclosures, the namesof the related parties where control exists and/or with whom transactions have taken place during the year anddescription of relationships, as identified and certified by the management are:

List of Related Parties

Key Management Personnel :

Sunil Bharti MittalAkhil GuptaManoj Kohli

Other Related Parties

Name of the Related Party and Relationship

Entity having significant influence

Singapore Telecommunications Limited

Entities where Key Management Personnel exercises significant influence / Group Companies

Comviva Technologies Limited (Formerly Bharti Telesoft Limited)Bharti Teletech LimitedBharti Tele-Ventures Employees Welfare TrustBharti Wal-Mart Private LimitedBharti Enterprises LimitedBharti Retail Private LimitedBharti FoundationBharti Electoral TrustBharti Reatly Private Limited (Formerly Jasmine Projects Private Limited)Tamarind Projects Private LimitedBharti Telecom LimitedTelecom (Seychelles) LimitedGuernsey Airtel LimitedBharti Del Monte India Private LimitedPrimerose Projects Private Limited*Bharti AXA Life Insurance Co. LtdJersey Airtel LimitedCentum Learning Limited (Formerly Bharti Learning System Limited)Jataayu Software LimitedBharti AXA General Insurance Co. LimitedBharti AXA Investment Managers Private LimitedBharti Teleports Limited

* Merged with Bharti Realty Private Limited





Rela

ted P

art

y T

ransaction f

or

2008-0

9(R

s ‘

000)

Natu

re o

f tr

ansa

ction

Bhart

iSin

gapore

Bhart

iC

om

viv

aBhart

iTele

com

Jasm

ine

Guern

sey

Tam

arind

Jasm

ine

Bhart

iPrim

ero

se

Tele

com

Tele

com

mu-

Wal-M

art

Techno-

Tele

tech

Seychelle

sPro

jects

Airte

lPro

jects

Pro

jects

Del M

onte

Pro

jects

Lim

ited

nic

ations

Private

logie

sLim

ited

Lim

ited

Private

Lim

ited

Private

Private

India

Private

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Private

Lim

ited

Lim

ited

Purc

hase

of

fixed a

ssets

––

–(1

7,1

25)

(1,0

57,5

42)

–(4

4,3

07)

––

––

–

Sale

of

fixed a

ssets

––

––

––

––

––

––

Purc

hase

of

Invest

ments

(M

utu

al Fund)

Sale

s of

Invest

ments

(M

utu

al Fund)

Rendering o

f se

rvic

es

–1,5

49,6

02

1,3

28

22,4

99

102,5

08

15,0

64

–4,1

65

––

––

Receiv

ing o

f se

rvic

es

–(8

17,7

23)

–(8

06,1

97)

(100,6

90)

(12,4

34)

––

––

––

Fund t

ransf

err

ed/inclu

des

expense

s

incurr

ed o

n b

ehalf o

f oth

ers

––

––

1,4

10

–126,2

93

–14,6

22

17,4

74

––

Fund r

eceiv

ed/inclu

des

expense

s

incurr

ed o

n b

ehalf o

f C

om

pany

––

–(6

86)

(5,7

37)

––

––

–447

–

Em

plo

yee r

ela

ted t

ransa

ction

incurr

ed o

n b

ehalf o

f oth

ers

––

––

54

––

––

––

–

Em

plo

yee r

ela

ted t

ransa

ction

incurr

ed o

n b

ehalf o

f C

om

pany

––

––

––

––

––

(1,0

34)

–

Sala

ry

Donation

––

––

––

––

––

––

Am

ount

receiv

ed o

n e

xerc

ise o

f

ESO

P o

ptions

Security

deposi

t/A

dvances

paid

––

––

––

259,9

79

––

––

–

Security

deposi

t/A

dvances

receiv

ed

––

––

(53,6

00)

––

––

––

(188,9

91)

Subsc

ription t

o s

hare

capital

Share

Capital is

sued

Loan f

rom

Gro

up C

om

panie

s–

––

––

––

––

––

–

Loan t

o R

ela

ted P

art

y

Subsc

ription t

o s

hare

capital

Inte

rest

receiv

ed o

n f

und t

ransf

err

ed

––

––

––

––

––

––

Clo

sing b

ala

nce

9,0

78

531,5

94

437

(242,4

05)

25,9

52

738

594,7

79

10,1

60

––

447

–

Unse

cure

d L

oan

––

––

––

––

––

––

Cre

ditors

––

–(2

42,4

05)

––

––

––

––

Loans

and A

dvances

––

––

25,9

52

738

594,7

79

10,1

60

––

––

Debto

rs–

531,5

94

437

––

––

––

––

–

Clo

sing B

ala

nce

9,0

78

531,5

94

437

(242,4

05)

25,9

52

738

594,7

79

10,1

60

––

447

–

Maxim

um

Loans

and A

dvances

outs

tandin

g d

uring t

he y

ear

––

––

25,9

52

738

594,7

79

10,1

60

––

447

–

Guarn

ate

ss a

nd C

olla

tera

ls





BHARTI

AIR


183

Rela

ted P

art

y T

ransaction f

or

2008-0

9(R

s ‘

000)

Bha

rti

Bha

rti

Bha

rti

Jers

eyBha

rti

Cen

tum

Bha

rti

Jata

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Bha

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xaBha

rti

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khil

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ifeFo

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ail

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ta *

Koh

li

Nat

ure

of t

rans

actio

nIn

sura

nce

vent

ures

Lim

ited

Lim

ited

Lim

ited

(For

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lyPr

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eIn

sura

nce

Man

ager

sLi

mited

Mitta

l

Co.

Ltd

Empl

oyee

Bha

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Lear

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Purc

has

e of

fixe

d a

sset

s–

––

––

––

––

––

––

–

Sal

e of

fixe

d a

sset

s–

––

––

13,6

50

––

––

––

––

Purc

has

e of

Inve

stm

ents

(M

utu

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und)

––

––

––

––

–(1

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27)

––

––

Sal

es o

f In

vest

men

ts (

Mutu

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und)

––

––

––

––

–911,8

87

––

––

Ren

der

ing o

f se

rvic

es23,8

87

––

43,5

59

1,1

34

45

17,1

84

1,5

52

––

––

––

Rec

eivi

ng o

f se

rvic

es(5

1)

––

(477)

–(2

08,5

60)

––

(10,0

76)

––

––

–

Fund t

ransf

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d/in

cludes

exp

ense

s

incu

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on b

ehal

f of

oth

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––

––

71

28,8

50

13,6

94

––

––

––

–

Fund r

ecei

ved/in

cludes

exp

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s

incu

rred

on b

ehal

f of

Com

pan

y–

––

–(2

23,8

34)

(6,1

49)

(3,9

36)

–(6

34)

––

––

–

Em

plo

yee

rela

ted t

ransa

ctio

n

incu

rred

on b

ehal

f of

oth

ers

––

––

––

5,1

31

––

––

––

–

Em

plo

yee

rela

ted t

ransa

ctio

n

incu

rred

on h

ehal

f of

Com

pan

y–

(3,0

79)

–(3

65)

(6,2

10)

(25,7

21)

(8,2

48)

––

––

––

–

Sal

ary

––

––

––

––

––

–228,9

77

60,5

79

25,9

58

Donat

ion

–103,1

88

––

––

––

––

––

––

Am

ount

rece

ived

on e

xerc

ise

of

ESO

P o

ptions

––

(11,6

79)

––

––

––

––

––

–

Sec

urity

dep

osi

t/A

dva

nce

s pai

d–

––

––

––

––

––

––

–

Sec

urity

dep

osi

t/A

dva

nce

s re

ceiv

ed–

––

––

––

––

––

––

–

Subsc

ription t

o s

har

e ca

pital

––

––

––

––

––

––

––

Shar

e C

apital

iss

ued

––

––

––

––

––

––

––

Loan

fro

m G

roup C

om

pan

ies

––

––

––

––

––

––

––

Loan

to R

elat

ed P

arty

––

––

––

––

––

––

––

Subsc

ription t

o s

har

e ca

pital

––

––

––

––

––

14,7

00

––

–

Inte

rest

rec

eive

d o

n f

und t

ransf

erre

d–

––

––

––

––

––

––

–

Clo

sing b

alan

ce23,7

40

-107,3

64

31,6

72

470

62,6

69

6,2

10

230

––

–(1

10,0

00)

(24,7

33)

(7,9

89)

Unse

cure

d L

oan

––

––

––

––

––

––

––

Cre

ditors

––

––

––

––

––

–(1

10,0

00)

(24,7

33)

(7,9

89)

Loan

s an

d A

dva

nce

s23,7

40

–107,3

64

31,6

72

470

62,6

69

6,2

10

230

––

––

––

Deb

tors

––

––

––

––

––

––

––

Clo

sing B

alan

ce23,7

40

-107,3

64

31,6

72

470

62,6

69

6,2

10

230

--

-(1

10,0

00)

(24,7

33)

(7,9

89)

Note

s:

* C

ease

d t

o b

e Jo

int

Man

agin

g D

irec

tor

with e

ffec

t fr

om

August

1,

2008.





Rela

ted P

art

y T

ransaction f

or

2007-0

8(R

s ‘

000)

Natu

re o

f tr

ansa

ction

Sin

gapore

Bhart

iC

om

viv

aBhart

iBhart

iTam

arind

Bhart

iBhart

iBhart

iBhart

iBhart

iBhart

iM

anoj

Tele

com

muni-

Wal-M

art

Technolo

gie

sTele

tech

Realty

Pro

jects

Foundation

Ente

rprise

sReta

ilEle

cto

ral

Tele

-V

entu

re-

Kohli

cation L

imited

Private

Lim

ited

Lim

ited

Private

Private

Lim

ited

Private

Tru

stV

entu

res

tech

Lim

ited

Lim

ited

Lim

ited

Lim

ited

Em

plo

yee’s

Lim

ited

Welfare

Tru

st

Purc

hase

of

fixed a

ssets

––

(14,1

79)

(1,5

43,9

14)

––

––

––

––

–

Sale

of

fixed a

ssets

––

––

––

15,6

42

––

––

–

Rendering o

f se

rvic

es

1,1

64,1

07

681

4,5

24

5,9

39

––

–31

202

––

––

Receiv

ing o

f se

rvic

es

(1,9

60,3

28)

–(5

56,7

07)

(89,7

85)

(52,4

86)

(8,6

66)

––

––

––

–

Fund t

ransf

err

ed/inclu

des

expense

s in

curr

ed o

n b

ehalf o

f oth

ers

79,2

65

––

53,6

07

189,1

22

––

3,2

63

1,9

98

––

––

Fund r

eceiv

ed/inclu

des

expense

s

incurr

ed o

n b

ehalf o

f C

om

pany

(850,0

13)

––

(77)

––

–(3

6,5

86)

(1,9

94)

––

––

Em

plo

yee r

ela

ted t

ransa

ction

incurr

ed o

n b

ehalf o

f oth

ers

–454

––

1,2

22

––

–5,0

85

––

––

Em

plo

yee r

ela

ted t

ransa

ction

incurr

ed o

n b

ehalf o

f C

om

pany

––

––

(440)

––

(15,8

73)

(10,4

63)

––

––

Sala

ry–

––

––

––

––

––

–32,0

87

Donation

––

––

––

104,4

41

––

200,0

00

––

–

Am

ount

receiv

ed o

n

exerc

ise o

f ESO

P o

ptions

––

––

––

––

––

(14,7

50)

––

Purc

hase

of

share

s of

Subsi

dia

ry C

om

panie

s(2

,658,0

20)

––

––

––

––

––

(2,6

58,0

20)

–

Clo

sin

g b

ala

nce

110,2

79

147

3,2

52

(50,5

15)

523,7

91

––

13,0

15

(3,1

97)

–119,0

43

––

Unse

cure

d L

oan

––

––

––

––

––

––

–

Cre

ditors

––

–(5

0,5

15)

––

––

––

––

–

Loan a

nd A

dvances

––

3,2

52

–523,7

91

––

12,9

00

––

119,0

43

––

Debto

rs110,2

79

147

––

––

–115

(3,1

97)

––

––

Clo

sin

g B

ala

nce

110,2

79

147

3,2

52

(50,5

15)

523,7

91

––

13,0

15

(3,1

97)

–119,0

43

––

Maxim

um

Loans

& A

dvances

––

3,2

52

–523,7

91

––

12,9

00

––

119,0

43

––

during t

he y

ear

Note

:

1)

Paym

ent

made t

o K

ey M

anagem

ent

Pers

onnel (e

xclu

din

g M

anoj K

ohli)

is

Rs.

264,4

98 t

housa

nd (

Marc

h 3

1,

2007:

Rs.

232,1

82 t

housa

nd)





BHARTI

AIR


185

17. Leases

a) Operating Lease – As a Lessee

The lease rentals charged during the year for cancelable/non-cancelable leases relating to rent of buildingpremises and cell sites as per the agreements and maximum obligation on long-term non-cancelable operatingleases are as follows:

(Rs. ‘000)

As at As at


Lease Rentals 17,793,314 8,937,331

Obligations on non cancelable leases :

Not later than one year 17,248,848 4,966,705Later than one year but not later than five years 41,385,602 19,348,131Later than five years 59,479,474 40,396,172

Total 118,113,924 64,711,008

The escalation clause includes escalation ranging from 0 to 50%, includes option of renewal from 1 to 99 yearsand there are no restrictions imposed on lease arrangements.

b) Operating Lease – As a Lessor

i) The Group has entered into a non-cancelable lease arrangement to provide approximately 100,000 fiberpair kilometers of dark fiber on indefeasible right of use (IRU) basis for a period of 18 years. The leaserental receivable proportionate to actual kilometers accepted by the customer is credited to the Profitand Loss Account on a straight-line basis over the lease term. Due to the nature of the transaction, it isnot possible to compute gross carrying amount, depreciation for the year and accumulated depreciationof the asset given on operating lease as at March 31, 2009 and accordingly, disclosures required by AS19 are not provided.

ii) The future minimum lease payments receivable are :(Rs. ‘000)

As at As at


Not later than one year 1,652,438 377,436Later than one year but not later than five years 6,820,540 1,509,743Later than five years 9,036,409 2,368,559

Total 17,509,387 4,255,738

iii) The group has acquired Property, Plant and Equipment by means of finance lease to the aggregate valueof 468,638 thousand (March 31, 2008 Nil).

iv) The Group has entered into a non-cancelable lease arrangement to provide access to the PassiveInfrastructure located at 12 Circles on indefeasible right of use (IRU) basis for a period of 6 months toits Joint Venture Company, Indus Tower Limited from January 1, 2009. The lease rental receivable iscredited to the Profit and Loss Account on a straight-line basis over the lease term.

c) Service Charges – As a Lessor

The service charges recognized as income during the year for cancelable arrangements relating to servicesfor cell sites as per the agreements is Rs. 227,560 thousand.

d) Finance Lease – As a Lessor

During the year the Group has given certain VSAT assets under finance lease. The reconciliation betweenthe total of minimum lease payments as at March 31, 2009 and their present value is as follows:

As at March 31, 2009

(Rs. ‘000)

Particulars Gross Unearned Finance Present

Investment Income Value

Not later than one year 2,436 94 2,342Later than one year but not later than five years 218 2 216

Total 2,654 96 2,558

As at March 31, 2008

(Rs. ‘000)

Particulars Gross Unearned Finance Present

Investment Income Value

Not later than one year 8,756 513 8,243Later than one year but not later than five years 2,970 94 2,876

Total 11,726 607 11,119





e) The Company entered into a composite IT outsourcing agreement, whereby the vendor supplied fixedassets and IT related services to the Company. Based on the risks and rewards incident to the ownership,the fixed assets received are accounted for as a finance lease transaction. Accordingly, the asset andliability are recorded at the fair value of the leased assets at the time of receipt of the assets, since it is notpossible for the Company to determine. These assets are depreciated over their useful lives as in the caseof the Company’s own assets.

Since the entire amount payable to the vendor towards the supply of fixed assets during the year is accrued,there are no minimum lease payments outstanding as at the year-end in relation to these assets and accordingly,other disclosures as per AS 19 are not applicable.

There are no restrictions imposed on lease arrangements.

18. The breakup of Net Deferred Tax Asset/(Liability) into major components of the respective balances is as follows:(Rs. ‘000)

As at As at

March 31, 2009 March 31, 2008

Provision for doubtful debts/advances charged in financial statementbut allowed as deduction under the Income Tax Act in future years(to the extend considered realisable) 4,402,962 3,237,404

Depreciation claimed as deduction under Income Tax Act but chargeablein the financial statement in future years (12,930,773) (7,312,535)

Other expenses claimed as deduction in the financial statement butallowed as deduction under Income Tax Act in future year on actual 3,014,334 241,495

Foreign exchange fluctuation and MTM losses charged in financialstatement but allowed as deduction under the Income Tax Act in futureyears (by way of depreciation and actual realisation, respectively) 5,043,597 695,095Brought Forward Loss 762,858 409,392

Net Deferred Tax Assets/(Liability) 292,978 (2,729,149)

The tax impact for the above purpose has been arrived at by applying a tax rate of 33.99% being the substantivelyenacted tax rate for Indian companies under the Income Tax Act, 1961.

19. Employee stock compensation

(i) Pursuant to the shareholders’ resolutions dated February 27, 2001 and September 25, 2001, the Companyintroduced the “Bharti Tele-Ventures Employees’ Stock Option Plan” (hereinafter called “the Old Scheme”)under which the Company decided to grant, from time to time, options to the employees of the Companyand its subsidiaries. The grant of options to the employees under the ESOP Scheme is on the basis of theirperformance and other eligibility criteria.

(ii) On August 31, 2001 and September 28, 2001, the Company issued a total of 1,440,000 equity shares ata price of Rs. 565 per equity share to the Trust. The Company issued bonus shares in the ratio of 10 equityshares for every one equity share held as of September 30, 2001, as a result of which the total number ofshares allotted to the trust increased to 15,840,000 equity shares.

(iii) Pursuant to the shareholders’ further resolution dated September 6, 2005, the Company announced a newEmployee Stock Option Scheme (hereinafter called “the New Scheme”) under which the maximum quantumof options was determined at 9,367,276 options to be granted to employees from time to time on the basisof their performance and other eligibility criteria.

(iv) All above options are planned to be settled in equity at the time of exercise and have maximum period of 7years from the date of respective grants. The plans existing during the year are as follows:

a) 2001 Plan under the Old Scheme

The options under this plan have an exercise price of Rs. 22.50 per share and vest on a graded basis asfollows:

Vesting period from the grant date Vesting schedule

For options with a vesting On completion of 12 months 20%period of 36 months: On completion of 24 months 30%



On completion of 30 months 30%On completion of 42 months 40%







BHARTI

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187

b) 2004 Plan under the Old Scheme.

The options under this plan have an exercise price of Rs. 70 per share and vest on a graded basis as follows:




c) Super-pot Plan under the Old Scheme

The options under this plan have an exercise price of Rs. Nil per share and vest on a graded basis as follows:




d) 2006 Plan under the Old Scheme

The options under this plan have an exercise price of Rs. 10 per share and vest on a graded basis from theeffective date of grant as follows:



e) 2005 Plan under the New Scheme

The options under this plan have an exercise price in the range of Rs. 221 to Rs 922 per share and vest ona graded basis from the effective date of grant as follows:




f) 2008 Plan and Annual Grant Plan (AGP) under the New Scheme

The options under this plan have an exercise price in the range of Rs. 590 to Rs. 673 per share and vest ona graded basis from the effective date of grant as follows:

2008 Plan AGP

Vesting period from Vesting Vesting

the grant date schedule schedule

For options with a vesting On completion of 12 months 25% 33%period of 36 months: On completion of 24 months 35% 33%

On completion of 36 months 40% 33%

g) Infratel Options

The options under this plan have an exercise price of Rs. 340 per share and vest on a graded basis from theeffective date of grant as follows:






On completion of 36 months 20%On completion of 48 months 20%On completion of 60 months 20%





(v) The information concerning stock options granted, exercised, forfeited and outstanding at the year-end is asfollows:(Shares in Thousands) As of March 31, 2009 As of March 31, 2008

Number of Weighted Weighted Number of Weighted Weightedstock options average average stock options average average

In (000) exercise price remaining In (000) exercise price remainingcontractual contractual

(Rs.) life (in Years) (Rs.) life (in Years)

2001 PlanNumber of shares under option:Outstanding at beginning of year 37 22.50 – 131 22.50 –Granted – – – – – –Exercised* 11 22.50 – 44 22.50 –Cancelled or expired 7 – – 50 – –Outstanding at the year end 19 22.50 0.00 to 3.25 37 22.50 0.25 to 4.25Exercisable at end of year 19 22.50 – 37 22.50 –Weighted average grant date fair value/exercise price per option for options grantedduring the year/period at less than market value – – – – – –

2004 PlanNumber of shares under option:Outstanding at beginning of year 478 70.00 – 755 70.00 –Granted – – – – – –Exercised* 189 70.00 – 207 70.00 –Cancelled or expired – – – 70 – –Outstanding at the year end 289 70.00 1.76 to 2.25 478 70.00 2.76 to 3.25Exercisable at end of year 289 70.00 – 478 70.00 –Weighted average grant date fair value/exercise price per option for options grantedduring the year/period at less than market value – – – – – –

Superpot PlanNumber of shares under option:Outstanding at beginning of year 6 – – 25 – –Granted – – – – – –Exercised* – – – 17 – –Cancelled or expired – – – 2 – –Outstanding at the year end 6 – 2.25 6 – 3.25Exercisable at end of year 6 – – 6 – –Weighted average grant date fair value/exercise price per value for options grantedduring the year/period at less than market value – – – – – –

2006 PlanNumber of shares under option:Outstanding at beginning of year 1,393 10.00 – 1,251 10.00 –Granted 130 10.00 – 300 10.00 –Exercised* 18 10.00 – 17 – –Cancelled or expired 300 – – 141 – –Outstanding at the year end 1,205 10.00 5.07 to 5.35 1,393 10.00 5.58Exercisable at end of year 34 10.00 – – – –Weighted average grant date fair value/exercise price per value for options granted duringthe year/period at less than market value 130.47 526.50 – 300.47 645.14 –

Scheme 2005Number of shares under option:Outstanding at beginning of year 3,841 474.60 – 3,020 287.66 –Granted – – – 1,863 851.47 –Exercised 239 268.16 – 249 249.51 –Cancelled or expired 603 – – 793 – –Outstanding at the year end 2,999 474.60 3.44 to 5.92 3,841 474.60 4.44 to 6.92Exercisable at end of year 938 474.60 – 289 474.60 –Weighted average grant date fair value/exercise price per option for options grantedduring the year/period at less than market value – – – 1,863 345.79 –

Scheme 2008 & Annual Grant PlanNumber of shares under option:Outstanding at beginning of period – – – – – –Granted 3,108 660.72 – – – –Exercised – – – – – –Cancelled or expired 211 – – – – –Outstanding at period end 2,897 662.44 – – – –Exercisable at end of period – – – – – –Weighted average grant date fair value/exercise price per option for options grantedduring the period at less than market value 3,108 308.87 – – – –

Infratel OptionsNumber of shares under option:Outstanding at beginning of period – – – – – –Granted 2,450 340.00 – – – –Exercised – – – – – –Cancelled or expired – – – – – –Outstanding at period end 2,450 340.00 – – – –Exercisable at end of period – – – – – –Weighted average grant date fair value/exercise price per option for options grantedduring the period at less than market value 2,450 374.81 – – – –

*Options have been exercised out of the shares issued to the trustThe weighted average share price during the year was Rs.733.62.





BHARTI

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189

(vi) The fair value of the options granted was estimated on the date of grant using the Black-Scholes / Latticevaluation model with the following assumptions


March 31, 2009 March 31, 2008

Risk free interest rates 4.45% to 9.70% 6.45% to 8.25%Expected life 48 to 60 months 48 to 66 monthsVolatility 36.23% to 41.39% 40.09% to 41.33%Dividend yield 0.00% 0.00%Wtd average share price on the date of grant 616.80 to 832.55 719.95 to 946.90

The volatility of the options is based on the historical volatility of the share price since the Group’s equityshares became publicly traded, which may be shorter than the term of the options.

(vii) The balance of deferred stock compensation as on March 31, 2009 is Rs. 1,495,823 thousand (March 31,2008 Rs. 687,353 thousand) and total employee compensation cost recognised for the year then ended isRs. 893,527 thousand (March 31, 2008 Rs. 324,500 thousand).

20. Earnings per Share

As at As at

Particulars March 31, 2009 March 31,2008

Nominal value of equity shares (Rs.) 10 10Weighted average number of equity shares outstanding during the year 1,898,105,039 1,897,378,958Dilutive effect on weighted average number of equity sharesoutstanding during the year* 565,047 1,549,696Weighted Average number of Equity shares and Equity Equivalent sharesfor computing Diluted EPS 1,898,670,086 1,898,928,654

*Diluted effect on weighted average number of equity shares and profit attributable is on account of ForeignCurrency Convertible bonds and Employee Stock Option Plan (ESOP).

21. Forward Contracts & Derivative Instruments

The Group’s activities expose it to a variety of financial risks, including the effects of changes in foreigncurrency exchange rates and interest rates. The Group uses derivative financial instruments such as foreignexchange contracts, Option contracts and interest rate swaps to manage its exposures to interest rate andforeign exchange fluctuations.

The following table details the status of the Group’s exposure as on March 31, 2009:

Sr No Particulars Notional Value Notional Value

(March 31, 2009) (March 31, 2008)

A For Loan related exposures *a) Forwards 58,581,419 47,865,985b) Options 16,087,384 13,566,374c) Interest Rate Swaps 12,572,404 20,181,708

Total 87,241,206 81,614,067

B For Trade related exposures *a) Forwards 5,347,203 3,197,778b) Options 534,975 2,687,125

Total 5,882,178 5,884,903

C Unhedged foreign currency borrowing 34,834,314 25,052,788D Unhedged foreign currency payables 30,470,083 12,951,335E Unhedged foreign currency receivables - -

*All derivatives are taken for hedging purposes only and trade related exposure includes hedges taken forforecasted receivables.

The Group had followed the accounting policy to adjust foreign exchange fluctuation on loans/liability for fixedassets till June 30, 2008, as per the requirement of Schedule VI of the Companies Act, 1956 based on a legaladvice. During the year, effective April 1, 2008, the Group has adopted the treatment prescribed in AccountingStandard (AS-11) “Effect of Changes in Foreign Exchange Rates” notified in the Companies (Accounting Standard)Rules 2006 (‘As Amended’) dated December 7, 2006. Instead of capitalising/decapitalising such fluctuation, asper policy hitherto followed, the Company has, with effect from the April 1, 2008, charged/credited suchfluctuations directly to the Profit & Loss Account.

Had the Group continued with its earlier policy, net profit after tax would have been higher by Rs. 13,024,368thousand for year ended March 31, 2009 (lower by Rs. 2,923,206 thousand for the year endedMarch 31, 2008), and net fixed assets would have been higher by Rs. 16,924,162 thousand and deferred taxasset would have been lower by Rs. 3,696,041 thousand.





The Group has accounted for derivatives, which are covered under the Announcement issued by the ICAI, onmarked-to-market basis and has recorded reversals of losses for earlier period of Rs. 1,835,399 thousand forthe year ended March 31, 2009 (including reversal of losses recognised in earlier periods Rs. 1,230,080 thousandtowards embedded derivatives) (March 31, 2008 recorded marked-to-market loss of Rs. 2,044,991 thousand(including loss of Rs. 1,230,080 thousand towards embedded derivatives).

22. During the year ended March 31, 2005 the Company issued USD 115,000,000 Zero Coupon Convertible Bondsdue 2009 (the “FCCBs”). The FCCBs are convertible at any time on or after June 12, 2004 (or such earlier dateas is notified to the holders of the FCCBs by the Issuer) up to April 12, 2009 by holders into fully paid equityshares with full voting rights with a par value of Rs 10 each of the Issuer (“Shares”) at an initial Conversion Price(as defined in the “Terms and Conditions of the FCCBs”) of Rs. 233.17 per share with a fixed rate of exchangeon conversion of Rs. 43.56 = USD 1.00. The Conversion Price is subject to adjustment in certain circumstances.

The FCCBs could be redeemed, in whole or in part, at the option of the Issuer at any time on or after May 12,2007 and prior to April 12, 2009, subject to satisfaction of certain conditions, at their “ Early RedemptionAmount” (as defined in the “Terms and Conditions of the FCCBs”) at the date fixed for such redemption if the“Closing Price” (as defined in the “Terms and Conditions of the FCCBs”) of the Shares translated into U.S.dollars at the “prevailing rate” (as defined in the “Terms and Conditions of the FCCBs”) for each of 30 consecutive“Trading Days” (as defined in the “Terms and Conditions of the FCCBs”), the last of which occurs not more thanfive days prior to the date upon which notice of such redemption is published, is greater than 120 percent of the“Conversion Price” (as defined in the “Terms and Conditions of the FCCBs”) then in effect translated into U.S.dollars at the rate of Rs. 43.56 = USD 1.00.

The FCCBs could also be redeemed in whole, and not in part, at any time at the option of the Issuer at their EarlyRedemption Amount if less than 5 percent in aggregate principal amount of the FCCBs originally issued isoutstanding.

The FCCBs could also be redeemed in whole, at any time at the option of the Issuer at their Early RedemptionAmount in the event of certain changes relating to taxation in India.

The Issuer will, at the option of any holder of any FCCBs, repurchase at the Early Redemption Amount suchFCCBs at such time as the Shares cease to be listed or admitted to trading on the NSE or upon the occurrenceof a “Change of Control” (as defined in the “Terms and Conditions of the FCCBs”) in respect of the Issuer. TheseFCCBs were listed in the Singapore Exchange Securities Trading Limited (the “SGX-ST”).

The Company has during the year ended March 31, 2009, converted FCCBs equivalent to USD 500,000 into93,408 equity shares of the Company at the option exercised by the bond holders which is as follows:

Date of Allotement No. of shares FCCB

allotted value (USD)

2-Jun-08 93,408 500,000

Total 93,408 500,000

Before April 12, 2009, the Company has received notices for conversion of the FCCBs, equivalent to USD350,000 convertible into 65,385 equity shares of the Company.

The balance FCCBs equivalent to USD 50,000 will be redeemed in US Dollars at 111.84% of their principalamount after completion of the statutory formalities.

23. The Board of Directors in its meeting held on April 29, 2009 have approved sub-division (share split) of existingequity shares of Rs. 10 each into 2 equity shares of Rs. 5 each, subject to the approval of its shareholders.

24. The Board of Directors recommended a final dividend of Rs. 2.00 per equity share of Rs. 10.00 each (20% offace value) for financial year 2008-09. The payment is subject to the approval of the shareholders in the ensuingAnnual General Meeting of the Company.

25. As at March 31, 2009, the accumulated losses of Bharti Airtel Services Limited, Bharti Airtel (USA) Limited,Bharti Airtel (Canada) Limited, Bharti Airtel (Hongkong) Limited, Bharti Infratel Ventures Limited and BhartiTelemedia Limited exceed the net worth of the respective companies. However, in view of the support fromBharti Airtel, the holding Company, the accounts of these companies including Bharti Airtel (Singapore) PrivateLimited, Bharti Airtel Holdings (Singapore) Pte Limited and Bharti Airtel (UK) Limited, are prepared on a goingconcern basis.

26. Previous year figures have been regrouped/reclassified where necessary to conform to the current year’sclassification.





BHARTI

AIR


191

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Andhra Pradesh

Splendid Towers,Opp.Begumpet Police Station,Begumpet,Hyderabad – 500016Tel: +91-40-2790 4100Fax: +91-98490 11841

Bihar

7th Floor,Anand Vihar,Boring Canal Road,Patna - 800001,Tel: +91-612–2223141Fax: +91-612-2222375

Delhi and NCR

Unitech World, Cyber ParkTower-A, Sector-39,Gurgaon - 122 001HaryanaTel: +91-124–4552302Fax: +91-124-4552233

270, Udyog Vihar,Phase II,Gurgaon – 122001HaryanaTel: +91-124–4246644Fax: +91-124-4246504

Gujarat

Zodiac Square,2nd floor, S.G. Road,Opp Gurudwara,Ahmedabad - 380 054Tel: +91-79–2754 4527Fax: +91-79-4009 0114

Haryana, Punjab and Himachal Pradesh

C-25, Industrial Area,Phase-2, SAS Nagar,Mohali-160 055Tel: +91-98151 98151Fax: +91-172-4670015

Jammu and Kashmir

B-2, Third Floor,South Block,Bahu Plaza,Jammu – 180 012Tel: +91-191–2473751Fax: +91-191-2473737

Karnataka

No. 55, Divyasree Towers,Opp Jayadeva Hospital,Banerghatta Road,Bangalore 560 076Tel: +91-80–4121 8060Fax: +91-80-4121 8070

Kerala

N.H. Bypass,Kundanoor Junction,Maradu P.O,Kochi - 682 304Tel: +91-98950 98950Fax: +91-98953 38715

Madhya Pradesh and Chhatisgarh

3rd & 4th Floor,Metro Tower,Near Vijay Nagar,Indore - 452010,Madhya PradeshTel: +91-731–4031 170Fax: +91-731-4031 101

Mumbai, Maharashtra and Gujarat

Interface Bldg No. 7,7th Floor, Off Malad Link Road,Malad West,Mumbai - 400053Tel: +91-22–4003 1400Fax: +91-22-4003 1505

North East States and Assam

Megaplaza, 4th floor,G.S. Road, Christian Basti,Guwahati - 78005,AssamTel: +91-361-2341369Fax: +91-361-2341370

Orissa

3rd floor, C6/53,Epari Plaza, Kharvela Nagar,Bhubaneswar - 751 001Tel: +91-674-2536569Fax: +91-674-2532801

Tamil Nadu and Chennai

Oceanic Towers101 Santhome High RoadSanthome,Chennai 600 028Tel: +91 98400 98400Fax: +91-44-4213 7123

Uttar Pradesh

Airtel Tower,12, Rani Laxmi Bai Marg, Hazratgunj,Lucknow - 226001Tel: +91-522-2231073Fax: +91-522-4009399

West Bengal

Infinity Building,6th floor, Sector V,Salt Lake,Kolkata - 700 091Tel: +91-33-2357 5332Fax: +91-33-40060 0664/5

Circle offices18





1

BHARTI AIRTEL LIMITED

Regd. Office: Aravali Crescent,

1, Nelson Mandela Road, Vasant Kunj, Phase – II, New Delhi - 110 007, India.

NOTICE

Notice is hereby given that the fourteenth annual general

meeting of the members of Bharti Airtel Limited will be

held on Friday, 21st day of August, 2009 at 03.30 P.M.

at Air Force Auditorium, Subroto Park, New Delhi 110010

to transact the following businesses:-

ORDINARY BUSINESS

1. To receive, consider and adopt the audited Balance

Sheet of the Company as at March 31, 2009, the

Profit & Loss Account and the Cash Flow Statement

for the year ended on that date and the reports of

the Board of directors and auditors thereon.

2. To declare dividend on equity shares.

3. To appoint a director in place of Mr. Akhil Kumar

Gupta, who retires by rotation and being eligible,

offers himself for re-appointment.

4. To appoint a director in place of Mr. Ajay Lal, who

retires by rotation and being eligible, offers himself

for re-appointment.

5. To appoint a director in place of Mr. Arun Bharat

Ram, who retires by rotation and being eligible offers

himself for re-appointment.

6. To appoint a director in place of Mr. Narayanan

Kumar, who retires by rotation and being eligible,

offers himself for re-appointment.

7. To appoint M/s. S.R. Batliboi & Associates, Chartered

Accountants, Gurgaon, as the statutory auditors of

the Company to hold office from the conclusion of

this annual general meeting until the conclusion of

the next annual general meeting and to authorize

the Board/Audit Committee to fix their remuneration.

SPECIAL BUSINESS

8. To consider and, if thought fit, to pass with or

without modification(s), the following resolution as

an ordinary resolution:

“Resolved that pursuant to the provisions of section

257 and other applicable provisions, if any, of the

Companies Act, 1956, Mr. Quah Kung Yang be and

is hereby appointed as a director of the Company,

liable to retire by rotation.”






Companies Act, 1956, Mr. Nikesh Arora be and is

hereby appointed as a director of the Company,

liable to retire by rotation.”






Companies Act, 1956, Mr. Craig Edward Ehrlich

be and is hereby appointed as a director of the

Company, liable to retire by rotation.”

By order of the Board

Registered Office: For Bharti Airtel Limited

Aravali Crescent,

1, Nelson Mandela Road, Vijaya Sampath

Vasant Kunj, Phase – II, Group General Counsel &

New Delhi - 110 070, Company Secretary

India.

Date: April 29, 2009

NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT

THE MEETING IS ENTITLED TO APPOINT A PROXY

TO ATTEND AND VOTE ON A POLL INSTEAD OF

HIMSELF/HERSELF AND SUCH PROXY NEED NOT

BE A MEMBER OF THE COMPANY. PROXIES, IN

ORDER TO BE EFFECTIVE, MUST BE RECEIVED

AT THE REGISTERED OFFICE OF THE COMPANY,

NOT LESS THAN FORTY-EIGHT HOURS BEFORE

THE COMMENCEMENT OF THE MEETING. A

PROXY FORM IS APPENDED WITH THE

ADMISSION SLIP.

2. The notice of the annual general meeting will be

sent to those members whose names appear on

the register of members as on Tuesday, June 30,

2009.

3. Annual Report is available at the website of the

Company at www.airtel.in in the Investor Relations

section.

4. The Register of Members and Share Transfer books

of the Company will remain closed from Friday,

July 31, 2009, to Friday, August 21, 2009 (both

days inclusive), in terms of the provisions of the

Companies Act, 1956 and the listing agreement

with the stock exchanges where the shares of the

Company are listed for the purpose of annual general

meeting & determining the names of the members

eligible for dividend on equity shares, if declared at

the meeting.

Notice.p65 7/22/2009, 8:25 PM1




5. The dividend, if declared at the meeting, will be

paid on or before the 30th day from the date of

declaration of dividend i.e. September 20, 2009,

to those members, whose names will appear in the

Register of Members on the close of the day on

July 30, 2009; in case, the shares are held in

dematerialized form, to those beneficiaries, whose

names are furnished by the National Securities

Depository Limited (NSDL) and Central Depository

Services (India) Limited (CDSL) as beneficial owner

on that date.

6. Members, who hold shares in the physical form

and desirous of availing ECS facility for direct credit

of dividend to their bank account, may submit their

requisite request in the enclosed form to the

Company’s Registrars and Share Transfer Agents,

Karvy Computershare Private Limited, at Plot No.

17-24, Vittal Rao Nagar, Madhapur, Hyderabad 500

081, Andhra Pradesh (the Registrar). The ECS

mandate, in order to be effective, should be

submitted to the Registrar on or before July 30,

2009 so as to receive the dividend, if declared

through ECS.

In respect of shareholders holding shares in

electronic form, the bank details as furnished by

the respective depositories to the Company will be

used for the purpose of distribution of dividend

through ECS. The Company/the Registrars will not

act on any direct request from members holding

shares in dematerialized form for change/deletion

of such bank details.

7. Members who are holding shares in physical form

are requested to address all correspondence

concerning, registration of transfers, transmissions,

sub-division, consolidation of shares or any other

share related matters and/or change in address, or

updation thereof to Company’s Registrars & Share

Transfer Agents, Karvy Computershare Private

Limited, at Plot No. 17-24, Vittal Rao Nagar,

Madhapur, Hyderabad 500 081, Andhra Pradesh.

Members whose shareholding is in the electronic

mode are requested to direct change of address

notifications and updations of bank account details

to their respective depository participants. Any

query related to dividend should be directed to the

Registrars and Share Transfer Agents of the

Company.

8. Information regarding particulars of the directors

to be appointed and the directors seeking re-

appointment requiring disclosure in terms of the

listing agreement and the explanatory statement

pursuant to Section 173 of the Companies Act,

1956, are annexed hereto. The committee

chairmanships/memberships considered for the

purposes of disclosure are those prescribed under

clause 49(I)(C) of the Listing Agreement(s) viz. Audit

Committee and Shareholders’/Investors Grievance

Committee of Indian public limited companies.

9. Corporate members are requested to send a duly

certified copy of the board resolution/power of

attorney authorising their representative to attend

and vote at the annual general meeting.

10. Statutory Registers and documents referred to in

the accompanying notice and explanatory

statement, including certificate from the Auditors

of the Company under clause 14 of the SEBI

(Employees Stock Option Scheme and Employees

Stock Purchase Scheme) Guidelines, 1999, are open

for inspection at the Registered Office of the

Company on all working days (Monday to Friday)

between 11.00 a.m. and 1.00 p.m. upto the date

of annual general meeting and will also be available

for inspection at the meeting.

11. Members having any questions on accounts are

requested to send their queries at least ten days in

advance to the Company at its registered office

address to enable the Company to collect the

relevant information.

12. Members/proxies are requested to bring duly filled

admission/attendance slips sent herewith along with

the copies of annual reports at the meeting.

13. For the security and safety of the shareholders, no

article/baggage including water bottles and tiffin

boxes will be allowed at the venue of the meeting.

The members / attendees are strictly requested not

to bring any article / baggage, etc. at the venue of

the meeting.

MEMBERS MAY PLEASE NOTE THAT NO GIFTS/ GIFT

COUPONS SHALL BE DISTRIBUTED AT THE VENUE

OF THE MEETING.

EXPLANATORY STATEMENT

(Pursuant to the provisions of section 173(2) of the

Companies Act, 1956)

ITEM No. 8

Mr. Quah Kung Yang was appointed as an additional

director on the Board of the Company w.e.f. August 01,

2008. Pursuant to the provisions of section 260 of the

Companies Act, 1956 read with Article 123(i) of the

Articles of Association of the Company, Mr. Quah Kung

Yang holds office upto the date of this fourteenth annual

general meeting. The Company has received notice under

section 257 of the Companies Act, 1956 from a member

proposing the candidature of Mr. Quah Kung Yang as

director of the Company, liable to retire by rotation along

with the prescribed deposit of Rs. 500/-.

None of the directors except Mr. Quah Kung Yang is

concerned or interested in the resolution.

The Board recommends appointment of Mr. Quah Kung

Yang as director liable to retire by rotation as set out in

item no. 8.

Notice.p65 7/22/2009, 8:25 PM2




3

ITEM No. 9

Mr. Nikesh Arora was appointed as an additional director

on the Board of the Company w.e.f. October 30, 2008.

Pursuant to the provisions of section 260 of the


Articles of Association of the Company, Mr. Nikesh

Arora holds office upto the date of this fourteenth annual

general meeting. The Company has received notice

under Section 257 of the Companies Act, 1956 from a

member proposing the candidature of Mr. Nikesh Arora

as director of the Company, liable to retire by rotation

along with the prescribed deposit of Rs. 500/-.

None of the directors except Mr. Nikesh Arora is


The Board recommends appointment of Mr. NIkesh Arora

as director liable to retire by rotation as set out in item

no. 9.

ITEM No. 10

Mr. Craig Edward Ehrlich was appointed as an additional

director on the Board of the Company w.e.f. April 29,

2009. Pursuant to the provisions of section 260 of the


Articles of Association of the Company, Mr. Craig Ehrlich

holds office upto the date of this fourteenth annual

general meeting. The Company has received notice

under section 257 of the Companies Act, 1956 from a

member proposing the candidature of Mr. Craig Ehrlich

as director of the Company, liable to retire by rotation

along with the prescribed deposit of Rs.500/-.

None of the directors except Mr. Craig Ehrlich is


The Board recommends appointment of Mr. Craig Ehrlich

as director liable to retire by rotation as set out in item

no. 10.

By order of the Board

Registered Office: For Bharti Airtel Limited

Aravali Crescent,

1, Nelson Mandela Road, Vijaya Sampath

Vasant Kunj, Phase – II, Group General Counsel &

New Delhi - 110 070, Company Secretary

India.

Date: April 29, 2009

Information on directors seeking appointment/re-appointment at the forthcoming Annual General Meeting (pursuant

to clause 49 of the Listing Agreement).

Mr. Akhil Kumar Gupta

Director Identification Number 00028728

Date of birth 22nd December, 1955

Qualifications � Chartered Accountant.

� Advanced Management Program at Harvard Business School, USA

Experience and expertise in Financial Management

specific functional area

Shareholding in Bharti Airtel Limited 1,091,692 shares

Directorships held in other Indian � Bharti AXA General Insurance Company Limited

public limited companies � Bharti AXA Life Insurance Company Limited

� Bharti Infratel Limited

� Bharti Infratel Ventures Limited

� Bharti Retail (Holdings) Private Limited*

� Bharti Telecom Limited

� Bharti Teletech Limited

� Bharti Wal-Mart Private Limited*

� Comviva Technologies Limited

� Indus Towers Limited

� Mehrauli Realty Consultants Limited

Membership/Chairmanship of committees � Bharti Airtel Limited - Investor Grievance Committee (Chairman)

in public limited companies in India � Bharti Infratel Limited - Audit Committee (Member)

� Bharti Telecom Limited - Audit Committee (Member)

� Bharti Telecom Limited - Share Transfer Committee (Member)

� Bharti Teletech Limited - Audit Committee (Chairman)

� Bharti Wal-Mart Private Limited* – Audit Committee (Member)

� Indus Towers Limited – Audit Committee (Chairman)

* Public limited company in terms of section 3(1) (iv)(c) of the Companies Act, 1956

Notice.p65 7/22/2009, 8:25 PM3




Mr. Ajay Lal


Date of birth 8th August, 1961

Qualifications � Engineering from IIT New Delhi� MBA from IIM Kolkata� Advanced Management Program Graduate from Harvard Business

School.

Experience and expertise in specific Management, Private Equity, Project Finance and Corporate Bankingfunctional area

Shareholding in Bharti Airtel Limited 10,000 shares

Directorships held in other public limited The Catholic Syrian Bank Limitedcompanies in India

Membership/Chairmanship of committees � Bharti Airtel Limited - Audit Committee (Member)in public limited companies in India � The Catholic Syrian Bank Limited - Audit Committee (Member)

Mr. Arun Bharat Ram


Date of birth 15th November, 1940

Qualifications Engineering from the YMCA Institute of Engineering

Experience and expertise in specific Managementfunctional area

Shareholding in Bharti Airtel Limited Nil

Directorships held in other public limited � DCM Shriram Consolidated Limitedcompanies in India � JK Paper Ltd

� Moser Baer (India) Limited� Samtel Color Limited� Samtel Glass Limited� SRF Energy Limited� SRF Fluorochemicals Ltd� SRF Infrastructuire Limited� SRF Limited� SRF Polymers Investment Limited

Membership / Chairmanship of committees � Bharti Airtel Limited - Audit Committee (Member)in public limited companies in India � DCM Shriram Consolidated Limited – Audit Committee (Member)

� J K Paper Limited - Shareholders’/Investors Grievance Committee(Member)

� SRF Limited - Shareholders’/Investors Grievance Committee(Member)

Mr. Narayanan Kumar


Date of birth 28th January, 1950

Qualifications Engineering in Electronics and Communications from Anna University,Chennai

Experience and expertise in specific Technology, Management and Financefunctional area


Directorships held in other Indian � Bharti Infratel Limitedpublic limited companies � Cochin Shipyard Limited

� Entertainment Network (India) Limited� MRF Limited� Take Solutions Limited� Times Innovative Media Limited

Membership/Chairmanship of committees � Bharti Airtel Limited – Audit Committee (Chairman)in public limited companies in India � Bharti Infratel Limited – Audit Committee (Chairman)

� Cochin Shipyard Limited – Audit Committee (Chairman)� Entertainment Network (India) Limited - Audit Committee

(Chairman)� Take Solutions Limited – Shareholder/Investor Grievance

Committee (Chairman)� Times Innovative Media Limited - Audit Committee (Member)

Notice.p65 7/22/2009, 8:25 PM4




5

Mr. Quah Kung Yang


Date of birth 14th November, 1961

Qualifications � Fellow of the Institute of Chartered Accountants in England andWales

� Member of the Institute of Certified Public Accountants ofSingapore

� Graduate of the University of Kent at Canterbury, England.

Experience and expertise in specific Financial Managementfunctional area


Directorships held in other public limited Bharti Telecom Limitedcompanies in India

Membership/Chairmanship of committees � Bharti Airtel Limited - Audit Committee (Member)in public limited companies in India � Bharti Telecom Limited – Audit Committee (Member)

Mr. Nikesh Arora


Date of birth 9th February, 1968

Qualifications � MS in Finance from Boston College

� MBA from the Northeastern University in the United States.

Experience and expertise in specific Finance and Business Administrationfunctional area


Directorships held in other public limited Nilcompanies in India

Membership/Chairmanship of committees in Nilpublic limited companies in India

Mr. Craig Edward Ehrlich


Date of birth 14th May, 1955

Qualifications � Graduate from University of California Los Angeles� Masters degree from Occidental College� Postgraduate Fellowship from Coro foundation

Experience and expertise in specific Finance and Business Administrationfunctional area


Directorships held in other public limited Nilcompanies in India

Membership/Chairmanship of committees Nilin public limited companies in India

By order of the BoardFor Bharti Airtel Limited

Registered Office:

Aravali Crescent,1, Nelson Mandela Road,Vasant Kunj, Phase – II, Vijaya Sampath

New Delhi - 110 070, India. Group General Counsel &Date: April 29, 2009 Company Secretary

Notice.p65 7/22/2009, 8:25 PM5




Notice.p65 7/22/2009, 8:25 PM6




7

ECS MANDATE FORM[APPLICABLE FOR SHARES HELD IN PHYSICAL FORM ONLY]

To

Karvy Computershare Private Limited

Unit: Bharti Airtel Limited

Plot No. 17-24, Vittal Rao Nagar,

Madhapur, Hyderabad.

Pin: 500 081

Name of the First/Sole Share holder

Folio No.

PAN / Email information

Income Tax Permanent Account Number (PAN)

(Please attach a photocopy of PAN Card)

Email ID

ECS Mandate Form (for shares held in Physical mode)

Bank Name

Branch Name & Address

Bank Account Type (tick) SB Current Others

Bank Account Number

9 Digit Code Number of the Bank and Branch

appearing on the MICR Cheque issued by the Bank

(Please attach a photo copy of the Cheque)

I hereby declare that the particulars given above are correct and complete and also express my concurrence to receive

information through e-mail towards dividend paid by the Company under the ECS mode.

_______________________________________________

Signature of the 1st Registered Holder/Sole Holder

Notice.p65 7/22/2009, 8:25 PM7




Notice.p65 7/22/2009, 8:25 PM8




BHARTI AIRTE

L ANNUAL

REPORT

2008

-09

7

ADMISSION SLIP


Regd. Office: Aravali Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase – II, New Delhi – 110 070

DP Id Client Id

Regd. Folio No.* No. of Shares

Name(s) and address of the shareholder in full ..............................................................................................................................

.................................................................................................................................................................................................................

I/we hereby record my/our presence at the fourteenth annual general meeting of the Company being held on 21st day of August,

2009 at 3.30 p.m. at Air Force Auditorium, Subroto Park, New Delhi – 110 010

Please (�) in the box

MEMBER PROXY __________________________

Signature of Member/Proxy

*Applicable for investors holding shares in physical form.

— — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — —

PROXY FORM


Regd. Office: Aravali Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase – II, New Delhi – 110 070

DP Id Client Id

Regd. Folio No.* No. of Shares

Name(s) and address of the shareholder in full ..............................................................................................................................

.................................................................................................................................................................................................................

I/we being a member of Bharti Airtel Limited, hereby appoint ....................................................... of ..............................................

...... or failing him ................................................. of ...........................in the district of..........................................................as

my/our proxy to attend and vote for me/us on my/our behalf at the fourteenth annual general meeting of the Company scheduled to

be held on 21st of day of August, 2009 at 03.30 P.M. at Air Force Auditorium, Subroto Park, New Delhi – 110010 or/and at any

adjournment thereof.

I/we direct my/our proxy to vote on the resolutions in the manner as indicated below:

Resolutions For Against

Adoption of Annual Financial Statements and Reports

Declaration of Dividend

Re-appointment of Mr. Akhil Kumar Gupta

Re-appointment of Mr. Ajay Lal

Re-appointment of Mr. Arun Bharat Ram

Re-appointment of Mr. Narayanan Kumar

Reappointment of M/s. S. R. Batliboi & Associates, CharteredAccountants, Gurgaon, as the statutory auditors

Appointment of Mr. Quah Kung Yang as a director liable to retire by rotation

Appointment of Mr. Nikesh Arora as a director liable to retire by rotation

Appointment of Mr. Craig Edward Ehrlich as a director liable to retire by rotation

Dated: ______________________

*Applicable for investor holding shares in physical form. Signed by the said

Note : The Proxy form duly completed and signed should be deposited at the Registered Office of the Company situated at

Aravali Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase – II, New Delhi-110070 not later than 48 hours before the

commencement of the Annual General Meeting.

Affix theRevenueStamp ofRe. 1/-

� �

Notice.p65 7/21/2009, 9:23 PM7




Notice.p65 7/21/2009, 9:23 PM8




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bharti airtel ltd 2009

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