MIRA INFORM REPORT

Report Date :

29.03.2012

IDENTIFICATION DETAILS

Name :	TATA COMMUNICATIONS LIMITED TATA COMMUNICATIONS INTERNET SERVICES LIMITED AMALGAMATED WITH TATA COMMUNICATIONS LIMITED
Registered Office :	V S B, Mahatma Gandhi Road, Fort, Mumbai – 400001, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	19.03.1986
Com. Reg. No.:	039266
Capital Investment / Paid-up Capital :	Rs. 2850.000 Millions
CIN No.: [Company Identification No.]	L64200MH1986PLC039266
TAN No.: [Tax Deduction & Collection Account No.]	MUMV07840A
PAN No.: [Permanent Account No.]	AAACV2808C
Legal Form :	A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.
Line of Business :	Providing Telecommunication Services.
No. of Employees :	6457 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (62)

RATING		STATUS	PROPOSED CREDIT LINE
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large

Maximum Credit Limit :	USD 280200000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a part of Tata Group, a premiere industrial house in India. It is a well established and reputed company having fine track. Financial position of the company appears to be sound. There appears some dip in the profitability of the company. However, trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good for normal for business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

INFORMATION DECLINED BY

Management non co-operative.

LOCATIONS

Registered Office :	V S B, Mahatma Gandhi Road, Fort, Mumbai – 400001, Maharashtra, India
Tel No.:	91-22-66578765
Fax No.:	91-22-66395162
E-Mail :	satish.ranade@tatacommunications.com heman.desai@tatacommunications.com
Website :	www.tatacommunications.com
Corporate Office :	C21 and C36, “G” Block, Bandra Kurla Complex, Mumbai – 400098, Maharashtra, India
Regional Offices :	Located At · Mumbai · Chennai · Kolkata · New Delhi
Branch Office :	Located At · Ambattur · Arvi · Bangalore · Bhubaneswar · Chandigarh · Coimbatore · Dehradun · Ernakulam · Gandhinagar · Goa · Guwahati · Hyderabad · Indore · Jaipur · Jalandhar · Kanpur · Patna · Pondicherry · Pune · Thiruvananthapuram

DIRECTORS

AS ON 14.09.2011

Name :	Mr. Subodh Bhargava
Designation :	Chairman (Independent)
Name :	Mr. Vinod Kumar
Designation :	Panatone Nominee
Name :	Mr. N. Srinath
Designation :	Managing Director and Chief Executive Officer
Name :	Mr. Kishor A. Chaukar
Designation :	Panatone Nominee
Name :	Mr. Amul Ganguli
Designation :	Director (Independent)
Name :	Mr. S. Ramadorai
Designation :	Director (Panatone Nominee)
Name :	Mr. Arun Gandhi
Designation :	Director (Panatone Nominee)
Name :	Dr. Ashok Jhunjhunwala
Designation :	Director (Panatone Nominee)
Name :	Mr. Ajay Kumar Mittal
Designation :	Director (Government Nominee)
Name :	Mr. Saurabh Kumar Tiwari
Designation :	Director (Government Nominee)
Name :	Mr. Uday B. Desai
Designation :	Director (Independent)

KEY EXECUTIVES

Name :	Mr. Satish Ranade
Designation :	Company Secretary and Chief Legal Officer
Name :	Mr. Sanjay Baweja
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.12.2011

Category of Shareholder	No. of Shares	% of No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Central Government / State Government(s)	74,446,885	27.98
Bodies Corporate	142,581,988	53.59
Sub Total	217,028,873	81.57
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	217,028,873	81.57
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	2,528,936	0.95
Financial Institutions / Banks	2,367,168	0.89
Insurance Companies	29,429,195	11.06
Foreign Institutional Investors	4,379,480	1.65
Sub Total	38,704,779	14.55
(2) Non-Institutions
Bodies Corporate	1,825,269	0.69
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	7,752,238	2.91
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	472,232	0.18
Any Others (Specify)	296,907	0.11
Trusts	10,500	-
Overseas Corporate Bodies	7,250	-
Non Resident Indians	279,097	0.1
Foreign Nationals	60	-
Sub Total	10,346,646	3.89
Total Public shareholding (B)	49,051,425	18.43
Total (A)+(B)	266,080,298	100
(C) Shares held by Custodians and against which Depository Receipts have been issued	-	-
(1) Promoter and Promoter Group	-	-
(2) Public	18,919,702	-
Sub Total	18,919,702	-
Total (A)+(B)+(C)	285,000,000	-

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category “Promoter and Promoter Group”

Sl.	Name of the Shareholder	Details of Shares held	Encumbered shares (*)
No.		No. of Shares held	No	As a percentage	As a % of
					grand total
					(A)+(B)+(C) of sub-clause (I)(a)
1	Panatone Finvest Limited	88,626,654	-	-	-
2	Tata Sons Limited	40,533,297	10,000,000	24.67	3.51
3	Tata Power Limited	13,422,037	-
4	Government of India	74,446,885	-	-	-
	Total	217,028,873	10,000,000	4.61	3.51

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category “Public” and holding more than 1% of the total number of shares

Sl. No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares
1	Life Insurance Corporation of India	24,940,297	8.75
	Total	24,940,297	8.75

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	Number of shares	Shares as % of Total No. of Shares
1	Life Insurance Corporation of India	24,940,297	8.75
	Total	24,940,297	8.75

BUSINESS DETAILS

Line of Business :

Providing Telecommunication Services.

GENERAL INFORMATION

No. of Employees :

6457 (Approximately)

Bankers :

· Axis Bank Limited

· Bank of America

· Citibank Inc.

· Deustche Bank

· Development Bank of Singapore

· Dhanlakshmi Bank Limited

· HDFC Bank Limited

· Hongkong and Shanghai Banking Corporation

· ICICI Bank Limited

· Indian Overseas Bank

· Kotak Mahindra Bank Limited

· Royal Bank of Scotland

· State Bank of India

· Standard Chartered Bank

· Vijaya Bank

Facilities :

Secured Loan	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
DEBENTURES
10,000, 11.70% Rated taxable Secured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each [Repayable Rs. 4000.000 Millions within one year (2010: Rs. Nil)]	10000.000	10000.000
1,900, 11.00% Rated taxable Secured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each	1900.000	1900.000
550, 11.20% Rated taxable Secured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each	550.000	550.000
50, 11.25% Rated taxable Secured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each	50.000	50.000
TERM LOAN
Term - Loan from bank	0.000	317.600
Total	12500.000	12817.600
Note: Secured by Plant and Machinery of Rs. Nil (2010: Rs. 1270.000 Millions)
Unsecured Loan	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
DEBENTURES
4000, 7.74% Rated taxable unsecured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each (fully repayable within one year)	4000.000	4000.000
1500, 9.50% Rated taxable unsecured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each	1500.000	1500.000
1500, 9.85% Rated taxable unsecured Redeemable Non-convertible Debentures of face value Rs. 1.000 Million each	1500.000	1500.000
LONG TERM LOANS [Repayable Rs. 85.400 Millions within one year (2010: Rs. 4052.500 Millions)]
From Bank	750.000	5248.600
From Others	146.900	135.500
SHORT - TERM LOANS
From Bank	1552.900	1187.400
From Subsidiary - Tata Communications Transformation Services Limited	200.000	0.000
Total	9649.800	13571.500

Banking Relations :	--
Auditors :
Name :	S.B. Billimoria and Company Chartered Accountant
Legal Advisors :	· Messrs ANS Law Associates · Messrs Mulla and Mulla and Craigie Blunt and Caroe
Investing Parties (Promoters) :	· Panatone Finvest Limited · Tata Sons Limited
Subsidiaries (Held Directly):	· Tata Communications Internet Services Limited · Tata Communications Banking Infra Solutions Limited · Tata Communications Transformation Services Limited · Tata Communications International Pte. Limited · VSNL SNOSPV Pte Limited · S and A Internet Services Private Limited · Tata Communications Lanka Limited
Subsidiaries (Held Indirectly):	· Tata Communications (Australia) Pty Limited · Tata Communications (Belgium) SPRL · Tata Communications Services (Bermuda) Limited · Tata Communications (Bermuda) Limited · Tata Communications (Canada) ULC · VSNL International (ITXC) Corporation · Tata Communications (America) Inc. · Tata Communications Services (America) Inc. (Up to 31 March 2011) · Tata Communications (Middle East) FZ-LLC · Tata Communications (UK) Limited · Tata Communications (France) SAS · Tata Communications Deutschland GmbH · Tata Communications (Guam) LLC · Tata Communications (Hong Kong) Limited · Tata Communications (Hungary) LLC · Tata Communications (Ireland) Limited · TCPoP Communication GmbH · Tata Communications (Taiwan) Limited · Tata Communications (Italy) S.r.l · Tata Communications (Japan) KK · ITXC IP Holdings S.a r.l · Tata Communications (Nordic) AS · Tata Communications (Poland) Sp. z oo · Tata Communications (Portugal) Unipessoal LDA · Tata Communications (Portugal) Instalacao E Manutencao De Redes LDA · Tata Communications (Puerto Rico) Inc · Tata Communications (Russia) LLC · Tata Communications Services (International) Pte. Limited · Videsh Sanchar Nigam Spain Srl · Tata Communications (Sweden) AB · Tata Communications (Switzerland) GmbH · Tata Communications (Netherlands) B.V. · BitGravity Inc. (Held through Tata Communications International Pte. Limited) (Subsidiary w.e.f 16 February 2011)
Joint Venture :	· United Telecom Limited · Cochin Submarine Cable Depot (INDIA) Private Limited (Under liquidation)
Joint Venture / Associate of wholly owned subsidiary :	· Neotel (Pty) Limited (Held through VSNL SNOSPV Pte Limited) · SEPCO Communications Pty Limited (Held through VSNL SNOSPV Pte Limited)

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
300000000	Equity Shares	Rs.10/- each	Rs. 3000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
285000000	Equity Shares	Rs.10/- each	Rs. 2850.000 Millions

Notes:

Of the above:

1) 60,000,000 (2010: 60,000,000) shares have been fully paid up, pursuant to a contract without payment being received in cash

2) 210,000,000 (2010: 210,000,000) shares have been allotted as fully paid bonus shares by capitalization of General Reserve

3) 15,000,000 (2010: 15,000,000) shares are allotted as fully paid up by way of Euro issue, represented by 7,500,000 American Depository Receipts (ADRs)

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		2850.000	2850.000	2850.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		67224.800	69957.800	65130.500
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		70074.800	72807.800	67980.500
LOAN FUNDS
1] Secured Loans		12500.000	12817.600	12888.200
2] Unsecured Loans		9649.800	13571.500	10390.500
TOTAL BORROWING		22149.800	26389.100	23278.700
DEFERRED TAX LIABILITIES		1259.300	1751.100	1332.500
TOTAL		93483.900	100948.000	92591.700
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		48051.900	45048.000	40979.400
Capital work-in-progress		2207.800	3861.500	5363.800
INVESTMENT		18328.200	25013.000	27236.700
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	53.400	12.500	15.600
	Sundry Debtors	7683.100	6322.900	13432.200
	Cash & Bank Balances	4307.800	1108.600	3723.700
	Other Current Assets	1827.400	1966.100	2527.100
	Loans & Advances	30558.400	37503.700	28274.200
Total Current Assets		44430.100	46913.800	47972.800
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	9532.600	11572.800	18114.100
	Other Current Liabilities	7516.000	6568.800	7960.800
	Provisions	2485.500	1746.700	2886.100
Total Current Liabilities		19534.100	19888.300	28961.000
Net Current Assets		24896.000	27025.500	19011.800
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		93483.900	100948.000	92591.700

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	36117.700	32180.400	37494.300
		Other Income	1621.700	1257.500	1698.200
		Interest Income	285.400	396.700	619.800
		TOTAL	38024.800	33834.600	39812.300
Less	EXPENSES
		Salaries and Related Costs	5204.600	4184.400	3555.300
		Network Costs	15483.600	14150.400	17613.700
		Operating and Other Expenses	6869.300	6381.200	7860.200
		TOTAL	27557.500	24716.000	29029.200
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		10467.300	9118.600	10783.100
Less	FINANCIAL EXPENSES		2119.300	2460.800	1906.000
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		8348.000	6657.800	8877.100
Less/ Add	DEPRECIATION/ AMORTISATION		6596.500	5747.300	4252.700
	PROFIT BEFORE TAXES AND EXCEPTIONAL ITEMS		1751.500	910.500	4624.400
Less	Interest on Income Tax Refund		(40.400)	(2182.800)	0.000
Less	Fixed Assets		251.500	0.000	0.0000
Less	Claim Settlement		0.000	0.000	956.000
Less	Profit On Sale Of Long Term Investment		0.000	0.000	(3466.500)
	PROFIT BEFORE TAX		1540.400	3093.300	7134.900
Less	TAX		(85.200)	(1738.500)	1975.400
	PROFIT AFTER TAX		1625.600	4831.800	5159.500
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		21794.000	20993.800	18923.000
Less	Carried Forward Losses on Account of Merger		(2915.100)	0.000	0.000
Add	Adjustment For Profit For Merger Of Vsnl Broadband Limited (VBL)		0.000	0.000	27.200
Less	Deferred Tax Adjustment On Merger Of VBL		0.000	0.000	74.400
Less	APPROPRIATIONS
		Transfer to General Reserve	121.900	483.200	516.000
		Debenture Redemption Reserve	5607.700	3548.400	1025.000
		Dividend	570.000	0.000	1282.500
		Tax on Dividend	92.500	0.000	218.000
	BALANCE CARRIED TO THE B/S		14112.400	21794.000	20993.800
	EARNINGS IN FOREIGN CURRENCY
		Revenue from telecommunication services	8309.700	7743.100	8653.200
		Interest Income	258.300	366.700	415.800
		Dividend Income	16.800	41.000	39.600
		Other Income	267.700	164.400	223.400
	TOTAL EARNINGS		8852.500	8315.200	9332.000
	IMPORTS
		Stores & Spares	13.500	123.000	114.200
		Capital Goods	1327.400	2510.900	4583.900
	TOTAL IMPORTS		1340.900	2633.900	4698.100
	Earnings Per Share (Rs.)		5.70	16.95	18.10

QUARTERLY RESULTS

PARTICULARS	30.06.2011	30.09.2011	31.12.2011
	1^st Quarter	2^nd Quarter	3^rd Quarter
Net Sales	9452.900	10266.100	10192.300
Total Expenditure	7122.900	7318.400	8018.800
PBIDT (Excl OI)	2330.000	2947.700	2173.500
Other Income	389.100	201.700	446.600
Operating Profit	2719.100	3149.400	2620.100
Interest	459.500	464.300	403.500
Exceptional Items	0.000	0.000	0.000
PBDT	2259.600	2685.100	2216.600
Depreciation	1627.400	1709.200	1788.600
Profit Before Tax	632.200	975.900	428.000
Tax	214.400	357.100	133.200
Provisions and contingencies	0.000	0.000	0.000
Profit After Tax	417.800	618.800	294.800
Extraordinary Items	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000
Net Profit	417.800	618.800	294.800

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	4.28	14.28	12.96
Net Profit Margin (PBT/Sales)	(%)	4.26	9.61	19.03
Return on Total Assets (PBT/Total Assets}	(%)	1.67	3.36	8.02
Return on Investment (ROI) (PBT/Networth)		0.02	0.04	0.10
Debt Equity Ratio (Total Liability/Networth)		0.61	0.63	0.77
Current Ratio (Current Asset/Current Liability)		2.27	2.36	1.66

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS

(Rs. In Millions)

Particulars	31.03.2011	31.03.2010	31.03.2009
Sundry Creditors:
(i) Creditors for interconnect charges	2966.400	5242.200	10158.400
(ii) Dues of micro, small and medium enterprise	2.500	12.700	6.900
(iii) Others	6563.700	6317.900	7948.800
Total	9532.600	11572.800	18114.100

PERFORMANCE

The consolidated net loss includes Rs. 5510.200 Millions (USD 123.71 million) from the Company’s holding in Neotel, South Africa, which is still in its gestation phase, requiring investments to establish the required capabilities. Neotel will continue to need support for some more time before it turns profitable. The consolidated net loss also includes increases in other non-cash costs viz. depreciation on account of significant capitalisation done over the past two years. They remain confident that the Company’s strategy is sound and that the direction that the Company is taking will be beneficial to the Company and its stakeholders as they move forward.

SEGMENTATION

Being largely a B2B (business-to-business) player, the Company serves two segments of customers: service providers and enterprise customers. In the service provider segment, the Company provides an integrated set of services including wholesale voice, domestic and international data connectivity, Internet backbone connectivity (also known as IP transit), value-added roaming services for mobile operators and carrier-specific business process outsourcing services.

In the enterprise segment, the Company principally offers a comprehensive suite of connectivity, IT infrastructure and managed solutions for businesses seeking voice, data and video connectivity between their distributed offices, within India or globally. These services are aimed at improving the operational efficiencies of customers ranging from smaller enterprises to large global multinational corporations. The Company is also building specialization in some industry verticals by offering customized solutions relevant to that industry. For example, they offer managed ATM solutions for banks and digital workflow management solutions for media companies.

INDUSTRY SITUATION AND DEVELOPMENTS

GLOBAL TELECOM MARKET

The landscape of the global telecom industry continues to be shaped by the following major trends:

- Continued growth of mobile penetration, especially in developing countries;

- Surge in mobile data traffic, enabled by adoption of 3G technology and increased penetration of smarter end-user devices like smart phones, tablets etc.;

- Video becoming a growing part of both consumer and business traffic

- Businesses looking for managed services and turn-key solutions that help improve their operational efficiency; and

- Growth in traffic, within and to emerging markets / new geographies.

The Wholesale Voice market continues to be a business of scale, with constant pressure on prices and margins. The share of mobile communications continues to grow in relation to fixed voice, and there is an increasing use of Voice over Internet Protocol (VoIP). Alternate services such as portal-based offerings on the Web are growing in popularity and usage. The current market dynamics provide both challenges and opportunities for the Company. The shift from traditional to pure VoIP players creates margin pressure. However, this margin pressure is driving operators to look for turn-key and outsourced solutions, where the Company is well positioned due to the scale of its business, advanced operations practices and global market leadership.

The Wholesale Data market is also undergoing rapid changes. The growth of the Internet on the back of growing global broadband usage, increasing demand for multimedia services, the success of new collaboration and communications applications and the continued increase in the use of the web by both individuals and corporations, is driving the demand for IP bandwidth. With the growing need for bandwidth around the world, the demand for submarine cable capacity and IP Transit services continues to grow. New cable projects have been announced, or are being constructed, principally connecting the emerging new markets in Asia, Africa and the Middle East. These cables are largely being constructed to meet traffic growth rates of 30-40% per annum and the need for diversity. The associated challenge with new cable systems being built, is the price pressure it creates on wholesale data services.

The Mobile Value Added Services market has been aided by the resilience that the mobile industry has shown to the economic downturn. There is some concern about revenue growth from mobile voice traffic, especially in the established markets of Europe and North America. However, with the increasing penetration of smart devices and the rolling out of broadband HSPA/3G+ networks, mobile data is rapidly increasing its share of overall customer usage and revenue. As operators expand their broadband networks and subsequently their requirements for core Internet connectivity, it creates new opportunities for the Company’s wholesale IP transit and data services. Simultaneously, as mobile operators focus on cost reduction, there are resulting opportunities for Value Added Services such as ‘steering of roaming’ and ‘roaming hubbing’.

INDIAN TELECOM MARKET

Over the last decade the Indian telecom industry has changed significantly, with all major segments being opened to competition. There are several new entrants in areas that the Company operates in, resulting in increasing competition from both domestic operators and large international companies with a direct presence in the country. The number of active players in their key service areas is shown below:

ILD (voice)	08
NLD (voice)	16
Domestic Data	12
International Data	13
Data Centre	09

The Indian telecom market grew to Rs.1777190.000 Millions (USD 40 billion) in 2011, with the addressable market for Tata Communications being Rs. 529390.000 Millions (USD 11.90 billion). The major factors driving growth in the Indian market are increased penetration of mobile services, growth in consumer broadband services and increased adoption of network services by Indian businesses.

STRATEGY OVERVIEW

The Company continues to develop and execute its strategy to be a global provider of communication solutions, predominantly targeting business customers. The Company’s strategy continues to be focused on creating a portfolio of communication and IT infrastructure services to leverage the trends shaping their chosen business segments. The key trends that they aim to address are:

- The growth of emerging new market economies, with an emphasis on India, Asia, the Middle East and Africa

- The growth of IP and cloud-based communication and IT solutions

- The shift towards managed services, which allows their client businesses to focus on their core competencies.

The Company has been investing in the underlying infrastructure to support the growing role of the Internet in the lives of consumers and businesses, the increased penetration of more powerful end-user devices such as smart-phones, tablets etc., and a more globally connected and collaborative business environment. This infrastructure includes long distance networks, metro networks, international submarine cables, data centers and virtual private network nodes.

REVIEW OF OPERATIONS

GEOGRAPHICAL PRESENCE

The Company continues to grow its business in both India and globally. The revenue distribution between India and the rest of the world was 26% and 74% respectively in 2010-2011.

SEGMENT AND PRODUCT DISTRIBUTION

The Company maintains a healthy blend of revenues across its various products and segments. Some of the key facts in 2010-2011, reflecting the resilience in the revenue portfolio are:

- Mix (for data services) - Service Providers 52%, Enterprises 48%

- Overall revenues: Voice 55%, Data 40%, Neotel 5%

HIGHLIGHTS OF SEGMENT OPERATIONS

GLOBAL VOICE

- During the year, Tata Communications’ international long distance voice traffic grew 25%, from ~3200 crore minutes in 2009-10 to ~4000 crore minutes in 2010-11. National long distance voice traffic in India grew marginally to ~1000 crore minutes in 2010-11. However, gross margins from voice declined 23% to US Cents 0.46 per minute, from US Cents 0.60 per minute a year earlier.

GLOBAL DATA

- Tata Communications’ data portfolio continued to expand during 2010-11, and the launch of cloud computing solutions in India and Asia marked an entry into a fast-growing market segment. Revenues from this business segment were well-balanced between India (43%) and the rest of the world (57%); and between service providers (52%) and enterprises (48%). The Company’s strategy of expanding into managed services is beginning to show results, with managed services contributing 21% to the global data services segment.

AWARDS AND RECOGNITION

The Company’s transformational initiatives are being recognized in India and abroad. During the year, the Company earned several prestigious recognitions, including:

• ‘Top international long distance operator’ award from Voice and Data magazine in India, consecutively for the 9th successive year since 2001 (India)

• ‘Best global wholesale offering’ award from Capacity magazine, a global publication for telecommunications carriers and service providers

• ‘Telepresence managed service provider of the year’ at the European CEO 2010 Awards

• ‘Service provider of the year’ in enterprise data services and hosted contact centre services at the Frost and Sullivan 2011 India IT and Telecom Excellence Awards

• ‘Best service provider of the year, APAC’; and ‘best ethernet wholesale service, APAC’ at the 2010 MEF Awards

• ‘APAC service provider of the year 2011 (Ethernet and telepresence)’ at the Cisco Partner Summit 2011

• ‘Best long distance operator (India)’ at the Tele.net Telecom Operator Awards 2011.

MANAGEMENT DISCUSSION AND ANALYSIS

INDUSTRY ANALYSIS

OPERATIONAL REVIEW

The Company operates under three main business segments globally – Global Voice Solutions, Global Data and Managed Services and Other Services.

GLOBAL VOICE SOLUTIONS

International Long Distance (ILD)

Tata Communications remains the leading provider of international wholesale voice communication services globally. The Company has over 1600 direct and bilateral relationships with leading international voice telecommunication providers.

During 2010-11, Tata Communications handled 4000 crore minutes of international voice traffic globally, a growth of 25% over the previous year. Traffic to and from India has grown from about 960 crore minutes in 2009-10 to about 1300 crore minutes in the year under review. The Company believes that its scale, reach, innovative solutions, expertise and strong business relationships give it the required edge to compete in this space.

During the year, there were further reductions in tariff and interconnect rates globally, increasing the downward pressure on revenues. This pressure was only partially compensated by the growth in volumes. The Company continues to grow its international voice business while focusing on margins and cash flows.

The Company is also capitalising on the growing trend of outsourcing by telecom operators to manage their international voice services. The Company offers innovative and flexible solutions like infrastructure sharing, customised distribution models, traffic management, destination management and traffic aggregation to answer various challenges faced by telecom operators. The Company hopes to see a significant growth in this space in coming years.

National Long Distance (NLD)

Increased mobile penetration has resulted in significant growth in the NLD traffic within India. However, the increased competition through the issue of new NLD licenses, along with other regulatory initiatives, has reduced the gap between NLD and local tariffs. The Company’s NLD traffic has slightly increased from 950 crore minutes in 2009-10 to 1040 crore minutes in 2010-11.

The Company has a strong network infrastructure, and interconnect agreements with all basic and cellular mobile service operators in India to carry NLD traffic to and from their networks. However, the Company is dependent on these access providers to hand over traffic to it; many of these providers have acquired their own NLD licenses and started their own operations.

Global Data and Managed Services

Carrier Data

Tata Communications is one of the world’s leading wholesale providers of data, IP and mobile signaling services. The Company leverages its global submarine cable network and global points of presence (POPs) to provide high-speed bandwidth connectivity to other telecom carriers and Internet Service Providers (ISPs) worldwide. During the past year, the growing demand for bandwidth has resulted in substantial capacity upgrades and new builds on the Company’s global submarine cable system, the Tata Global Network (TGN). The Company has commenced services to key markets in East Africa on the capacity that it has procured on the Seacom cable system. In May 2010, Tata Communications partnered with Infinity Africa, a licensed data services provider in Tanzania, expanding the reach of Tata Communications’ IP network further into East Africa and thus reinforcing its commitment to emerging markets. Tata Communications is one of the world’s leading carriers of Internet traffic and is a global Tier 1 IP provider with over 2 Tbps meshed network built on 10G backbones. The Company also offers other value-added services like content delivery networks, leveraging its existing position of strength in the ISP market segment.

Tata Communications is also a leading provider of mobile signalling services to mobile operators worldwide. Its offerings include signalling conversion and managed roaming services. In addition, the Company is introducing new, innovative services such as hubbing for prepaid services and is working with its partners to develop offerings in the emerging mobile-commerce market.

Enterprise Data

Subject offers a full range of customized managed and connectivity solutions tailored to the needs of their enterprise customers. In addition to international and national private leased circuits (IPLCs and NPLCs), the Company offers Virtual Private Networks and associated managed services, Ethernet services, Internet access, managed hosting, cloudbased services, Internet telephony, etc. The Company also provides other value-added offerings such as collaboration and conferencing services, managed security services, and other professional services.

The Company continues to expand the reach of its services by directly entering select new markets, as well as through partnerships with regional / local operators. The Company also markets its services through indirect channels catering to the small and medium enterprise market in India and some select international markets.

Subject is one of the largest players in the data centre business in India, with facilities in many of the major commercial centres. In September 2010, it announced the opening of its state-of-theart Tata Communications Exchange (TCX) data centre in Singapore, built to meet the growing IT outsourcing needs of enterprises in Asia Pacific. In October 2010, Tata Communications announced the launch of InstaCompute and InstaOffice in India to further its promise of bringing productivity-enhancing services to its enterprise customers. The launch marks the company’s expansion in the cloud space to deliver self-service, pay-as-you-use IT application and data centre infrastructure services, accessed through the Internet. InstaCompute was launched in Singapore, covering neighbouring countries: Malaysia, Hong Kong, Thailand, Indonesia, Vietnam and the Philippines.

The Company is a leading provider of collaboration services like managed telepresence for large and medium sized businesses. This service provides “virtual meetings” using simple and life-like telepresence endpoints, which provide enhanced collaboration across global companies and markets, reducing travel and raising productivity. In order to encourage greater usage of the service, Tata Communications had launched public, pay-per-use telepresence rooms. Subject currently manages 33 telepresence public rooms around the world, up from 13 last year. The Company also provides a standalone global Telepresence Exchange Service that enables telepresence rooms to be interconnected regardless of the network or service provider they belong to.

The Company has launched the world’s leading dedicated global video network called Video Connect, which is designed to help broadcasters, studios and production houses deliver video content flexibly and cost-effectively to media hotspots worldwide. By leveraging Tata Communications’ global network infrastructure, Video Connect also enables permanent availability of bandwidth and seamless transmission of video at constant bit rates. In February 2011, Tata Communications completed the acquisition of BitGravity, an award winning content delivery network (CDN). The acquisition complements Tata Communications’ global media and enterprise strategy. It will add enhanced CDN and streaming capabilities to the Company’s growing line-up of value-added hosting, storage, and security services, all of which leverage Tata Communications’ global IP network.

JOINT VENTURES AND ASSOCIATES

Neotel (Proprietary) Limted

Neotel was set up as South Africa’s (SA) Second National Operator (SNO) in 2005. The Company was selected by the SA Government as a strategic partner to hold an effective 26% stake in the structure, consisting of a holding company and the operating company (Neotel) as its subsidiary. Over the last three years, the Company has increased its effective stake in Neotel to 61.5% by acquiring shares from other partners in the joint venture.

Neotel today employs almost 1000 people and offers telecommunication services to the wholesale, enterprise and consumer segments. Neotel runs South Africa’s first next generation network and the country’s first CDMA network. Neotel has been awarded the Level 3 certification (highest amongst telecom service providers in SA) for the second year in a row, with regard to the broad-based black economic empowerment initiatives of the SA government.

FIXED ASSETS:

• Land
• Building
• Plant and Machinery
• Furniture and Fixture
• Office Equipment
• Computers
• Motor Vehicles

UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED ON DECEMBER 31, 2011

(Rs. in millions)

Sr. No.	Particular	Quarter Ended		Nine Months Ended
		31.12.2011 (Unaudited)	30.09.2011 (Unaudited)	31.12.2011 (Unaudited)
1.	Revenue from Telecommunication and Other Services	10192.300	10266.100	29911.300
2.	Expenditure
	a) Network Costs	4383.900	4163.800	12513.700
	b) Operating and Other Expenses	2032.500	1726.400	5405.600
	c) Salaries and Related Costs	1555.100	1420.900	4486.200
	d) Depreciation	1788.600	1709.200	5125.200
	e) Total	9760.100	9020.300	27530.700
3.	Profit From Operations before Other Income, Interest and Exceptional Items (1-2)	432.200	1245.800	2380.600
4.	Other Income	399.300	194.400	982.800
5.	Profit Before Interest and Exceptional Items (3+4)	831.500	1440.200	3363.400
6.	Interest	403.500	464.300	1327.300
7.	Profit After Interest but before Exceptional Items (5-6)	428.000	975.900	2036.100
8.	Exceptional Items	--	--	--
9.	Profit from Ordinary Activities before Tax (7+8)	428.000	975.900	2036.100
10.	Tax Expense	133.200	357.100	704.700
11.	Net Profit from Ordinary Activities after Tax (9-10)	294.800	618.800	1331.400
12.	Extraordinary Item (net of expense)	--	--	--
13.	Net Profit for the period (11-12)	294.800	618.800	1331.400
14.	Paid-up Equity Share Capital (Face Value of Rs.10/- Each)	2850.000	2850.000	2850.000
15.	Reserves Excluding Revaluation Reserve	--	--	--
16.	Basic and Diluted Earning Per Share (EPS) (Rs.)-Not Annualised	1.03	2.17	4.67
17.	Public Shareholding
	-Number of Shares	--	49161129	49051425
	- Percentage of Shareholding	--	17.25	17.21
18.	Promoters and Promoter Group Shareholding
	a) Pledged/Encumbered
	- Number of Shares	--	10000000	10000000
	- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	--	4.61	4.61
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	--	3.51	3.51
	b) Non Encumbered
	- Number of Shares	--	207028873	207028873
	- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)	--	95.39	95.39
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	--	72.64	72.64
	c) Shares held by custodian and against which Depository Receipts have been issued
	(I) Promoters and Promoters Group	--	--	--
	(II) Public	--	18809998	18919702

STANDALONE BUSINESS SEGMENT INFORMAION

(Rs. in millions)

Sl. No.	Particulars	Quarter Ended		Nine Months Ended
		31.12.2011	30.09.2011	31.12.2011
		(Unaudited)	(Unaudited)	(Unaudited)
1	Revenue from Telecommunication and Other Services
	Global Voice Solutions	3170.200	3191.500	9297.700
	Global Data and Managed Services	7022.100	7074.600	20613.600
	Total	10192.300	10266.100	29911.300
2	Segment Results
	Global Voice Solutions	186.600	379.800	808.300
	Global Data and Managed Services	5239.500	5482.000	15797.000
	Total	5426.100	5861.800	16605.300
	Less :Interest	403.500	464.300	1327.300
	Less : Other Unallocable Expenses and Extra Ordinary Items	4594.600	4421.600	13242.000
	Profit / (Loss) before Taxes and Exceptional Items	428.000	975.900	2036.100
	Exceptional Items	--	--	--
	Profit / (Loss) before Taxes	428.000	975.900	2036.100
	Tax Expense	133.200	357.100	704.700
	Net Profit / (Loss)	294.800	618.800	1331.400

NOTES:

The Company’s reportable business segments are Global Voice Solutions, Global Data and Managed Services, South Africa Operations and others. The composition of the reportable segments is as follows:

1. GVS includes International and National Long Distance Voice services.

2. GDMS includes Corporate Data Transmission services, data centers, virtual private network signaling and roaming services, television and other network and managed services.

3. South Africa Operations are carried out by the Company’s subsidiary Neotel Pty Limited and offer wholesale international voice and data transit, enterprise business solution services for the wholesale and corporate market, telephony and data services for retail customers in South Africa.

4. Others primarily comprise of a Joint venture business.

5. Revenues and interconnect charges are directly attributable to the segments. Space utilization charges, rent of landlines and other network and transmission costs are allocated based on utilization of satellite and landlines. License fee for GVS and GDMS have been allocated based on net revenues from these services. Segment result is segment revenues less segment expenses. Certain costs including depreciation which are not allocable to segments have been classified as “Other Unallocable Expenses (net)”.

6. *To reflect the changed nature of business transactions, the allocation of arms length pricing adjustments were realigned effective April 01, 2011.

7. Telecommunication services are provided u the Company's assets which do not generally make a distinction between the types of services. As a result, fixed assets are used interchangeably between segments. In the absence of a meaningful basis to allocate assets and liabilities between segments, no allocation has been made.

WEBSITE DETAILS

PROFILE

Subject is a leading global provider of a new world of communications. With a leadership position in emerging markets, Tata Communications leverages its advanced solutions capabilities and domain expertise across its global and pan-India network to deliver managed solutions to multi-national enterprises, service providers and Indian consumers.

The Tata Global Network includes one of the most advanced and largest submarine cable networks, a Tier-1 IP network, with connectivity to more than 200 countries across 400 PoPs, and nearly 1 million square feet of data center and colocation space worldwide.

Subject depth and breadth of reach in emerging markets includes leadership in Indian enterprise data services, leadership in global international voice, and strategic investments in South Africa (Neotel), Sri Lanka (Tata Communications Lanka Limited), and Nepal (United Telecom Limited).

MANAGEMENT

Mr. Subodh Bhargava

Chairman

Born in Agra in 1942, Mr. Subodh Bhargava holds a degree in Mechanical Engineering from the University of Roorkee. He started his career with Balmer Lawrie and Company, Calcutta before joining the Eicher Group of Companies in Delhi in 1975. On March 31, 2000, he retired as the Group Chairman and Chief Executive and is now the Chairman Emeritus, Eicher Group.

Previously, he was the President of the Confederation of Indian Industry (CII) and the Association of Indian Automobile Manufacturers; and the Vice President of the Tractor Manufacturers Association. Over several years, he was a key spokesperson for Indian industry, contributing to and influencing government policy while simultaneously working with industry to evolve new responses to the changing environment.

He was a member of the Insurance Tariff Advisory Committee, the Economic Development Board of the government of Rajasthan. He was also the Chairman of the National Accreditation Board for Certifying Bodies (NABCB) under the aegis of the Quality Council of India (QCI).

Mr. Bhargava has been closely associated with technical and management education in India. He was the chairman of the Board of Apprenticeship Training and Member of the Board of Governors of the University of Roorkee, IIM, Indore, the Indian Institute of Foreign Trade, New Delhi; and the Entrepreneurship Development Institute of India, Ahmedabad.

He was also a member of the senior panel of the All India Council for Technical Education (AICTE) set up for a comprehensive evaluation of research in engineering and technology; and on the committee set up by the Ministry of Human Resource Department, Government of India for policy perspectives for management education in India.

Mr. Bhargava is the Chairman of Tata Communications Limited and also Wartsila India Ltd and Director on the respective Boards of several Indian corporations.

He also sits on the Board of the Centre for Policy Research; Member, Technology Development Board, Ministry of Science and Technology, Government of India; Director, Tata Steel Limited ; Director, Tata Motors, Director, Power Finance Corporation, Director, Larsen and Toubro, Trustee, Bhartiya Yuva Shakti Trust; Executive Trustee, National Centre for Promoting Employment for Disabled Persons; Chairman Trustee Charity Aid Foundation. He is also on the Boards of Governors of other institutions for graduate engineering and bachelors and master's degree programmes in business management.

Mr. Bhargava has been conferred with the first IIT Roorkee Distinguished Alumnus Award in 2005 by Indian Institute of Technology, Roorkee.

Vinod Kumar

Managing Director and Tata Communications Limited Group CEO

Vinod Kumar is Managing Director of Tata Communications Limited and CEO of Tata Communications Limited Group, part of the $ 83.3 billion Tata Companies.

Vinod joined Tata Communications in April 2004, just when the company was embarking on its international growth. He was closely associated with the acquisitions of TGN and Teleglobe and assumed responsibility as Managing Director of the company's international operations. Subsequently, he was promoted to Chief Operating Officer, whilst managing the Global Data Business Unit as well as the Engineering and Operations functions. Vinod has been at the forefront of Tata Communications' shift away from traditional network services towards managed services and recently, cloud computing.

Vinod was appointed as a non-executive director on the Board of Tata Communications Limited in February 2007. In February 2011, he was appointed as the Managing Director of Tata Communications Limited and Tata Communications Limited Group CEO.

With over 20 years of experience in the global telecom industry, Vinod has an impressive track record in developing business strategies and creating fast growth organisations across the world.

Prior to Tata Communications, he was Senior Vice President of Asia Netcom, responsible for generating top-line growth including strategy formulation, product marketing and sales. He was actively involved in the financial restructuring and eventual asset sale of Asia Global Crossing to China Netcom, resulting in the formation of Asia Netcom.

In 1999, Vinod joined WorldCom Japan as Chief Executive Officer. Prior to this, he held various senior positions in Global One in the United States and Asia where he has had major responsibilities in market management, sales, marketing, product management, multinational account management and operations.

Vinod is a member on the Board of the Economic Development Board (EDB), the lead government agency responsible for planning and executing strategies to enhance Singapore's position as a global business centre and for growing the Singapore economy. Vinod is also a member on the Governing Council of Human Capital Leadership Institute (HCLI) in Singapore, a premier institution for raising human capital management capabilities in Asia.

Vinod was born in 1965 and graduated with honours in Electrical and Electronic Engineering from the Birla Institute of Technology and Science in India. He lives with his wife in Singapore and is a keen polo player and art collector.

N. Srinath

Director

N Srinath is a Non-Executive Director for Tata Communications, part of the $83.3 billion Tata Companies.

Srinath has over 22 years' experience within the Tata Companies, having held various positions in project management, sales and marketing, as well as significant corporate functions in several Tata companies. He has been responsible for spearheading new projects in technology areas such as process automation and control, computers and telecommunications and was an instrumental figure in the launch of the Tata Companies' CDMA services.

Srinath previously served as Executive Assistant to the Chairman for Tata Industries, a position he held until mid 1992. He was part of the team that set-up Tata Information Systems which later became Tata IBM. In June 1992, he moved to Tata IBM where he remained for the next six years. During this time he held a number of assignments in sales & marketing.

In March 1998, Srinath returned to Tata Industries as General Manager (Projects) and worked with Tata Teleservices in this capacity for a year. In April 1999, he moved to Hyderabad as Chief Operating Officer responsible for the operations of Tata Teleservices. In late 2000, Srinath took over as Chief Executive Officer of Tata Internet Services, a position he held until February 2002, when he moved to Tata Communications Limited as Director (Operations).

From February 2007 to February 2011 Srinath was the Managing Director of Tata Communications Limited and CEO of the Tata Communications Group of companies.

In February 2011 he was appointed as the Managing Director of Tata Teleservices Limited and Tata Teleservices (Maharashtra) Limited.

Srinath continues to be a non-executive director of Tata Communications Limited.

Srinath was born on 8 July, 1962 and holds a degree in Mechanical Engineering from the Indian Institute of Technology together with an MBA from the Indian Institute of Management, Kolkata, specializing in marketing and systems.

Mr. Kishor A. Chaukar

Director

Mr. Kishor A. Chaukar, born in 1947, currently the managing director of Tata Industries Limited (TIL), is a post-graduate in management from the Indian Institute of Management at Ahmedabad.

TIL is one of the two principal holding companies of the Tata Companies, acts as the Group's diversification and new projects promotion arm, and spearheads the Group's entry into the emerging, high-tech and sunrise sectors of the economy. In his capacity as Managing Director of TIL, Mr. Chaukar is responsible for enhancing the value and interest of TIL in TIL divisions and in companies where TIL has made investments. One of the tasks performed in the quest for this value enhancement is to provide strategic direction to these companies.

Mr. Chaukar is a member of the group Corporate Centre, which is engaged in strategy formulation at the House of Tata. He is on the Board of various companies like Tata Teleservices Limited, Tata Communications Limited, Tata Autocomp Systems Limited, Tata Investment Corporation Limited, among others. He also oversees the functions of the Department of Economics and Statistics (DES).

Mr. Chaukar is the chairman of Tata Council for Community Initiatives (TCCI) – the nodal agency of the Group on all matters related to social development, environmental management, bio-diversity restoration and conservation of wild life.

Mr. Chaukar was previously the managing director of ICICI Securities and Finance Company Limited. (July 1993 to October 1998), and a board member of ICICI Limited from February 9, 1995 to October 15, 1998. His other experiences include stints in Bhartiya Agro Industries Foundation, a public trust engaged in rural development on a no-profit no-loss basis and based in Pune, Maharashtra, and Godrej Soaps Limited.

Mr. Amal Ganguli

Director

Mr Amal Ganguli, born in 1939, is a senior Chartered Accountant, being a member of the Institute of Chartered Accountants in England and Wales and The Institute of Chartered Accountants of India. He is also a member of the New Delhi Chapter of The Institute of Internal Auditors, Florida and an alumnus of The International Management Institute, Geneva. Mr Ganguli spent his entire professional career of 40years in Price Waterhouse/PricewaterhouseCoopers where he became a partner in 1969 and was the Chairman and Senior Partner from 1996 till 2003 when he retired. During his career in the firm, Mr. Ganguli worked in the UK/USA apart from India and served many of the largest international companies and organisations such as the World Bank and also many major Indian companies and Government organisations. Following his retirement, Mr Ganguli serves as an independent director and audit committee Chairman/member of a number of listed companies including Century Textiles and Industries Limited, HCL Technologies Limited, Maruti Suzuki India Limited, New Delhi Television Limited, Tata Communications Limited and Tube Investments of India Limited.

Mr. S. Ramadorai

Director

Mr. S. Ramadorai, born in 1944, Vice-Chairman of Tata Consultancy Services, has been associated with TCS for the past 36 years. He took over as chief executive officer of TCS in 1996 and has been instrumental in building TCS to a $5.7 Billion global IT services, business solutions and outsourcing company, with a talent base of over 1,16,000 people, geographical reach of 42 countries and an enviable client list which includes six of the top ten Fortune companies. Mr. Ramadorai has now set his sights on ensuring that TCS is among the Global Top Ten Software companies. In October 2006, TCS was recognized by the Economic Times as the company of the Year, a fitting tribute to its increasing global presence.

Mr. Ramadorai's contributions to the industry have been well recognized through the numerous awards he has received. In 2002, he was awarded with CNBC Asia Pacific's prestigious ‘Asia Business Leader of the Year' Award. He has been honoured with the position of "IT Advisor to Qingdao City', People's Republic of China. In November 2006, Ernst and Young awarded him with the prestigious 'Entrepreneur Manager of the Year' award. In the same year he was recognized by Computer Business Review in July 2006 as the sixth most influential IT leader in the world. In appreciation of his commitment and dedication to the IT industry, he was also awarded the "Padma Bhushan" by the Government of India in January 2006.

Mr. Ramadorai holds chairmanships and directorships of several Tata Group companies and is on the board of directors of Hindustan Unilever Limited and Nicholas Piramal India Limited. He is a member of the Corporate Advisory Board, Marshall School of Business (USC) as well as the Said Business School at Oxford. Among his other distinctions, Mr. Ramadorai is a Fellow of the Institute of Electrical and Electronics Engineers (IEEE), The Computer Society of India (CSI) and the Indian National Academy of Engineering.

Mr. Ramadorai holds a Bachelors degree in Physics from Delhi University, India, a Bachelor of Engineering degree in Electronics and Telecommunications from the Indian Institute of Science, Bangalore, India, and a Masters degree in Computer Science from the University of California - UCLA, USA.

Mr. Arun Gandhi

Director

Mr. Arunkumar Ramanlal Gandhi born in 1943, is a director on the Board of Directors of Tata Sons Ltd and is a member of the Group Corporate Centre of the Tata Companies. He is a fellow member of the Institute of Chartered Accountants in England and Wales and the Institute of Chartered Accountants of India. He is an associate member of the Chartered Institute of Taxation, London.

Prior to joining Tata Sons, he was with M/s N. M. Raiji and Company, Chartered Accountants. He joined the firm as a partner in July 1969 and in 1993 became a senior partner. The firm has more than 60 years of professional standing. He joined Tata Sons Limited as an Executive Director on 18th August 2003 and continued in that position till 17th August 2008.

Mr. Gandhi has been assisting the Tata Companies in acquiring diverse assets and companies across the globe. This has enabled the Tata Companies to acquire critical assets, resources and access to world class R and D facilities.

In the course of his professional career, Mr. Gandhi has worked on numerous mergers and acquisitions, both crossborder and domestic transactions.

Mr. Gandhi has been a member of various committees constituted by industry forums and regulatory bodies such as SEBI's Takeover Panel Exemption Committee and the Institute of Chartered Accountants of India's Accounting Standards Board among various others.

Dr. Ashok Jhunjhunwala

Director

Dr. Ashok Jhunjhunwala was born in 1953. He received a B.Tech degree from IIT. Kanpur, and his MS and Ph.D degrees from the University of Maine. From 1979 to 1981, he was with Washington State University as Assistant Professor. Since 1981, he has been teaching at IIT, Madras, where he leads the Telecommunications and Computer Networks group (TeNeT). This group works with industry in the development of technologies relevant to India. It has incubated several technology companies which work in partnership with TeNeT group to develop Telecom and Banking products for Indian Urban and Rural Markets. He chairs Rural Technology and Business Incubator (RTBI) at IlT Madras and Mobile Payment Forum of India (MPFI).

Dr. Jhunjhunwala has been awarded Padma Shri in the year 2002. He has been awarded Shanti Swarup Bhatnagar Award in 1998, Dr. Vikram Sarabhai Research Award for the year 1997, Millennium Medal at Indian Science Congress in the year 2000 and H. K. Firodia for "Excellence in Science and Technology" for the year 2002, Shri Om Prakash Bhasin Foundation Award for Science and Technology for the year 2004. Awarded Jawaharlal Nehru Birth Centenary Lecture Award by INSA for the year 2006, IBM Innovation and Leadership Forum Award by lBM for the year 2006 and recently awarded Honorary Doctorate by the Institute of Blekinge Institute of Technology Sweden. He is a Fellow of World Wireless Research forum, IEEE and Indian academies including INAE, IAS, INSA and NAS.

Dr. Jhunjhunwala is a Director on the Board of State Bank of India, TTML, Polaris 3i Infotech, Sasken, Tejas, IDRBT and Tata Communications. He is member of Prime Minister's Scientific Advisory Committee.

Uday B. Desai

Director

Uday B. Desai received the B. Tech. degree from Indian Institute of Technology, Kanpur, India, in 1974, the M.S. degree from the State University of New York, Buffalo, in 1976, and the Ph.D. degree from The Johns Hopkins University, Baltimore, U.S.A., in 1979, all in Electrical Engineering.

Since June 2009 he is the Director of IIT Hyderabad.

From 1979 to 1984 he was an Assistant Professor in the School of Electrical Engineering and Computer Science Department at Washington State University, Pullman, WA, U.S.A., and an Associate Professor at the same place from 1984 to 1987. From 1987 to May 2009 he was a Professor in the Electrical Engineering Department at the Indian Institute of Technology - Bombay. He was Dean of Students at IIT-Bombay from Aug 2000 to July 2002. He has held Visiting Associate Professor's position at Arizona State University, Purdue University, and Stanford University. He was a visiting Professor at EPFL, Lausanne during the summer of 2002. From July 2002 to June 2004 he was the Director of HP-IITM R and D Lab. at IIT-Madras.

His research interest is in wireless communication, Cognitive Radio, Cyber Physical Systems, wireless sensor networks and statistical signal processing. He is also interested in multimedia, image and video processing,.He is the Editor of the book "Modeling and Applications of Stochastic Processes" (Kluwer Academic Press, Boston, U.S.A. 1986) and co-editor of Second Asian Applied Computing Conference, Springer Verlag (2004). He is also a co-author of four books "A Bayesian Approach to Image Interpretation", "Multifractal based Network Modeling", Multihop Mobile Wireless Networks, and "Capacity Enhancement and Interference Mitigation in Multiuser UWB: Capacity Enhancement and Interference Mitigation in Multiuser Ultra Wideband (UWB) Systems".

Dr. Desai is a senior member of IEEE, a Fellow of INSA (Indian National Science Academy), Fellow of Indian National Academy of Engineering (INAE), and a Fellow of The Institution of Electronic and Telecommunication Engineers (IETE). He is the recipient of J C Bose Fellowship. He is also the recipient of the Excellence in Teaching Award from IIT-Bombay for 2007. He was an associate editor of IEEE Transactions on Image Processing form Jan 1999 to Dec. 2001. He is on the Technology Advisory Board of Microsoft Research Lab. India. He is one of the founding member of COMSNETS and also Society for Cancer Research and Communication. He was the Chair for IEEE Bombay Section 2006-2008. He was also on the Visitation Panel for University of Ghana

Srinivasa Addepalli

Senior Vice President, Corporate Strategy and Communications Tata Communications

Srinivasa Addepalli is Senior Vice President, Corporate Strategy and Communications at Tata Communications, part of the $83.3 billion Tata Companies. He is responsible for strategy formulation and execution and manages all new strategic initiatives including growth plans, entry into new markets as well as mergers and acquisitions.

Srinivasa is a Director on the Boards of Tata Communications' subsidiaries in Banking Solutions and Transformation Services businesses. He was named to the Global Telecoms Business 2010 and 2011 lists of 40 future leaders of the telecom industry under the age of forty.

He has considerable experience in developing strategies and business plans, in both the Indian and global telecom sector. His previous experience includes a business consulting stint with the Tata Strategic Management Group (TSMG), focusing on the telecom and media industries. Subsequently, Srinivasa joined the Tata Group Chairman’s Office with the responsibility for coordinating the various telecom activities within the Tata Companies.

Srinivasa graduated with distinction in Electronics Engineering from the National Institute of Technology, Surat. He also holds a Masters in Business Administration from the Indian Institute of Management (IIM), Ahmedabad, Asia’s number one business school.

Michel Guyot

President, Global Voice Solutions Tata Communications

Michel Guyot is President of Global Voice Solutions at Tata Communications, part of the $83.3 billion Tata Companies. In this role, he is responsible for worldwide voice activities for the group, including the management of domestic voice operations in India.

Michel has over 30 years of international telecommunications experience and has held a number of key executive positions. Prior to taking on his current position, he was Teleglobe's Vice President of International Markets, responsible for the company's international sales organisation and commercial activities for Europe, the Middle East, Africa and Asia-Pacific. Among other positions, Michel also served as Teleglobe’s Executive Director of Marketing as well as Vice President Europe.

He played a leading role when Teleglobe moved to a competitive environment in Canada and was a key member of the executive team during the 2002 restructuring process as well as during the integration process with Tata Communications.

Michel is Chairman of the Board of Directors for the Telecommunications Executive Management Institute of Canada, and has served as the Canadian Representative and Council Member for Canada at the Commonwealth Telecommunications Organisation.

He holds a Bachelor of Commerce Degree from L’École des Hautes Etudes Commerciales, Université de Montréal, and is a member of the Certified General Accounting Association of Canada.

Laurie Bowen

President, Sales and Strategy, Global Data and Mobility Tata Communications

Laurie Bowen is President, Sales and Strategy, Global Data and Mobility of Tata Communications, part of the $83.3 billion Tata Companies. Responsible for all sales and marketing globally (excluding wholesale voice), Laurie leads the Global Carrier and Enterprise Solutions teams to devise go-to-market strategies and identify opportunities to enhance the solution portfolio - driving business globally with a focus on emerging markets.

Prior to joining Tata Communications, Laurie held a number of leadership positions at British Telecom (BT). As Managing Director of Commercial and Brands at BT Global Services, she managed a P and L of over £1 billion with over 250 of BT's largest corporate clients in twelve principle sectors ranging from retail to energy. Over the three years in this role, Laurie successfully led the business to produce revenue growth for the first time since 2004. Other senior engagements include President of Global Business Management at BT and President of Global Financial Services and CEO of BT Radianz.

Laurie also spent over 20 years at IBM in a number of senior leadership positions focusing on the telecommunications and financial services industries. Her most recent role at IBM was that of Managing Director, responsible for three of IBM's largest customers in Europe: Lloyds TSB Group, VOCA (an electronic payments and transactions firm) and APACS (the UK Payments Association). Other roles within IBM included EMEA Vice President of IBM's e-business on-demand practice and Principle of IBM's Consulting group.

Laurie has an MBA and BSc degrees in Electrical Engineering and Computer Science from Washington University in St. Louis, USA.

John Freeman

General Counsel

John Freeman is the General Counsel for Tata Communications, part of the $83.3 billion Tata Companies. He is responsible for providing strategic direction and guidance to the company’s legal, regulatory and compliance functions.

Mr. Freeman’s responsibilities include overseeing a team of 42 expert legal counsel and support staff who are located across four continents as well as implementing and monitoring robust policies and procedures to ensure legal and regulatory compliance in the various jurisdictions in which Tata Communications has operations.

Mr. Freeman has over 15 years of international, cross board, telecommunications experience representing large multinational companies in legal and compliance matters.

Prior to joining Tata Communications in April 2004, he served as General Counsel and Assistant General Counsel to several multinational telecommunications / managed services companies headquartered in Asia, the US and Europe.

Mr. Freeman obtained both his undergraduate degrees (Economics / Political Science) as well as his Juris Doctorate from the University of Minnesota, where he graduated magna cum laude.

John Hayduk

President, Product Management and Service Development Tata Communications

John Hayduk is President, Product Management and Service Development at Tata Communications, part of the $83.3 billion Tata Companies. He is responsible for providing the technology vision and leadership needed to support Tata Communications' network and managed services growth. He also oversees, manages, and sets the strategic direction for Tata Communications' Information Technology infrastructure.

John has over 18 years of experience in the telecommunications industry and began his career at Bell Communications Research as a Senior Engineer in 1990.

John then took his expertise to Telcordia Technologies, where he spent the next 10 years in various senior management positions. One of these was as Group Senior Vice President, Network Systems, where he led over 500 software developers, system engineers and product support specialists, ensuring on-time, on-budget delivery of over 40 software releases across 10 product lines, per year.

In his last role at Telcordia Technologies, John held the position of Group Senior Vice President, Wireless Product Management where he was charged with developing and growing a new business unit focused on wireless service providers. He held the responsibility for P and L management for this $100 million business and achieved over 30 per cent year-on-year revenue growth, over 15 per cent gross margin improvement and over 60 per cent improvement in profitability.

John earned his Masters of Science degree in Information Networking from Carnegie Mellon University and his undergraduate degree in Computer Science from The Pennsylvania State University.

Sanjay Baweja

Chief Financial Officer

Sanjay Baweja is Chief Financial Officer of Tata Communications, part of the $83.3 billion Tata Companies. He is responsible for strategic financial management of the company including financial reporting and compliance, treasury and fund management, financial planning and analysis, management assurance, taxation and procurement etc.

Prior to Tata Communications, Mr. Baweja served in Emaar MGF Land Limited as Executive President for Corporate Affairs and Chief Risk Officer. He has also worked in several roles across Bharti Airtel, Xerox Modicorp, Digital Equipment and Ballarpur Industries.

A graduate in Commerce, a chartered accountant and a cost and works accountant, Mr. Baweja has more than 25 years of experience in the industry.

Aadesh Goyal

Global Head, Human Resources

Aadesh Goyal is Global Head, Human Resources of Tata Communications, part of the $83.3 billion Tata Companies.

Mr. Goyal has over 25 years of experience in P and L Management, Human Resources, Operations, Information Technology, Corporate Communications and Program Management and has held global leadership roles in these functions across multiple geographies. He has also been involved in over a dozen M&As as well as playing a key role in the integration of these companies spread across multiple countries.

Mr. Goyal joined Tata Communications' in February 2010 from PeopleStrong HR Services where he was the Chairman and CEO.

Prior to PeopleStrong HR Services, Mr. Goyal was part of the start-up team of Aricent/Hughes Software Systems where he spent 16 years in a variety of roles including Global Head of HR, CEO of its BPO Business, Head of the Gurgaon Centre and provided direction to IT and Corporate Communication functions. He was also a Director on the Board of this listed company.

Mr. Goyal has a passion for community service and has been an active volunteer with The Art of Living since 2000.

Mr. Goyal has a Masters in Management Studies from BITS-Pilani.

Sunil Joshi

MD and CEO of Neotel

Sunil Joshi has taken over as MD and CEO of Neotel (Pty) Limited. Prior to joining Tata Communications in 2007, he was based in New Zealand and Australia for over 12 years, working in various capacities with IBM New Zealand Limited, IBM Australia Limited, and TelstraClear Limited where, as Head of Business Markets, he focused on sales, service, solutions, product development and marketing for the business segment.

He has over 22 years of experience in the Information Technology and Telecommunications industry.

Sunil steps into his role with a set of the required skills that Neotel can leverage, having played an instrumental role in cross-leveraging Tata Communications' resources across the world's fastest growing markets as well as driving the group's Global Enterprise Solutions practice and earlier, its emerging markets strategy across Asia, Middle East, North Africa and India for both Carrier as well as Enterprise segments.

He holds an MBA and a Post Graduate Diploma in Computer Applications together with a Bachelor of Science (B.Sc. Medical).

Ajay Pandey

President, Corporate Affairs

Ajay Pandey, 49, took over his current assignment as President- Corporate Affairs, Tata Communications Limited in July’2011. Prior to this he was the founder MD & Group CEO of Neotel (Pty) Limited (Since December’2005). His mandate was to set set up a telecommunications company from scratch. The company is the Second Network Operator in SA, and the team size is close to 1100 people. The project cost was in the region of ZAR 8.5Bn (US$ 1.15Bn), and has secured contracts that will deliver ZAR 3.0Bn (US$ 450M) of annual revenue in its full year of operations.

Before moving to South Africa, he was with VSNL in India, (Tata Communications Limited - a US$ 2.7 Bn company), as President of the project for the company's telecom initiative in South Africa.

Ajay Pandey has had over 27 years of work experience, with over 15 years in the Telecommunications Industry, and has held many positions in the Tata groups’ telecommunications business in various positions of responsibilities at General Manager level, mainly as Profit Center Head. He started off his career with an engineering company, but virtually shaped his profile whilst working with the Indian arm of the multinational Xerox Corporation of USA for about 8 years.

He has been involved in five important start-up projects that includes Tata groups foray into GSM, CDMA based mobility business (Tata Docomo) including the current one in South Africa. Ajay led the US 1 Bn $ project as President incharge which took Tata Indicom (now known as Tata Docomo) nationally in all the provinces. He founded the Enterprise business Unit and also was the CEO of Tata Internet Services limited.

Current Assignment: Ajay Pandey moved into his current role in July’2011, to be associated with the board’s of Neotel, Tata Communications Lanka Limited, Tata Communications Transformation services, Tata Communications Banking Infra-solutions limited and to assist the Nepal Joint venture United Telecom Limited. Apart from this he also project manages the alignment exercise that is currently underway between TCL and Tata Teleservices Limited (Tata Docomo/Tata Photon). In this role he is also responsible for Government and Regulatory relations for the Indian operations. In line with the TCL’s philosophy of expanding its base of home markets (After India and South Africa), he is also overseeing groups efforts to identify newer home markets as well.

Ajay Pandey is the member of the Global Management Committee (GMC) of Tata Communications Limited and is based out of Mumbai.

NEWS

PRESS RELEASE

84% Of Emerging Market Business Leaders Look To Other Emerging Markets For Growth And Best Practice

Research from Tata Communications reveals the importance of global connectivity in emerging market expansion

Mumbai (BSE) and New York (NYSE) – 22 March 2012 - Tata Communications, a leading provider of The New World of Communications, today revealed the findings of a unique research study into emerging markets and their impact on the global economy. The report, conducted by independent research company Vanson Bourne, surveyed 1,600 business leaders from ten global emerging and developed markets, and reveals that 84% of companies in emerging markets have looked to other emerging markets for growth lessons and best practice, highlighting the growing influence of developing markets in the global economy.

Emerging market survey respondents (those from China, India, South Africa and the Middle East) were asked which markets they felt offers most opportunity for rapid growth. China led the pack at 51%, India at 46% and Brazil at 26%. Russia, more usually associated alongside these markets, was listed in 8th place with just 11% of emerging market business leaders feeling it offered rapid business growth.

87% of business leaders from both developed and emerging markets (China, India, South Africa, France, Germany, Hong Kong, Singapore, the Middle East, the USA and the UK) are actively engaging in emerging markets, despite 56% acknowledging that they associate emerging markets with political instability. 55% of Singaporean respondents, 45% of Middle Eastern and 40% of South African businesses have already set up operations in emerging markets, the only markets in the survey to have a higher figure with an established presence than those considering such a move (e.g. India, China).

51% of all respondents stated that their organisation is looking at expanding into China, with 39% selecting India and 33 % Brazil. 62% of US companies are looking to China for growth while the UK is set to be the biggest investor in Poland with 19% of UK respondents selecting that market.

The opportunities

The main driver for moving to emerging markets is the potential to capitalise on growth opportunities with 63% of business leaders surveyed selecting this as a reason. In line with the focus on growth, competitive activity is also a factor for moving into emerging markets. The survey reveals that on average, respondents who are looking into, or are already operating in emerging markets; expect to increase investment in emerging markets by 36% over the next year.

Vinod Kumar, MD and CEO, Tata Communications, says, "For companies to capitalise on that potential we need to see greater levels of investment in the infrastructure that is essential to support it. That will inevitably require more focus on developing talent and innovative thinking in markets that can have less educational investment in those areas. It is clear that businesses are prioritising communications and digital infrastructure as a critical part of their operations. The ability to manage those communications and to ensure reliability and security requires a level of global, and in particular, emerging market experience."

The challenges

There are significant challenges ahead of those looking to operate in emerging markets. When asked to select their single most critical challenge for organisations moving to an emerging market respondents were almost evenly split with 18% citing government regulation, 16% established competition, 14% finding skilled staff and 11% communications and digital infrastructure.

57% of those surveyed stated that political instability would prevent them entering an emerging market. Lack of a reliable communications infrastructure is also a blocking factor for over one-third of those surveyed and was the fourth most selected item in the survey.

Talent

Talent was identified as a critical challenge by 37% of all those surveyed, with 44% of emerging market respondents stating that availability of talent is a reason they would call a market progressive. However, the kind of talent valued varies market to market with 78% of Indian respondents citing software development skills and 69% rating communications technology experience as key factors, which 52% of Middle East based respondents focus on business management and 63% of Chinese business leaders look for general education levels as an indicator.

Communications

Respondents were also asked what one factor they felt was most crucial to successfully running a global organisation. Having reliable communications amongst all branches/territories and a flexible business strategy emerged as the most important with 28% of respondents selecting them. Reliable communications is the most important factor according to business leaders in the USA, Germany and Hong Kong.

Communications infrastructure is the fourth most selected critical challenge for companies looking to move to emerging markets and four in ten people also stated that a lack of a reliable communications infrastructure would prevent them entering a market. This emphasises the importance of telecommunications in an increasingly connected world and demonstrates that reliable communications continue to be seen as a must-have part of any market that wishes to compete internationally.

As part of the survey, Tata Communications also asked respondents what characteristics they felt most important in a telecommunications supplier. 54% selected reliability and 34% security, with a third also choosing experience across multiple markets (both emerging and developed) as essential.

Vinod Kumar, concludes, "There is a varied approach to developing and maintaining communications infrastructures depending on the individual characteristics of the market in question. Reliability and security are must-haves. For a telecommunications supplier to add real value they need to have the experience of working in different environments, across multiple geographies and possess the innovation that a global mindset can bring to bear."

About Tata Communications

Tata Communications is a leading global provider of a new world of communications. With a leadership position in emerging markets, Tata Communications leverages its advanced solutions capabilities and domain expertise across its global and pan-India network to deliver managed solutions to multi-national enterprises, service providers and Indian consumers.

The Tata Global Network includes one of the most advanced and largest submarine cable networks, a Tier-1 IP network, with connectivity to more than 200 countries across 400 PoPs, and nearly 1 million square feet of data center and collocation space worldwide.

Tata Communications’ depth and breadth of reach in emerging markets includes leadership in Indian enterprise data services, leadership in global international voice, and strategic investments in South Africa (Neotel), Sri Lanka (Tata Communications Lanka Limited) and Nepal (United Telecom Limited)

AMALGAMATION OF TATA COMMUNICATIONS INTERNET SERVICES LIMITED WITH ITS PARENT, TATA COMMUNICATIONS LIMITED

March 7, 2011:  

Tata Communications Limited has informed BSE that the Board of Directors of Tata Communications Limited, through resolutions passed through circular, has approved a Scheme of Amalgamation for amalgamation of Tata Communications Internet Services Limited (a 100% subsidiary of Tata Communications Limited) with its Parent, Tata Communications Limited.

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 50.91
UK Pound	1	Rs. 81.21
Euro	1	Rs. 67.85

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		62

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
-	NB	New Business	-

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.