MIRA INFORM REPORT

Report No. :	342270
Report Date :	24.09.2015

IDENTIFICATION DETAILS

Name :	TATA COMMUNICATIONS LIMITED
Registered Office :	V S B, Mahatma Gandhi Road, Fort, Mumbai – 400001, Maharashtra
Tel. No.:	91-22-66578765
Country :	India
Financials (as on) :	31.03.2015
Date of Incorporation :	19.03.1986
Com. Reg. No.:	11-039266
Capital Investment / Paid-up Capital :	Rs. 2850.000 Million
CIN No.: [Company Identification No.]	L64200MH1986PLC039266
IEC No.:	0388137932
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	AAACV2808C
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Providing Telecommunication, Broad Casting and Information Supply Services.
No. of Employees :	3531 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Aa (76)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Good
Payment Behaviour :	Regular
Litigation :	Exist
Comments :	Subject is a leading global communications company offering voice, data, and value-added services to enterprises, carriers, and retail consumers. Tata Group and the Government of India (Gol) held equity stakes of 48.87 per cent and 26.12 per cent, respectively, in Tata Communications as on March 31, 2015. The Tata group has management control over Tata Communications, which is an integral part of the group’s telecommunications strategy. For the financial year ended 2015, the company has achieved sales turnover of Rs. 49898.8 million with profit of Rs. 6746.2 million as compared to previous sales turnover (2014) of Rs. 48403.5 million along with a profit of Rs. 5244.2 million. Rating reflects the strong business profile backed by strong financial base, healthy cash accruals from the data business and the benefits from financial flexibility being a part of the Tata group. Trade relations are reported as fair. Payments are reported to be regular and as per commitment. In view of strong promoters, the company can be considered good for normal 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.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Short Term Debt Programme=A1+
Rating Explanation	Very strong degree of safety and carry lowest credit risk
Date	22.06.2015

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2015.

INFORMATION DECLINED

MANAGEMENT NON-COOPERATIVE

(Contact No: 91-22-66578765)

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 help@tatacommunications.com
Website :	http://www.tatacommunications.com
Corporate Office :	Plot No. C21 and C36, “G” Block, Bandra Kurla Complex, Mumbai – 400098, Maharashtra, India
Overseas Offices :	Located at: · Singapore · Hong Kong · United Arab Emirates · United States of America · Canada · United Kingdom · France
Branch Offices :	Located at: · Pune · New Delhi · Kolkata · Chennai

DIRECTORS

AS ON 31.03.2015

Name :	Mr. Subodh Bhargava
Designation :	Chairman (Independent)
Name :	Mr. Vinod Kumar
Designation :	Managing Director and Group Chief Executive Officer
Name :	Mr. N. Srinath
Designation :	Director
Date of Birth/Age :	08.07.1962
Qualification :	B.E. (Mech) IIT Chennai, MBA IIM Kolkatta
Expertise in Specific Functional Area :	General Management
Date of Appointment :	13.05.2002
Name :	Mr. Kishor A. Chaukar
Designation :	Director
Name :	Dr. Ashok Jhunjhunwala
Designation :	Director
Date of Birth/Age :	22.06.1953
Qualification :	B. Tech degree from IIT, Kanpur, MS and Ph.D degrees from the University of Maine
Expertise in Specific Functional Area :	General Management
Date of Appointment :	25.10.2008
Name :	Mr. Saurabh Kumar Tiwari
Designation :	Director
Name :	Mr. Bharat Vasani
Designation :	Director
Name :	Ms. Renuka Ramnath
Designation :	Director
Date of Birth/Age :	14.09.1961
Qualification :	BE from VJTI, University of Mumbai. MBA from the University of Mumbai. Advance Management Programme from the Harvard Business School.
Expertise in Specific Functional Area :	General Management
Date of Appointment :	08.12.2014
Name :	Dr. Gopichand Katragadda
Designation :	Director
Date of Birth/Age :	08.05.1968
Qualification :	MS and PhD degrees in Electrical Engineering from Iowa State University, Ames, Iowa.
Expertise in Specific Functional Area :	General Management
Date of Appointment :	26 March 2015
Name :	Dr. Uday B. Desai
Designation :	Director
Name :	Mr. Ajay Kumar Mittal
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Satish Ranade
Designation :	Company Secretary and Legal Advisor
Name :	Ms. Pratibha K Advani
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.06.2015

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Central Government / State Government(s)	74446885	26.12
Bodies Corporate	139286330	48.87
Sub Total	213733215	74.99
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	213733215	74.99
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	16581619	5.82
Financial Institutions / Banks	181379	0.06
Insurance Companies	14709347	5.16
Foreign Institutional Investors	21726787	7.62
Sub Total	53199132	18.67
(2) Non-Institutions
Bodies Corporate	5593738	1.96
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	7650329	2.68
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	4325305	1.52
Any Others (Specify)	498281	0.17
Trusts	7930	0.00
Overseas Corporate Bodies	7250	0.00
Non Resident Indians	482571	0.17
Others	530	0.00
Sub Total	18067653	6.34
Total Public shareholding (B)	71266785	25.01
Total (A)+(B)	285000000	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	285000000	100.00

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

Sl. No.	Name of the Shareholders	No. of Shares	AS a %
1	Panatone Finvest Limited	8,86,26,654	31.10
2	Tata Sons Limited	3,72,37,639	13.07
3	Tata Power Company Limited	1,34,22,037	4.71
4	President of India	7,44,46,885	26.12
	Total	21,37,33,215	74.99

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 Shareholders	No. of Shares	AS a %
1	LIC of India Money Plus Growth Fund	5012658	1.76
2	Government Pension Fund Global	4533001	1.59
	Total	9545659	3.35

BUSINESS DETAILS

Line of Business :	Providing Telecommunication, Broad Casting and Information Supply Services.
Brand Names :	--
Agencies Held :	--
Exports :	Not Divulged
Imports :	Not Divulged
Terms :	Not Divulged

PRODUCTION STATUS: NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference:	Not Divulged
Name of the Person (Designation):	Not Divulged
Contact Number:	Not Divulged
Since how long known:	Not Divulged
Maximum limit dealt:	Not Divulged
Experience:	Not Divulged
Remark	Not Divulged

Customers :

Reference:	Not Divulged
Name of the Person (Designation):	Not Divulged
Contact Number:	Not Divulged
Since how long known:	Not Divulged
Maximum limit dealt:	Not Divulged
Experience:	Not Divulged
Remark	Not Divulged

No. of Employees :

3531 (Approximately)

Bankers :

Bank Name:	Not Divulged
Branch:	Not Divulged
Person Name (with Designation):	Not Divulged
Contact Number:	Not Divulged
Name of Account Holder:	Not Divulged
Account Number:	Not Divulged
Account Since (Date/ Year of A/c Opening):	Not Divulged
Average Balance Maintained (Optional):	Not Divulged
Credit Facilities Enjoyed (CC/OD/Term Loan):	Not Divulged
Account Operation:	Not Divulged
Remarks:	Not Divulged

· Abu Dhabi Commercial Bank

· Hongkong and Shanghai Banking Corporation (HSBC)

· ANZ Bank

· ICICI Bank Limited

· Axis Bank

· Indian Bank

· Bank of America

· Indian Overseas Bank

· Bank of Baroda

· Indusind Bank Limited

· Bank of India ING

· Kotak Mahindra Bank Limited

· Bank of Nova Scotia, BBVA

· Societe Generale Bank

· Citibank Inc.

· Standard Chartered Bank

· Deustche Bank

· State Bank of India

· Development Bank of Singapore (DBS)

· Syndicate Bank

· Federal Bank

· Yes Bank Limited

· HDFC Bank Limited

Facilities :

SECURED LOANS	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
LONG-TERM BORROWINGS
Taxable Rated Secured Non-Convertible Redeemable Debentures
50, 11.25% Rated Debentures of face value Rs. 1.000 Million each	50.000	50.000
550, 11.20% Rated Debentures of face value Rs. 1.000 Million each	550.000	550.000
1,900, 11.00% Rated Debentures of face value Rs. 1.000 Million each	0.000	1900.000
Total	600.000	2500.000

Banking Relations :	--
Statutory Auditors :
Name :	S.B. Billimoria and Company Chartered Accountants
Address :	12, Dr. Annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai – 400018, Maharashtra, India
Tel. No.:	91-22-66071000
Fax No.:	91-22-66071001
Memberships :	--
Collaborators :	--
Investing Parties (Promoters):	· Panatone Finvest Limited · Tata Sons Limited
Subsidiaries (Held Directly):	· Tata Communications Payment Solutions Limited · Tata Communications Transformation Services Limited · Tata Communications International Pte. Limited · VSNL SNOSPV Pte. Limited · Tata Communications Data Centers 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) Limited · Tata Communications (America) Inc. · Tata Communications (Thailand) Limited · 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 Communications GmbH · Tata Communications (Malaysia) Sdn. Bhd. · Tata Communications (New Zealand) Limited · 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. Zoo · Tata Communications (Portugal) Unipessoal LDA · Tata Communications (Portugal) Instalacao E Manutencao De Redes LDA · Tata Communications (Puerto Rico) Inc (Liquidated on: 23 August 2013) · Tata Communications (Russia) LLC · Tata Communications Services (International) Pte. Limited · Tata Communications (Spain) S.L · Tata Communications (Sweden) AB · Tata Communications (Switzerland) GmbH · Tata Communications (Netherlands) B.V. · Tata Communications Beijing (Technology) Limited · BitGravity Inc. (merged with Tata Communications (America) Inc. w.e.f. 30 June 2014) · Neotel (Pty) Limited · SEPCO Communications Pty Limited · Neotel Business Support Services (Pty) Limited · TCNL1 B.V. (Liquidated w.e.f. 26 August 2014) · TCNL2 B.V. (Liquidated w.e.f. 26 August 2014)
Joint Venture :	United Telecom Limited (ceased w.e.f 4 September 2014)
Associate :	United Telecom Limited (w.e.f 4 September 2014)
Associate of wholly owned subsidiary :	Number Portability Company (Pty) Limited

CAPITAL STRUCTURE

AS ON 31.03.2015

Authorised Capital :

No. of Shares	Type	Value	Amount
400,000,000	Equity Shares	Rs. 10/- each	Rs. 4000.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
285,000,000	Equity Shares	Rs. 10/- each	Rs. 2850.000 Million

a. Issued, Subscribed and Paid up:

There was no movement in the issued, subscribed and paid up share capital of the Company during the current and past five financial years.

b. Terms/rights attached to equity shares:

The Company has only one class of equity shares with a face value of Rs. 10 per share. Each shareholder of equity shares is entitled to one vote per share at any general meeting of shareholders. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.

The Board of Directors have recommended a dividend of Rs. 5.50 (2014: Rs. 4.50) per share for the year ended 31 March 2015.

c. Number of shares held by each shareholder holding more than 5% of the issued share capital:

Particulars	Nos. of Shares	% of Holding
Panatone Finvest Limited	88626654	31.10
Government of India	74446885	26.12
Tata Sons Limited	37237639	13.07

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2015	31.03.2014	31.03.2013
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	2850.000	2850.000	2850.000
(b) Reserves & Surplus	80668.300	76006.100	72314.200
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	83518.300	78856.100	75164.200
(3) Non-Current Liabilities
(a) Long-term borrowings	1550.000	2100.000	6250.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	4464.900	4286.900	3915.600
(d) long-term provisions	1541.300	1236.700	1221.600
Total Non-current Liabilities (3)	7556.200	7623.600	11387.200
(4) Current Liabilities
(a) Short term borrowings	3706.400	3161.800	1497.000
(b) Trade payables	10164.500	11445.600	10828.100
(c) Other current liabilities	6359.200	9824.800	7026.600
(d) Short-term provisions	6024.600	4379.200	2819.900
Total Current Liabilities (4)	26254.700	28811.400	22171.600
TOTAL	117329.200	115291.100	108723.000
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	39844.100	41126.200	46949.100
(ii) Intangible Assets	1899.800	1245.600	1385.400
(iii) Capital work-in-progress	2359.500	3100.400	1746.600
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	32678.500	20686.600	20305.100
(c) Deferred tax assets (net)	1802.700	929.200	87.100
(d) Long-term Loan and Advances	17813.600	23215.100	18544.900
(e) Other Non-current assets	80.800	80.800	80.800
Total Non-Current Assets	96479.000	90383.900	89099.000
(2) Current assets
(a) Current investments	8564.700	9343.100	4624.100
(b) Inventories	39.500	41.500	42.000
(c) Trade receivables	7176.300	6854.400	8564.900
(d) Cash and cash equivalents	1528.600	5226.300	3286.200
(e) Short-term loans and advances	3463.900	3347.700	2903.900
(f) Other current assets	77.200	94.200	202.900
Total Current Assets	20850.200	24907.200	19624.000
TOTAL	117329.200	115291.100	108723.000

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2015	31.03.2014	31.03.2013
	SALES
		Revenue from telecommunication services	43160.300	43300.500	44161.200
		Other Operating income	33.200	463.500	0.000
		Other Income	6705.300	4639.500	3802.200
		TOTAL	49898.800	48403.500	47963.400
Less	EXPENSES
		Network and transmission	16734.400	18759.500	19632.000
		Employee benefits	7285.000	6408.100	6394.600
		Operating and other expenses	8894.400	8617.000	8132.500
		TOTAL	32913.800	33784.600	34159.100
	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		16985.000	14618.900	13804.300
Less	FINANCIAL EXPENSES		252.500	595.100	1196.900
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		16732.500	14023.800	12607.400
Less/ Add	DEPRECIATION/ AMORTISATION		7189.400	6802.300	7624.000
	EXCEPTIONAL ITEMS GAIN (NET)		489.600	813.300	1583.500
	PROFIT BEFORE TAX		10032.700	8034.800	6566.900
Less	TAX		3286.500	2610.500	1814.500
	PROFIT AFTER TAX		6746.200	5424.300	4752.400
	EARNINGS IN FOREIGN CURRENCY
		Revenue from telecommunication services	8484.600	10944.600	11060.100
		Interest income	134.400	118.700	336.800
		Dividend income	193.200	277.100	261.600
		Guarantee fees	1498.700	1526.600	1179.200
		Other income	03.400	13.600	04.900
	TOTAL EARNINGS		10314.300	12880.600	12842.600
	IMPORTS
		Stores & Spares	02.900	08.500	14.200
		Capital Goods	2044.900	2308.100	2743.400
	TOTAL IMPORTS		2047.800	2316.600	2757.600
	Earnings Per Share (Rs.)		23.67	19.03	16.68

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2015	31.03.2014	31.03.2013
Current Maturities of Long term Borrowings	550.000	4150.000	0.000
Cash Generated From Operations Before Tax and Exceptional Items	14372.900	14993.700	15214.000
Net Cash Flow From Operating Activities	14610.000	12042.200	15954.500

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT / Sales)	(%)	15.63	12.53	10.76
Operating Profit Margin (PBDIT/Sales)	(%)	39.35	33.76	31.26
Return on Total Assets (PBT/Total Assets}	(%)	12.46	8.87	7.58
Return on Investment (ROI) (PBT/Networth)		0.12	0.10	0.09
Debt Equity Ratio (Total Debt/Networth)		0.07	0.12	0.10
Current Ratio (Current Asset/Current Liability)		0.79	0.86	0.89

Total Liability = Short-term Debt + Long-term Debt + Current Maturities of Long-term debts

STOCK PRICES

Face Value	Rs. 10/-
Market Value	Rs. 409.40/-

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	2850.000	2850.000	2850.000
Reserves & Surplus	72314.200	76006.100	80668.300
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	0.000	0.000
Net worth	75164.200	78856.100	83518.300
Long-term borrowings	6250.000	2100.000	1550.000
Short term borrowings	1497.000	3161.800	3706.400
Current Maturities of Long-Term Borrowings	0.000	4150.000	550.000
Total borrowings	7747.000	9411.800	5806.400
Debt/Equity ratio	0.103	0.119	0.070

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	44161.200	43300.500	43160.300
		(1.949)	(0.324)

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	44161.200	43300.500	43160.300
Profit	4752.400	5424.300	6746.200
	10.76%	12.53%	15.63%

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check list by info agents	Available in Report (Yes/No)
1	Year of establishment	Yes
2	Constitution of the entity -Incorporation details	Yes
3	Locality of the entity	Yes
4	Premises details	No
5	Buyer visit details	--
6	Contact numbers	Yes
7	Name of the person contacted	Yes
8	Designation of contact person	No
9	Promoter’s background	Yes
10	Date of Birth of Proprietor / Partners / Directors	Yes
11	Pan Card No. of Proprietor / Partners	No
12	Voter Id Card No. of Proprietor / Partners	No
13	Type of business	Yes
14	Line of Business	Yes
15	Export/import details (if applicable)	No
16	No. of employees	No
17	Details of sister concerns	Yes
18	Major suppliers	No
19	Major customers	No
20	Banking Details	Yes
21	Banking facility details	Yes
22	Conduct of the banking account	--
23	Financials, if provided	Yes
24	Capital in the business	Yes
25	Last accounts filed at ROC, if applicable	Yes
26	Turnover of firm for last three years	Yes
27	Reasons for variation <> 20%	--
28	Estimation for coming financial year	No
29	Profitability for last three years	Yes
30	Major shareholders, if available	Yes
31	External Agency Rating, if available	Yes
32	Litigations that the firm/promoter involved in	Yes
33	Market information	--
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

LITIGATION DETAILS

CASE DETAILS

BENCH BOMBAY

Presentation Date:-25/03/2015

LODGING NO: ITXAL/389/2015 FILLING DATE: 25.03.2015 REG. NO: ITXA/709/2015 REG. DATE; 13.07.2015

PETITIONER: COMMISSIONER OF INCOME TAX – 1- RESPONDENT: TATA COMMUNICATION LIMITED

PETN. ADV: SURESH KUMAR (I2100)

DISTRICT: MUMBAI

BENCH: DIVISION

STATUS: PRE-ADMISSION CATEGORY: TAX APPEALS

NEXT DATE: 07.10.2015 STAGE:

LAST CORAM: ACCOURDING TO SITTING LIST

ACCOURDING TO SITTING LIST

ACT : INCOME TAX ACT, 1961 Under Section:-260A

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10158962	17/10/2014 *	884,042,277.92	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R.KAMANI MARG,, BA  LLARD ESTATE,, MUMBAI- 400001, MAHARASHTRA, INDIA	C32113334
2	90145554	10/12/2004	600,000,000.00	THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMI  TED	52/60. MAHATMA GANDHI ROAD, FORT, MUMBAI- 400001, MAHARAS  HTRA, INDIA	-
3	90228711	09/12/1993	1,000,000,000.00	BANK OF BARODA	INDUSTRIAL FINANCE BRANCH, 42; C.P. PATEL ROAD; F  ORT, BOMBAY- 400023, MAHARASHTRA, INDIA	-
4	90228397	16/03/1993 *	500,000,000.00	INDIAN OVERSEAS BANK	ELIPHINSTONE BLDG., 2/10 VEER NARIMAN ROAD; FORT,  BOMBAY, MAHARASHTRA, INDIA	-

* Date of charge modification

UNSECURED LOANS

PARTICULARS	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
LONG-TERM BORROWINGS
Taxable Rated Unsecured Non-Convertible Redeemable Debentures
1,500, 9.85% Rated Debentures of face value Rs. 10 lakhs each	1500.000	1500.000
1,500, 9.50% Rated Debentures of face value Rs. 10 lakhs each	0.000	1500.000
Term Loan - Unsecured
From bank (rate of interest 9% p.a.) -	0.000	750.000
Less: Current maturities of long term borrowings	(550.000)	(4150.000)
SHORT TERM BORROWINGS
From banks
Buyers credit (rate of interest per annum - 2015: 0.84% to 1.25%) (2014: 0.92% to 1.17%)	3658.800	3161.800
Bank Overdraft	47.600	0.000
Total	4656.400	2761.800

PERFORMANCE

On a Standalone basis, profit after tax during the year improved to Rs. 6746.200 Million from Rs. 5424.300 Million last year. The consolidated profit after tax was Rs. 12.900 Million against Rs. 1014.200 Million in the previous year. The consolidated profit figures for the year are after taking into consideration the loss of Rs. 1716.400 Million (Rs. 1360.600 Million in FY13-14) of Tata Communications Payment Solutions Limited (TCPSL) a 100 % subsidiary of the Company which is in its gestation period. Of the Company’s total consolidated revenues, 27% (25% in FY 13-14) came from India. The rest of the world contributed 73% or Rs. 1314000.400 Million of the total continuing operations revenue against 75% or Rs. 13,280.03 in the previous year.

The consolidated accounts for 2014-15 have been drawn up using management accounts (pending completion of

audit) of one of the Company’s foreign subsidiaries, Neotel Pty. Limited Therefore, the Company’s statutory auditors have issued a qualified Audit Report for the year.

OPERATIONS

Segment Distribution

Over the last few years, Tata Communications has been successful in its goal of diversifying revenues, to tap new opportunities and reduce any risks of an overly concentrated portfolio. Accordingly, the revenues are now broadly diversified across data and voice products and across business segments, especially by taking advantage of greater opportunities in the data market in new segments such as media and entertainment, financial services, health care, etc. During 2014-15, consolidated continuing operations revenue from voice services contributed 49% (53% last year) of total revenue and data services contributed 51% (47% last year). This is discussed in details in the Management Discussions and Analysis which forms a part of this report.

Voice

In the voice business, Tata Communications remains one of the largest players worldwide. The trend of declining margins continues due to traffic shifting to VoIP-based calling. Therefore, Tata Communications is focused on developing innovative commercial offerings and optimizing costs to maintain free cash flow generation from this business. During the year total voice traffic fell by 13% over the previous year, while EBITDA margins have declined by 19% and EBITDA declined 23%. Free cash flow or (EBITDA less capex) generated during the year from the voice business was Rs. 608.000 crores (Rs. 804.000 Million in the previus year).

Data

Data continues to present substantial opportunities for Tata Communications to achieve rapid growth and improved profitability. Over the years, Tata Communications has moved from being a traditional connectivity services provider, largely in India, to a truly global services provider – offering a broad range of managed communication and collaboration services as well as IT infrastructure services. The data business has continued its robust momentum, with data revenues growing in double digits during 2014-15. The launch of cloud enablement solutions such as IZOTM services, coupled with network and data center services, helped the Tata Communications to grow its data portfolio and strengthen its presence in this high-growth business. Tata Communications has also been strengthening its unified communications services portfolio encompassing all forms of communications, as wellas its industry solutions for the Media and Entertainment sector and the Banking and Financial Services sector. The Company’s strategy of expanding into managed services continues to pay off,

as managed services now contribute 36% to the data services segment (35% last year).

Neotel (Disclosed as Discontinuing Operations)

Neotel is a subsidiary of the Company in South Africa. In May 2014, the shareholders of Neotel and Vodacom SA

concluded an agreement on the commercial structure and terms to proceed for Vodacom to acquire 100% of the

shares of Neotel valued at an enterprise value of ZAR 7.0 billion. The structure of the deal and its commercial terms remain subject to necessary approvals of regulatory and competition authorities.

MANAGEMENT DISCUSSION AND ANALYSIS

Indian Telecom Industry Situation

India’s telecom sector and subscriber base have grown strongly and steadily over the past decade, on the back of rising fixed and mobile network coverage and competition-induced tariff declines. These factors have driven up demand, as has growing broadband Internet access, the quick spread of smart mobile devices and higher video traffic on consumer and business networks. The key factors which are likely to fuel future growth are a still-growing subscriber base, mobile applications and technologically advanced end-user devices that will drive exponential growth in Internet usage and substantial growth in data centre colocation services. However, traffic growth will remain counter-balanced by severe price erosion, especially for basic voice and connectivity services, further exacerbated by competition from next generation service providers. In the business-to-business (B2B) space, data and video traffic are growing rapidly, due to increased adoption of information technology and network services to drive business productivity and innovation.

Indian Telecom Market

In 2014-15, the Indian telecom market grew to Rs. 43,269.000 Million, at a rate of ~6% year on year. During FY15- 20, the market is expected to grow at a compounded annual growth rate (CAGR) of 9%, on the back of the mid-teens growth forecast in the mobile services and managed services space. Growth in the Indian market is mainly driven by higher penetration of mobile services, growth in consumer broadband services and increased adoption of network services by Indian businesses. The Company leads the Indian market in several segments. In the financial year 2014-15, the Indian International Long Distance (ILD) voice market had nine major operators, an estimated inbound market size of 91.5 billion minutes and an estimated outbound market size of 4.6 billion minutes. The Company’s market share was 27% of the addressable inbound traffic and 18 % for ILD outbound traffic. The country’s estimated National Long Distance (NLD) voice market size was 387 billion minutes during the year with more than 10 major operators. The estimated NLD addressable market size was 15 billion minutes, of which the Company’s market share was 30%. In 2014-15, the Company had a 20% market share of the Indian enterprise data market and a 28.5% market share of the Indian data centre market.

Global Telecom Market

In 2014, the global telecom market grew marginally at 1.6% year-on-year to USD 2.2 trillion. Telecom services accounted for 73% of the total market while mobile devices accounted for 18% and telecom infrastructure for 9%. This growth rate is likely to improve, with the total telecom market expected to grow at a CAGR of 2.6% from 2014 to 2018. During 2014-15, the Company’s addressable market in voice services witnessed a slight decline because of declining call rates, while the data market showed healthy growth. We expect Tata Communications’ addressable market to continue to grow at an attractive pace, due to the growth of data= and video services in both the consumer and business domains.

COMPANY STRATEGY AND DIRECTION

Business Strategy

Tata Communications owns and operates the world’s largest and most advanced subsea fibre cable network. Today, over 24% of the world’s Internet routes travel over Tata Communications’ network, which includes the largest wholly-owned subsea cable network in the world. Its Tier 1 IP network is ranked in the top five by routes across five continents and provides backbone connectivity to over 240 countries and territories across 400 points-of-presence, as well as nearly 1 million square feet of data centre and colocation space worldwide across 44 locations. The Company is also the largest global carrier of international wholesale voice – carrying 53 billion minutes of wholesale voice traffic annually equating to 1 in 10 international voice calls.

Tata Communications believes that these capabilities equip it with unique competitive advantages to execute its vision, which is to deliver a new world of communications to advance the reach and leadership of its customers and partners. The Company’s strategy is to build leading-edge IP-leveraged solutions, based on its advanced global infrastructure as well as its leadership in India. Tata Communications is able to provide differentiated choices of network and IT infrastructure services to service providers, and large enterprise customers, in both established and emerging markets. In the coming years, the Company will continue with its strategy of providing managed services globally with a business-to-business (B2B) focus. It is expected that the demand for its services will remain strong, but that it will continue to face increased competition and pressure on pricing and margins. Therefore, Tata Communications has a three-pronged strategy of driving revenue growth from new markets and investing in services and technology innovation, while continuing to improve the cost structure of its operations. To execute this vision, the Company focuses on several strategic pillars, including the following:

In core connectivity services, to focus on business model evolution, an introduction of new commercial paradigms, while improving operating costs and driving optimal utilization of assets.

- To offer hybrid network and data center solutions that leverage public and private infrastructure, to accommodate the changing enterprise IT landscape.

- To create new strategic pivots by “making Internet fit for business” and developing focused offerings in the areas of cloud enablement and mobility enablement.

- To develop the “sharing economies” ecosystem in the ICT space by co-creating offerings with partners.

- To leverage its extensive existing network and customer relationships to selectively offer industry specific solutions, such as those already customized for the Media & Entertainment, Banking and Financial Services and Healthcare sectors.

- To leverage the adjacent capabilities and shareholder value creation role of other businesses in the portfolio such as the managed ATM business (in TCPSL) and the carrier outsourcing business (in TCTS).

- To become embedded in the Silicon Valley minnovation ecosystem and identify and invest in emerging technologies and market opportunities.

PART I

STATEMENT OF STANDALONE UNAUDITED RESULTS FOR THE QUARTER ENDED JUNE 30, 2015

	Particulars	Unaudited 30.06.2015
1.	Income from Operations
	a) Revenue from Operations	11309.100
	b) Other Operating Income	249.000
	Total Income from Operations (1a to 1b)	11558.100
2.	Expenses
	a) Network and transmission	4649.200
	b) Employee benefits	1786.700
	c) Depreciation and amortisation	1819.600
	d) Other	2338.800
	e) Total Expenses (2a to 2b)	10594.300
3.	Profit from Operations before other income, finance costs and Exceptional items (1-2)	963.800
4.	Other Income	1317.800
5.	Profit from ordinary activities before finance costs and exceptional Items (3+4)	2281.600
6.	Finance costs	58.100
7.	Profit from ordinary activities after finance costs but before exceptional Items (5-6)	2223.500
8.	Exceptional gain, net	--
9.	Profit from ordinary activities before tax (7+8)	2223.500
10.	Tax expense	748.400
11.	Net Profit for the period (9-10)	1475.100
12.	Paid-up Equity Share Capital (face value of Rs. 10/- face value)	2850.000
13.	Reserves excluding Revaluation Reserves
14.	Earnings Per Share (of Rs. 10/- each) Basic and diluted earnings Per Share	5.18
PART II
A.	PARTICULARS OF SHAREHOLDING
1.	Public Shareholding
	- Number of Shares	71266785
	- Percentage of Shareholding	25.01%
2.	Promoter and Promoter Group Shareholding
	a) Pledged/Encumbered
	- Number of Shares	10000000
	- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	4.68%
	-Percentage of Shares (as a % of the total share capital of the Company)	3.51%
	b) Non-encumbered
	- Number of Shares	203733215
	-Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	95.32%
	-Percentage of Shares (as a % of the total share capital of the Company)	71.48%
	Particulars	Quarter ended on June 30, 2015
B.	INVESTOR COMPLAINTS
	Pending at the beginning of the quarter	NIL
	Received during the quarter	NIL
	Disposed off during the quarter	NIL
	Remaining unresolved at the end of the quarter	NIL

STANDALONE BUSINESS SEGMENT INFORMATION:

PARTICULARS	Quarter ended 30.06.2015
Income from Operations
Voice Solutions	2387.300
Data and Managed Services	9170.800
Total	11558.100
Segment result
Voice Solutions	(967.400)
Data and Managed Services	1931.200
Total	963.800
Less :
(i)Finance Cost	58.100
(ii) Other Un-allowable (income) net of un-allocable expenditure*	(1317.800)
Profit / (Loss) before Taxes	2223.500
Capital Employed
Voice Solutions	1545.500
Global Data and Managed Services	31371.900
Unallocated	52076.000
Total	84993.400

*Includes Exceptional gain, net

Notes to Segments:

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

Voice Solutions include International and National Long Distance Voice services.

Data and Managed Services include Corporate Data Transmission services, data centers, virtual private network, signalling and roaming services, television and other network and managed services.

South Africa Operations (SAO) are carried out by the Company’s subsidiary Neotel Pty Limited and comprise 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.

Others comprise a Joint venture business-till September 3, 2014.

Segment result is segment revenues less segment expenses. Other income, net and exceptional items have been considered as “Unallocable’’.

Assets and liabilities including fixed assets have been allocated to segments on similar basis of related revenue and expense.

Figures for the previous periods have been rearranged wherever necessary, to conform to the current periods classification/ disclosure.

NOTES:

1. The above standalone and consolidated results of the Company for the quarter ended June 30, 2015 have been subjected to a limited review by the statutory auditors, recommended by the audit committee and taken on record and approved by the Board of Directors at their meeting held on July 28, 2015.

2. The figures of the quarter ended March 31, 2015 are the balancing figures between the audited figures in respect of the full financial year ended March 31, 2015 and the published figures for the nine months ended December 31, 2014.

3. Other Income includes:

a. Foreign Exchange Fluctuation

(Rs. In Million)

Net Foreign Exchange gain/(Loss)	For the Quarter Ended
	30.06.2015
	(unaudited)
Standalone	(5.400)
Consolidated	(72.300)

4. Other operating income comprises export benefits received.

5. Accounts of Neotel Group (Neotel Pty Limited, its subsidiary and its associate) have been considered on the basis of unaudited financial information furnished by Management, pending resolution of certain matters resulting from an inquiry into certain transactions undertaken by Neotel Pty. Limited (Neotel) in the previous year. Accordingly, the unaudited financial information of Neotel Group as considered in the consolidated financial statements reflected.

	For the Quarter Ended
	30.06.2015
	(unaudited)
Revenue from Operations	6415.300
Profit/(Loss) After Tax	(238.900)

The statutory auditor’s quarterly limited review report contains a qualification in this respect.

6. During the previous year, Vodacom Group Limited and all the shareholders of Neotel including VSNL SNGSPV Pte Ltd have agreed on the commercial structure and terms for Vodacom Group Limited to acquire 100% shares of Neotel from all such shareholders. The structure of the deal and its commercial terms are subject to regulatory and competition authority approvals and the parties have commenced the necessary process in this regard.

Consequently, the disclosures pertaining to discontinuing operations as required under Accounting Standard 24 in respect of consolidated financial results are given below:

	For the Quarter Ended
	30.06.2015
	(unaudited) (Refer note 5)
Revenue from Operations	5726.100
Loss Before Tax	(216.700)
Loss After Tax	(216.700)

*Includes impairment of goodwill of Rs. 1900.000 Million

7. Results include exceptional items:

8. The Company does not have any extraordinary item to report for the above periods.

9. Previous periods figures have been rearranged wherever necessary to conform to the current period classifications / disclosures.

CONTINGENT LIABILITIES:

Particulars	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
Guarantees given on behalf of subsidiaries	134514.800	125160.900
Claims for taxes on income
Income tax disputes where department is in appeal against the Company	6261.500	4016.300
Other disputes related to income tax	20678.200	18705.100
Claims for other taxes	14.500	12.800
Other claims	9677.100	8272.900
Total	36631.300	31007.100

FIXED ASSETS:

Tangible Assets

· Land

· Buildings

· Plant and Machinery

· Furniture and Fixtures

· Vehicles

· Office Equipment

· Computer

· Leasehold Land

· Leasehold Improvements

· Free hold Land

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 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 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. 65.97
UK Pound	1	Rs. 101.19
Euro	1	Rs. 73.38

INFORMATION DETAILS

Information Gathered by :	PRT
Analysis Done by :	KAR
Report Prepared by :	IND

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	9
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	9
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	9
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	8
--RESERVES	1~10	9
--CREDIT LINES	1~10	8
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		76

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.