The Board of Directors of your Company has pleasure in presenting the
 22nd Annual Report on the business and operations, including the
 financial statements for the year-ended September 30, 2010.
 
 Financial Results
 
                                                      (Rs. in lakhs
 
                                    For the Year     For the Period
                                    ended 30th         ended 30th
                                    September 2010   September 2009
                                    (for 12 months)  (for 11 months)
 
 Gross Revenue
 (including Excise Duty)               7903.36          7043.26
 
 Profit before depreciation             487.11           325.57
 
 Less: Depreciation                     160.18           152.25
 
 Net Profit for the year
 before Taxation                        326.93           173.32
 
 Provision for Taxation                 114.65            64.98
 
 Profit after tax                       212.28           108.34
 
 Add: Profit brought
 forward from
 previous year                         4006.64          3984.44
 
 Profit available for
 Appropriation                         4218.92          4092.78
 
 Appropriations
 
 Dividend Proposed                       69.00            69.00
 
 Tax on Dividends                        11.46            11.72
 
 Transfer to General
 Reserve                                 10.61             5.42
 
 Profit retained in
 Profit & Loss Account                4127.851          4006.64
 
 During the year the Company changed its name to ADC India
 Communications Limited with effect from February 18, 2010. An important
 event that occurred in July 2010 was the announcement of Tyco
 Electronics intention to acquire ADC globally.  The acquisition process
 is aggressively progressing and to the best of our knowledge is
 expected to be completed before December 2010.
 
 Despite strong subscriber additions, fresh capex investments in the
 telecom sector were grossly depleted on account of various internal
 issues. It is in this scenario that your Company posted a marginal
 revenue growth of 2.7% on an annualized basis. However, the Company
 registered an impressive growth in profit after tax in comparison to
 the previous year on an annualized basis.
 
 The Enterprise business witnessed robust growth thanks to the recovery
 in the technology sector and success with key accounts in the IT / ITES
 segment. However the carrier business was severely impacted on account
 of security concerns which stalled all new infrastructure roll-outs and
 the sector focused more on sweating the existing infrastructure rather
 than investing in new capex.  An important event was the finalization
 of the 3G spectrum which was awarded to several operators. This is
 bound to result in new infrastructure investments in the carrier
 segment. The communications sector is also poised for large investments
 in core fibre and we hope to see progress in this area during the
 coming year.  However, the sector is currently clouded in controversies
 pertaining to 2G spectrum allocation and it will be well into the
 second half of 2011 before new infrastructure gets deployed.
 
 ADC value proposition in the Enterprise market with larger clients
 stands uniquely differentiated from competition and therefore provides
 a high level of opportunity and recognition in the technology sector.
 
 The Company also leveraged a group competence in fibre and expanded its
 fibre portfolio to opportunities in the domestic market.
 
 Dividend
 
 Your Directors recommend a dividend of 15% (Rs.1.50 per equity share of
 Rs. 10/-) for the year ended September 2010 subject to the approval by
 the shareholders at the forthcoming Annual General Meeting.
 
 Directors Responsibility Statement
 
 Pursuant to Section 217 (2AA) of the Companies Act 1956, your Directors
 confirm that:
 
 a.  in the preparation of annual accounts the applicable accounting
 standards have been followed along with proper explanation relating to
 material departures;
 
 b.  accounting policies have been selected and applied consistently and
 made judgments and estimates that are reasonable and prudent so as to
 give a true and fair view of the state of affairs of the Company at the
 end of the financial year and of the profit or loss of the Company for
 that period ;
 
 c.  proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Act for safeguarding the assets of the Company and for preventing and
 detecting fraud and other irregularities ;
 
 d. the annual accounts have been prepared on a going concern basis.
 
 Strategy & Operations
 
 In the Carrier segment with the expected intense roll-out of 3G and the
 governments initiative to promote wire-line broadband, we will
 continue our strategic efforts to localize and design India specific
 fibre connectivity products. We will also leverage on the competence of
 ADCs entity in China to be able to successfully address such
 opportunities.  The Company is working closely with the Telecom
 Engineering Centre to develop a FTTX specification which will provide
 the Company a first mover advantage. Your Company will continue to
 focus on the Government segment and Data Centre Market, which are two
 strong segments in the Enterprise sector.
 
 We intend to build local assembly and testing capabilities for the
 Enterprise connectivity products to achieve competitiveness and retain
 leadership in this segment
 
 From an Operations perspective, focus will be on inventory management,
 lean processes and output optimization to achieve higher productivity
 efficiencies.
 
 Directors
 
 Mr. Bodapati Bhaskar retires by rotation and being eligible offers
 himself for re-appointment.
 
 We are glad to invite Mr. C.P. Rangachar to the Board who became an
 Additional Director with effect from January 22, 2010.
 
 Corporate Governance
 
 As required under clause 49 of the Listing Agreement, a report on
 Corporate Governance and Auditors Certificate confirming compliance
 thereof are made a part of this Annual Report.
 
 Particulars of Employees
 
 Information as per Section 217(2A) of the Companies Act, 1956 read with
 the Rules framed there under forms a part of this Report. However, as
 per the provisions of Section 219(1)(b)(iv) of the Companies Act, 1956,
 the Report and Accounts are being sent to all shareholders of the
 Company excluding the statement of particulars of employees under
 Section 217(2A) of the Act. Any shareholder interested in obtaining a
 copy of this statement may write to the Company Secretary at the
 Corporate Office or e-mail to: ganesh.r@adc.com
 
 Auditors
 
 The Auditors - M/s. S.R. Batliboi & Associates retire at the conclusion
 of the ensuing Annual General Meeting and offer themselves for
 re-appointment.
 
 Acknowledgements
 
 The Directors wish to place on record their gratitude to the Companys
 customers, vendors, bankers, shareholders, channel partners and
 distributors for their continued support and co-operation. The
 Directors also place on record their sincere thanks to ADC for their
 continued support during the year.
 
 The Directors express their sincere appreciation to all the staff
 members for their commitment and support during the year under review.
 
 For and on behalf of the Board of Directors
 
 K. Balachandran
 
 Chairman & Managing Director
 
 Place: Bangalore
 Date: November 17, 2010