Dear Shareholders,
 
 In my letter addressed to you in the last Annual Report for 2009-10, I
 shared with you our Group''s Vision of transforming emerging economies
 by nurturing new technology centric financial exchanges in them. During
 the year under review, developing such exchanges has enabled the Group
 to expand its reach to all classes of society, and offer a transparent
 price discovery mechanism.
 
 Launch of New Global Exchanges
 
 I am happy to inform you that the second decade of this millennium saw
 the Group going verily global, with a well-spread international
 presence. The main highlight of the year 2010-11 has been the launch of
 three international exchanges by your Company and its subsidiaries for
 facilitating trading in several asset classes in the regions, in which
 they operate. The launch of these exchanges – Singapore Mercantile
 Exchange (SMX) in Singapore, Global Board of Trade (GBOT) in Mauritius
 and Bahrain Financial Exchange (BFX) in Bahrain – has made your Company
 a truly global financial institution.
 
 What''s more remarkable is that these three international exchanges have
 been established in three different and widely separated economic
 regions of the world – South-East Asia, Africa and Middle-East. As a
 consequence, your Company is now poised to tap the immense financial
 derivative business potential in these regional economies, so as to
 serve not only the respective regional market players, but also the
 global market functionaries trading in and with those regions. Having
 established now as many as nine financial exchanges in India and
 abroad, your Company is racing to compete with large global exchanges.
 This is in accordance with the Group''s overall strategy of building a
 unique and unparalleled international financial ecosystem, aimed at
 promoting financial inclusion, thereby bringing about equitable growth.
 
 Your Group has thus successfully created an ideal business sculpt to
 establish deeper and new-age financial markets across diverse
 geographical boundaries. At this juncture, we now keenly look forward
 to the launch of Bourse Africa at Botswana. This exchange will operate
 on the ''Hub and Spoke Model'', with Botswana as the hub and its spokes
 reaching out to numerous African nations. Bourse Africa is aimed at
 establishing an effective price discovery mechanism for resources
 originating in Africa, and providing those who produce and trade in
 such resources with an efficient risk management tool. Not only will
 this Bourse fortify Africa''s financial markets, but, more importantly,
 also unlock the untapped growth potential of this rather
 under-developed continent.
 
 New Product Line
 
 As for your Company''s primary business of providing technology
 solutions, its tryst with triumph continued for its flagship product
 ODINTM – a multi-exchange trading technology and risk management
 system. This one-stop window for technology solutions with a strong
 presence in three key verticals – Exchange Solutions, Brokerage
 Solutions and Technology Solutions – commemorated 12 years of its
 phenomenal success this year. As you are aware, ODINTM is well accepted
 by its customers and financial markets alike, and is a leading
 end-to-end technology solutions provider in India''s financial markets,
 having over 80% market share in the country.
 
 Your Company constantly seeks to enhance its existing product line to
 deliver innovative and higher value-added solutions to meet the
 challenges arising from the ever-changing business environment. The
 newly developed ODINTM 64-bit version has delivered an increase in
 performance, scalability and compatibility of our flagship product.
 
 In addition to its flagship products driving growth, your Company
 expects its new products – ODINTM Greek Neutralizer, ODINTM ATS,
 Advanced Charting, ODINTM Xplaza, FTNET and DMA LIVE! – introduced
 during 2010-11 to contribute significantly to its future growth. Your
 Company continues to offer other product offerings which include CnS,
 STP-GateTM, iNet.net, iWin, MATCHTM, e-HastaksharTM and Protector.
 
 During the year, your Company successfully deployed a new version of
 its exchange technology product suite (multi-asset and multi-currency)
 with advanced functionalities in its flagship products DOME
 (Distributed Order Matching Machine), CnS (Clearing & Settlement) and
 Risk Management.  These have been deployed at Multi-Commodity Exchange
 of India (MCX), MCX Stock Exchange (MCX-SX), National Spot Exchange
 (NSEL), SMX and GBOT.
 
 FT Tower
 
 Yet another major achievement during the year was the inauguration of
 the landmark nine-storey FT (Financial Technologies) Tower, spread over
 a sprawling 1.56 lakh square feet of area and accommodating over 1,600
 work stations, in Andheri – the commercial hub of Mumbai.
 
 This state-of-the-art development centre has created a unique
 architectural ensemble, resulting in emplacement of the Group Companies
 into a centralized function area. The structural and spatial design of
 FT Tower crafts a captivating working environment, facilitating easy
 communication and promoting teamwork and interaction at every level.
 Moving to a new company-owned premise, with facilities such as a
 cafeteria and a gymnasium, has inculcated a distinctive sense of
 belonging and elevated job satisfaction among the employees. FT Tower
 aims to not only create a single base for its operational activities
 and functional requirements, but also stands as a visible symbol of
 FT''s identity.
 
 Business Financials During the year 2010-11,
 
 - Income from Operations increased by 7.8% to Rs 3,308.89 million, as
 against Rs 3,069.87 million through the previous year.
 
 - EBIDTA* at Rs 2,428.52 million was up 12.3%, compared to Rs 2,162.53
 million the year before.
 
 - Net Profit* was up 9.7% to reach Rs 2,062.90 million from Rs 1,880.36
 million for the year ended March 31, 2010.
 
 *Numbers mentioned are Standalone results, excluding capital gains on
 sale of shares, diminution in long term investments and exceptional
 items
 
 Your Company continues to maintain its track record of rewarding its
 shareholders. It has paid 3 interim dividends aggregating Rs 6 per
 share (300%) and recommended a final dividend of Rs 2 per share (100%)
 on a face value of Rs 2 per share for the year ending March 31, 2011.
 
 Business Highlights
 
 As your Company moves ahead focused on fulfilling its vision and goals,
 I share with you some key business highlights for the year under
 review:
 
 - ODIN is a leading end-to-end technology solutions provider, powering
 over 10 exchanges (Indian and international), deploying over 640,000
 licenses.  It is poised to serve more than 1,000 institutions and
 brokerage clients, including the top 30 public and private sector banks
 in India.
 
 - MCX maintained its leadership position with 82% market share in the
 Indian commodity market space by having recorded the highest daily
 turnover of Rs 71,876.33 crore on March 15. It recorded an average
 daily turnover of Rs 32,057.01 crore, representing a rise of 53%
 year-on-year.  MCX clocked a total trading turnover of Rs 98.42 lakh
 crore for the entire year under review. During the year, it launched
 mini futures contracts in zinc, lead and aluminum, as also micro
 futures contracts in iron ore and silver.
 
 - MCX joined hands with Shanghai and Taiwan Futures Exchanges for
 developing commodity derivative markets.
 
 - Indian Energy Exchange (IEX) has maintained a lead over other
 exchanges with 87% market share and has been the No. 1 energy exchange
 of the country since its inception. During the year under review, the
 exchange has witnessed substantial increase in volumes in the Day Ahead
 Market as well as Term Ahead Market. Average daily volumes for Day
 Ahead Market have nearly doubled to 32,330 MWh from last year.  The
 exchange also added a new market segment for trading of Renewable
 Energy Certificate and also a new version of Day Ahead Market Trader
 Work Station.
 
 - National Spot Exchange (NSEL) is India''s No. 1 commodity spot
 exchange with over 99% market share in the electronic spot market
 segment. During the year, the exchange launched a unique product in the
 form of e-series, which enables millions of retail investors to invest
 in commodities in small denominations, thereby driving financial
 inclusion. e-gold, e-silver and e-copper have also received
 Shariah-Certification.
 
 - Singapore Mercantile Exchange (SMX), which went live on August 31,
 2010, now offers facilities for trading in a diversified basket of
 commodities including futures and options contracts on precious metals,
 base metals, agricultural commodities, energy and indices and futures
 trading in various currency pairs (EUR-USD, USD-JPY and AUD-USD).
 Renowned financial companies, such as ICICI Bank, Morgan Stanley,
 NewEdge and Philip Futures have become its General Clearing Members,
 while NextVIEW is the financial and real-time data provider for SMX.
 
 - Bahrain Financial Exchange (BFX), the first multi-asset exchange in
 Middle East and North Africa region, launched on February 1, 2011, is
 offering for trading financial instruments across a wide range of asset
 classes, comprising three main categories: cash instruments, derivative
 contracts and Shariah-compliant Islamic products. The exchange launched
 its Islamic Finance division, with the establishment of ''Bait Al
 Bursa'', thus marking the creation of the region''s first
 exchange-operated platform dedicated to Islamic Finance products.
 
 - Daily trade volumes on Global Board of Trade (GBOT) crossed US$ 50
 million mark on April 18, thus multiplying five times within six months
 of having commenced trading on October 15, 2010. GBOT is the first
 exchange in the world to earn the distinction of offering two African
 currencies USD/MUR and ZAR/USD on its exchange platform from the first
 day of commencement of trading and also offers trading in EUR/USD,
 GBP/USD and JPY/USD. Besides this, it also offers trading in gold and
 silver commodity futures contracts. The exchange has collaborated with
 Thomson Reuters, a leading source of intelligent information for
 business and professionals, to provide real-time prices and exchange
 data.
 
 - National Bulk Handling Corporation (NBHC) is a national level ISO
 22000:2005 certified warehousing company and a leading integrated
 services enterprise for commodity and collateral management. It
 continues to outpace its peers in terms of growth and create value
 within the ecosystem, with assets under management at Rs 26,000  crore.
 Conducive policy initiatives give it a further impetus to undertake
 long-term investments and commitments, thus enabling it to address
 crucial ecosystem issues, while simultaneously enhancing an
 unparalleled value for its stakeholders.
 
 - atom Technologies provides secure and convenient payment solutions
 involving either IVR or mobile applications. During the year, it has
 tied up with over 190 merchants and processed more than 6 million
 transactions valuing over Rs 1,600 crore on its platform.
 
 - TickerPlant, the Group''s foray into real-time global financial market
 information dissemination, continued to make inroads into the target
 segments. Its unique strategy of designing user-friendly, ultra low
 latency, high performance and cost-effective technology products,
 coupled with customer centric offerings, has resulted in MarketView
 TerminalTM, its flagship product, being adopted rapidly by market
 participants across various asset classes.
 
 Corporate Social Opportunity (CSO)
 
 This year, too, your Company made a significant impact on the society
 and community at large. Being strongly committed towards Corporate
 Social Opportunity (CSO), your Company''s Management has supported
 various community initiatives, touching many lives by supporting social
 and healthcare facilities.  During the year, the FT Group:
 
 - Participated in Standard Chartered Marathon 2011''s Yuva Parivartan,
 which works to empower deprived dropouts and youth to earn a livelihood
 and become useful citizens.
 
 - Launched School=Lunch Drive and ranked second among the companies,
 having donated Rs 2.62 lakh to ISKCON Food Relief and Foundation.
 
 - Launched 4th All India Blood Donation Drive, with 356 blood units
 collected.
 
 - Observed HIV-AIDS Day, held workshops for female employees and
 community, and participated in Awareness on HIV Prevention.
 
 - Launched Joy of Giving Week with participation in Mobile Creches,
 workshop on toy making, and cloth donation drive.
 
 - Launched Savings Campaign for Postal Recurring Deposit Scheme, in
 association with India Post.
 
 Empowering Lives, Transforming Economies.
 
 In its recent report, The International Monetary Fund (IMF) observed
 that, The fastest growth in recent years has come from the emerging
 markets, which helped offset the deep downturns in the United States
 and other rich nations faced due to the recession in 2008.
 
 The emerging market economies are at a point of inflection as they gain
 traction more quickly than their advanced counterparts, and become
 central engines for economic growth across the globe. The rapidly
 growing markets of these economies support global expansion, thus
 underlying their importance in reshaping the international financial
 landscape. Emerging nations are destined to give rise to major
 financial, commercial and technological players on the world stage.
 
 As financial markets in these fast growing economies move ahead with
 much vigour, their future rests on the four supporting pillars –
 products, market structure, technology and regulation. It is by
 building a vigourous financial ecosystem on these four pillars that
 your Company aims to transform the emerging economies of Asia and
 Africa, empower the masses there, and change their lives for the
 better.
 
 FOFMTM Leadership Summit
 
 Your Group''s vehicle to drive its vision of redesigning the financial
 market infrastructure aimed at empowering lives and transforming
 economies is the Future of Financial Markets (FOFMTM) Leadership
 Summit, its annual leadership event. This platform continues to foster
 ahead year-after-year with a strong endeavor to engage thought-leaders
 of the financial markets at a strategic level. Held in January this
 year at Hotel Renaissance Mumbai, the Summit was attended by over 500
 Senior Management Leaders from the financial world, including nearly
 100 speakers from 10 countries, who participated in as many as 15
 Tracks and Keynote Addresses.  FOFM Summit was supported by 22
 partners. In summary, the Summit was nothing short of the ''Davos of
 Indian Financial Markets''.
 
 The Next Decade
 
 The present year 2011-12 will be a defining one for your Company, as
 the new international exchanges set up by the Group will scale up their
 operations. During this decade also, the Group sees value being
 generated from the new exchanges, as also from the ever-widening market
 participatory base in them, bringing markets to the masses for the
 benefit of all stakeholders.
 
 Your Company''s focus will continue to be on execution and enlargement
 of its technology business, taking its exchanges and ecosystems to the
 next level of growth and making them more profitable. Its domain
 expertise in establishing and operating next-generation financial
 exchanges, coupled with the Group''s global partnerships and strategic
 alliances, will take it to a new high in its march across continents.
 
 As we complete another year, I am happy to whole-heartedly acknowledge
 your unrelenting support towards the activities and achievements of the
 Group as a whole, and the flagship company in particular. I am also
 thankful to our Board of Directors, Advisory Board, Regulatory
 authorities, my colleagues and all the stakeholders for their unstinted
 support and guidance.
 
 Thank You.
 
 Jignesh Shah
 
 Chairman & Group CEO