1.  The Company was incorporated on 19 March 1986. The Government of
 India vide its letter No. G-25015/6/86OC dated 27 March 1986,
 transferred all the assets and liabilities of the Overseas
 Communications Service (OCS) (part of the Department of
 Telecommunications, Ministry of Communications) as appearing in the
 Balance Sheet as at 31 March 1986 to the Company with effect from 01
 April 1986. As per the letter no G-25015/6/86-OC dated 23 October 2001
 of Government of India, Department of Telecommunications, there was no
 requirement to register a formal transfer deed or deed of sale in the
 matter of such transfer of assets. During the year 2007-08, the Company
 changed its name to Tata Communications Limited and the fresh
 certificate of incorporation consequent upon the change of name was
 issued by the Registrar of Companies, Maharashtra on 28 January 2008.
 
 2.  Capital reserve includes Rs. 205.22 crores in respect of foreign
 exchange gains on unutilized proceeds from Global Depository Receipts
 credited to Capital Reserve Rs. 203.70 crores in 2000-01 and Rs. 1.52
 crores in 2001-02.
 
 3.  The Board of Directors have recommended a dividend of Rs. 2 (2010:
 Rs. Nil) per share for the year ended 31 March 2011.
 
 4.  The Company has an investment of Rs. 474.23 crores (2010: Rs.
 474.23 crores) in equity shares and Rs. 139.32 crores (2010: Rs. 139.32
 crores) in preference shares of Tata Communications International Pte.
 Ltd (TCIPL), Rs. 3.29 crores (2010: Rs. 3.29 crores) in equity shares
 and Rs. 118.71 crores (2010: Rs. 118.71 crores) in preference shares of
 VSNL SNOSPV Pte. Ltd (SNOSPV) wholly owned subsidiaries. In the
 opinion of the management, having regard to the nature of these
 subsidiaries'' businesses and future business projections, there is no
 diminution, other than temporary in the value of investments despite
 the significant accumulated losses.
 
 5.  As at 31 March 2011 the proportionate share of pension obligations
 and payments of Rs. 61.15 crores (2010: Rs. 61.15 crores) to the
 erstwhile Overseas Communications Service (OCS) employees were
 recoverable from the Government of India (the Government). Pursuant
 to discussions with the Government, the Company had made a provision of
 Rs. 53.71 crores (2010: Rs. 53.71 crores) thereby having a net amount
 due from the Government towards its share of pension obligations of Rs.
 7.44 crores (2010: Rs. 7.44 crores).
 
 6.  Pursuant to acquisitions of Tyco Global Network (TGN) and
 Teleglobe (TLGB), the Company from 1 April 2006 adopted the Residual
 Profits Split Method (RPSM) for recording transactions pertaining to
 International Telecommunications Services under its Transfer Pricing
 Policy. This policy governs the majority of the transactions between
 the Company and its international subsidiaries. The Company''s
 subsidiary in the Netherlands is designated as the Central Contracting
 Party (CCP) and Transfer Pricing Administrator (TPA).
 
 7.  During the previous year, the Company received a favourable order
 from Income tax Appellate Tribunal (ITAT) pertaining to financial year
 1993-94, which was further supported by a favourable legal advice.
 Consequently, the Company had written back the corresponding tax
 provision of Rs. 280.01 crores. Interest on the above of Rs. 215.56
 crores was included in Rs. 218.28 crores of interest on Income tax
 refund reflected as exceptional item in Profit and loss account for the
 year ended 31 March 2010. Income tax department has appealed against
 this order in the Honourable High Court of Bombay which is yet to come
 up for admission.
 
 8.  The Company had entered into an agreement with effect from 1
 January 2007 with one of its customers for carriage of NLD traffic for
 a period of two years. In view of disputes between the parties, the
 agreement was truncated with effect from July 2008. The matter was
 referred to Conciliation in the earlier period and an award of Rs. 29
 crores was made leaving the modalities of settlement to the parties.
 During the current year based on the settlement reached with the
 carrier, Rs. 26.54 crores is recorded in Revenue from telecommunication
 and other services and interest of Rs. 2.46 crores is recorded in Other
 income.
 
 9.  The Board of Directors of the Company at its meeting held on 31
 January 2011 had approved the merger of the Company''s wholly owned
 subsidiary, Tata Communications Internet Services Limited (TCISL) with
 the Company with effect from 1 April 2010. The Company had obtained the
 consent of the shareholders for the merger at Extra Ordinary General
 Meeting held on 27 April 2011.
 
 In accordance to the final order dated 20 August 2011 as pronounced by
 the Bombay High Court the financials have been revised to reflect the
 merger of TCISL with the Company effective 01 April 2010.
 
 In accordance to the said Scheme, the Company has accounted for this
 amalgamation in the nature of merger under the pooling-of-interest
 method. Consequently:
 
 i. All the assets, debts, liabilities and obligations of TCISL have
 been vested in the Company with effect from 1 April 2010 and have been
 recorded at their respective book values.
 
 ii. The net asset value of TCISL as on the date of amalgamation was Rs.
 15.28 crores as against the investment of the Company of Rs. 384.47
 crores. The excess of the cost of investment of Rs. 369.19 crores is
 adjusted against the general reserve to the extent of Rs. 78.24 crores,
 Rs. 0.56 crores against capital reserve and Rs. 291.51 crores against
 the opening profit and loss account.
 
 iii. Consequent to the merger there has been a reduction in the current
 tax expense of Rs. 37.97 crores and increase in deferred tax benefit of
 Rs. 39.65 crores.
 
 10.  In January 2008, an amount of Rs. 295 crores was paid to the
 Department of Telecommunications (DoT) under protest, towards payment
 of licence fees, interest and penalty demanded by DoT before issue of
 certain licences to the Company. Against this, the Company carried a
 provision of Rs. 174.15 crores for licence fees and interest thereon
 which has been set off against the payment of Rs. 295 crores for the
 presentation in the financial statements. The Company has filed a
 petition in the Honourable Supreme Court of India challenging the
 judgement of The Telecom Disputes Settlement Appellate Tribunal (TDSAT)
 relating to the computation of licence fee.
 
 Additionally, the Company has also filed a petition with TDSAT
 challenging applicability of penal provisions under International Long
 Distance (ILD) and National Long Distance (NLD) licence agreements,
 whereby DoT claimed penalty and interest on penalty amounting to Rs.
 115.73 crores (included in aforesaid Rs. 295 crores). Consequently, the
 amount of Rs.115.73 crores together with the excess licence fee paid of
 Rs. 5.12 crores (Payment of Rs. 295 crores as reduced by Rs. 289.88
 crores computed by the Company for licence fees, interest thereon and
 penalty) totalling Rs. 120.85 crores was reflected as an asset in the
 books as at 31 March 2009.
 
 During the previous year, TDSAT accepted the Company''s position and
 decided in favour of the Company. However, DoT has filed an appeal in
 the Honourable Supreme Court of India challenging the judgement of
 TDSAT relating to the waiver of penalty and interest on penalty.
 Further, DoT completed the assessment for year ended 31 March 2006 in
 the previous fiscal year and adjusted the aforesaid excess licence fee
 of Rs. 5.12 crores; as a result, the balance amount of Rs. 115.73
 crores (2010: Rs. 115.73 crores) is reflected as an asset in the books
 as at 31 March 2011.
 
 11.  Revenue from Telecommunication and other Services for the current
 year includes Rs. 25.60 crores (2010: Rs. Nil) pertaining to previous
 years.
 
 12.  Debentures
 
 i.  Secured Debentures
 
 During the year 2008-09, the Company issued Rated Taxable Secured
 Redeemable Non-convertible Debentures in demat form for cash at par on
 private placement basis aggregating Rs. 1,250 crores, IDBI Trusteeship
 Services Limited has been appointed as trustee to the debenture issue.
 
 a.  Nature of Security
 
 Rs. 1,000 crores, 11.70% debentures (face value of Rs. 1,000,000 each)
 are secured by a first legal mortgage and charge on the Company''s
 immovable property being the free hold land at Mouje Maharajpura,
 Gujarat and Plant and machinery represented by earth stations, network
 equipments, Land and sea cables, transmission equipments and other
 telecom equipments.
 
 Rs. 250 crores, debentures (interest ranging from 11.00% to 11.25%,
 face value of Rs. 1,000,000 each) are secured by a first legal mortgage
 and charge on the Company''s immovable property being the free hold land
 at Parambur Barracks, Chennai and Plant and machinery represented by
 land cable network and equipments.
 
 ii.  Unsecured Debentures
 
 During the last year, the Company issued Rated, Unsecured, Taxable,
 Redeemable Non-convertible Debentures of face value Rs. 1,000,000 each,
 in demat form for cash at par on private placement basis aggregating
 Rs. 700 crores.
 
 13.  Employee benefits:
 
 Retirement Benefits
 
 i.  Defined Contribution Plan
 
 Provident Fund:
 
 The Company makes contribution towards provident fund under a defined
 contribution retirement benefit plan for qualifying employees. The
 provident fund is administered by the Trustees of the Tata
 Communications Employees'' Provident Fund Trust and by Regional
 Provident Fund Commissioner. Under this scheme, the Company is required
 to contribute a specified percentage of payroll cost to fund the
 benefits.
 
 The Rules of the Company''s Provident Fund administered by a Trust
 require that if the Board of Trustees are unable to pay interest at the
 rate declared for Employees'' Provident Fund by the Government under
 para 60 of the Employees'' Provident Fund Scheme, 1952 for the reason
 that the return on investment is less or for any other reason, then the
 deficiency shall be made good by the Company. Having regard to the
 assets of the Fund and the return on the investments, the Company does
 not expect any deficiency in the foreseeable future.  There has also
 been no such deficiency since the inception of the Fund.
 
 Provident fund contributions amounting to Rs. 17.85 crores (2010: Rs.
 13.45 crores) have been charged to the profit and loss account.
 
 ii.  Defined Benefit Plan
 
 Gratuity:
 
 The Company makes annual contributions under the Employees Gratuity
 scheme to a fund administered by Trustees covering all eligible
 employees. The plan provides for lump sum payments to vested employees
 at retirement, death while in employment or on termination of
 employment of an amount equivalent to 15 days salary for each completed
 year of service or part thereof in excess of six months. Vesting occurs
 upon completion of five years of service.
 
 Medical Benefit:
 
 The Company reimburses domiciliary and hospitalization expenses not
 exceeding specified limits incurred by eligible and qualifying
 employees and their dependent family members under the Tata
 Communications Employee''s Medical Reimbursement Scheme. The scheme
 provides for cashless hospitalization where the claims are directly
 settled by the Company.
 
 Pension Plan:
 
 The Company''s pension obligations relate to certain employees
 transferred to the Company from the Overseas Communications Service
 (OCS). The Company purchases life annuity policies from an insurance
 company to settle such pension obligations. During the year the Company
 has incurred a charge of Rs. 7.00 crores (2010: Rs. 7.77 crores) to
 meet the additional pension obligation on account of increase in
 Dearness Allowances.
 
 19.  Segment reporting
 
 i.  Business Segments
 
 Effective 1 April 2010, the Company''s reportable business segments have
 been re-aligned into Global Voice Solutions, Global Data and Managed
 Services (GDMS) and Others to reflect change in the Company''s Business
 and Organization Structure. Accordingly, all network and managed
 services in the Company have been aligned to GDMS and Retail Business
 have been aligned to Others.
 
 (I) Revenues and expenses, which are directly identifiable to the
 segments, have been attributed to the relevant segments. The allocable
 enterprise expenses have been allocated on reasonable basis to the
 relevant segments. 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).
 
 (II) Telecommunication services are provided utilizing 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.
 
 20.  Related party transactions
 
 i.  Names of related parties and nature of relationship
 
 Sr.  Category of related parties Names
 
 No
 
 1 Investing Parties (Promoters) Panatone Finvest Limited
 
 Tata Sons Limited
 
 2 Subsidiaries (Held Directly) Tata Communications Internet Services
 Limited
 
 (Refer note B-9 Schedule 19)
 
 Tata Communications Banking InfraSolutions Limited
 
 Tata Communications Transformation Services Limited
 
 Tata Communications International Pte. Ltd.
 
 VSNL SNOSPV Pte Ltd
 
 S&A Internet Services Private Limited
 
 Tata Communications Lanka Limited
 
 3 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) Corp
 
 Tata Communications (America) Inc.
 
 Tata Communications Services (America) Inc. (Upto 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
 
 No
 
 Tata Communications (Puerto Rico) Inc
 
 Tata Communications (Russia) LLC
 
 Tata Communications Services (International) Pte. Ltd.
 
 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.
 Ltd.) (Subsidiary w.e.f 16 February 2011)
 
 4 Joint Venture United Telecom Limited
 
 Cochin Submarine Cable Depot (INDIA) Private Limited (Under
 liquidation)
 
 5 Joint Venture / Associate of wholly owned subsidiary
 
 Neotel (Pty) Ltd. (Held through VSNL SNOSPV Pte Ltd.)
 
 SEPCO Communications Pty Ltd. (Held through VSNL SNOSPV Pte Ltd.)
 
 6 Key Managerial Personnel
 
 Mr. N. Srinath Managing Director and Chief Executive Officer TCL Group
 
 (till 31 January 2011)
 
 Mr Vinod Kumar Managing Director and Group CEO
 
 (w.e.f 1 February 2011)
 
 ii.  As lessor:
 
 a. The Company has leased under operating lease arrangements certain
 Indefeasible Rights of Use (IRU) with gross carrying amount and
 accumulated depreciation of Rs. 84.33 crores (2010: Rs. 84.33 crores)
 and Rs. 33.30 crores (2010: Rs. 27.80 crores) respectively as at 31
 March 2011. Depreciation expense of Rs. 5.50 crores (2010: Rs. 5.50
 crores) in respect of these assets has been charged in the Profit and
 Loss Account for the year ended 31 March 2011.
 
 In case of certain lease agreements aggregating Rs. 380.85 crores
 (2010: Rs. 331.85 crores) for the year ended 31 March 2011, the gross
 block, accumulated depreciation and depreciation expense of the assets
 given on IRU basis is not readily determinable and hence not disclosed.
 The lease rentals associated with such IRU arrangements for the year
 ended 31 March 2011 amount to Rs. 10.65 crores (2010: Rs. 27.74
 crores).
 
 In respect of such leases, rental income of Rs. 17.50 crores (2010: Rs.
 34.59 crores) has been recognized in the profit and loss account for
 the year ended 31 March 2011.
 
 23.  Contingent Liabilities and Capital Commitments:
 
 I.  Contingent Liabilities:
 
                                                 (Rs. in crores)
 
                                                 As at          As at
 
                                         31 March 2011  31 March 2010
 
 i.  Guarantees given on behalf of 
 subsidiaries (Refer Note 1)                  6,493.82       5,512.76
 
 ii.  Claims for taxes on income 
 (Refer Note 2)
 
 a.  Income tax disputes where department 
 is in appeal against the Company.            1,009.60         322.00
 
 b.  Income tax disputes where the Company 
 has a favourable decision in other 
 assessment years for the same issue              1.79          22.39
 
 c.  Income tax disputes other than above     1,696.91       1,448.89 
 
 iii. Claims for other taxes                    123.30         118.08 
 
 iv.  Other claims                              468.59         495.08
 
 Notes:
 
 1.  Guarantees given on behalf of subsidiaries:
 
 The guarantees have been provided in the ordinary course of business
 and no liability on the Company is expected to materialize in this
 respect.
 
 2.  Significant claims by the revenue authorities in respect of income
 tax matters relate to deductions claimed under Section 80 IA of the
 Income Tax Act, 1961 from Assessment years 1996-97 onwards and
 disallowed by the revenue authorities. The Company has contested the
 disallowances and has preferred appeals which are pending.
 
 3.  The Company has taken appropriate professional advice in respect of
 the claims / appeals and has taken all necessary steps to protect its
 interest. Based on expert opinion, no provision is required in respect
 of these claims / appeals.
 
 5.  The Company has issued a support letter to Tata Communications
 International Pte Limited (TCIPL), regarding providing financial
 support enabling, in turn, TCIPL to issue such support letters to
 certain subsidiaries having negative net worth as at 31 March 2011
 aggregating Rs. 1,245.71 crores (2010: Rs. 1,508.41 crores) in various
 geographies in order that they may continue to be accounted for as
 going concern.
 
 The letters of comfort / support mentioned in 4 and 5 above have been
 provided in the ordinary course of business and no liability on the
 Company is expected to materialize in these respects
 
 6.  During the year 2008-09, in terms of the agreements entered into
 between Tata Teleservices Ltd. (TTSL), Tata Sons Ltd. (TSL) and NTT
 DoCoMo, Inc. of Japan (Strategic Partner - SP), TSL gave an option to
 the Company to sell 36,542,378 equity shares in TTSL to the S P, as
 part of a secondary sale of 253,163,941 equity shares effected along
 with a primary issue of 843,879,801 shares by TTSL to the SP.
 
 If certain performance parameters and other conditions are not met,
 should the SP decide to divest its entire shareholding in TTSL,
 acquired under the primary issue and the secondary sale, and should TSL
 be unable to find a buyer for such shares, the Company is obligated to
 acquire the shareholding of the S P, at the higher of fair value or 50
 percent of the subscription purchase price, in proportion of the number
 of shares sold by the company to the aggregate of the secondary shares
 sold to the S P, or if the SP divests the shares at a lower price pay a
 compensation representing the difference between such lower sale price
 and the price referred to above.
 
 Further, in the event of breach of the representations and warranties
 (other than title and tax) and covenants not capable of specific
 performance, the Company is liable to reimburse TSL, on a pro rata
 basis, up to a maximum sum of Rs. 548.50 crores. The exercise of the
 option by SP being dependent on several variables, the liability, if
 any, in this respect is remote and indeterminable.
 
 II.  Capital Commitments:
 
 Estimated amount of contracts remaining to be executed on capital
 account, not provided for and loan commitment to wholly owned
 subsidiaries for Rs. 2,772.94 crores (2010: Rs. 2,489.86 crores).
 
 26. United Telecom Limited (UTL) is a Joint Venture between the
 Company, Mahanagar Telephone Nigam Limited, Telecommunications
 Consultant India Limited and Nepal Ventures Private Limited. The
 Company has 26.66 percent equity ownership in UTL. UTL operates basic
 telephony services in Nepal based on Wireless-in-local loop technology.
 
 29.  Disclosure as required under clause 32 of Listing Agreement
 
 Amounts of loans and advances in the nature of loans outstanding from
 subsidiaries during the year ended 31 March 2011
 
 31. Previous year figures have been regrouped / reclassified wherever
 necessary to conform to the current year''s classifications. The results
 for the current year ended 31 March 2011 include the operations of Tata
 Communications Internet Service Limited. In view of this, the results
 for the current year are not comparable with the corresponding period
 of the previous financial year.