Idea Cellular

We were incorporated as Birla Communications Limited on March 14, 1995
 and granted a certificate of
 commencement of business on August 11, 1995. Our registered office
 was in Mumbai, Maharashtra. Our
 name was changed to Birla AT&T Communications Limited on May 30, 1996
 following the execution of a
 joint venture agreement dated December 5, 1995 between AT&T
 Corporation and Grasim Industries
 Limited pursuant to which the Aditya Birla Group held 51% of our
 Equity Share capital and AWS Group
 held 49% of our Equity Share capital. Our registered office was
 transferred from Industry House, 1st Floor,
 159 Church Gate Reclamation, Mumbai 400 020, Maharashtra to Suman
 Tower, Plot No. 18, Sector 11,
 Gandhinagar 382011 Gujarat on October 22, 1996. With effect from
 January 1, 2001 following our merger
 with Tata Cellular Limited the joint venture agreement between AT&T
 Corporation and Grasim Industries
 Limited dated December 5, 1995 was replaced by a shareholders
 agreement dated December 15, 2000
 entered into between Grasim Industries Limited on behalf of the
 Aditya Birla Group, Tata Industries
 Limited on behalf of the Tata Group and AT&T Wireless Services Inc.
 on behalf of the AWS Group
 following which our name was changed to Birla Tata AT&T Limited on
 November 6, 2001. Consequent to
 the introduction of the “Idea” brand, our name was changed to Idea
 Cellular Limited on May 1, 2002. The
 AWS Group exited from the Company on September 28, 2005 by selling
 371,780,740 Equity Shares of the
 Company, which constituted 50% of the holding of AT&T Cellular
 Private Limited in our equity share
 capital, to ABNL and by transferring the remaining 371,780,750 Equity
 Shares to Tata Industries Limited.
 The Tata Group ceased to be a shareholder of the Company on June 20,
 2006 when Tata Industries Limited and Apex Investments (Mauritius)
 Holding Private Limited (formerly known as AT&T Cellular Private
 Limited) sold all their shares in the Company to the Aditya Birla
 Group.
 
 On October 26, 2006, P5 Asia Investments (Mauritius) Limited (“P5
 Asia”) acquired 14.60% of our Equity
 Share capital. Under a Governance and Exit Rights Agreement dated
 October 23, 2006 between P5 Asia,
 ABNL and Birla TMT, so long as an initial public offering has not
 occurred and P5 Asia holds no less than 10% of our Equity Shares,
 ABNL and Birla TMT are required to procure that (a) our Company and
 its Subsidiaries shall not take or pursue any of the following
 actions without P5 Asia’s prior consent (such consent to be obtained
 in a board and/or shareholders resolution) including in respect of
 (i) any merger with, acquisition of, or amalgamation or consolidation
 with another company or business; (ii) assuming or permitting to exist
 any borrowings or indebtedness in the nature of borrowings if the
 amount of all such borrowings of our Company and its Subsidiaries
 would exceed Rs. 6,800 million; (iii) entering into a new line of
 business; (iv) increasing our authorized or issued share capital; or
 (v) entering into a joint venture and (b) our Company makes available
 to P5 Asia certain financial information relating to our Company and
 its Subsidiaries such as monthly management accounts, quarterly
 unconsolidated balance sheet and profit and loss account and the
 annual audited consolidated balance sheets and profit and loss
 accounts.
 
 P5 Asia also has a right to appoint one director to our Board so long
 as it holds at least 10% of our total
 issued and outstanding Equity Shares. Mr. Biswajit Subramanian has
 been appointed to our Board by P5
 Asia pursuant to the exercise of the above right. In addition, any
 IPO of our Equity Shares requires P5
 Asia’s written consent, and, further, in any such IPO, P5 Asia has
 the right to offer for sale such number of Equity Shares representing
 up to 10% of the total Equity Shares which are held by it. By its
 letters dated December 2, 2006 to ABNL and Birla TMT, P5 Asia has
 given its written consent for the Issue and has confirmed that it
 does not intend to offer for sale any of the Equity Shares held by it
 in such Issue.
 
 We, either directly or through our Subsidiaries, provide mobile
 services in the Andhra Pradesh, Delhi,
 Gujarat, Haryana, Kerala, Madhiya Pradesh, Maharashtra and Uttar
 Pradesh (West) Circles, and have
 recently launched services and as such are in the process of fully
 rolling-out our network in the Uttar
 Pradesh (East), Rajasthan and Himachal Pradesh Circles pursuant to
 licenses issued by the DoT.
 
 MAJOR EVENTS
 
 MAJOR EVENTS
 
 The chronology of key events of the Company from incorporation is set
 out below:
 
 1995:
 
 Incorporated as Birla Communications Limited
 
 Obtained licenses for providing GSM-based services in the Gujarat and
 Maharashtra Circles 
 following the original GSM license bidding process
 
 1996:
 
 Changed name to Birla AT&T Communications Limited following joint
 venture between Grasim Industries and AT&T Corporation
 
 1997:
 
 Commenced operations in the Gujarat and Maharashtra Circles
 
 
 1999:
 
 Migrated to revenues share license fee regime under New
 Telecommunications Policy (“NTP”)
 
 
 2000:
 
 Merged with Tata Cellular Limited, thereby acquiring original license
 for the Andhra Pradesh Circle
 
 2001:
 
 Acquired RPG Cellular Limited and consequently the license for the
 Madhya Pradesh (including Chattisgarh) Circle 
 
 Changed name to Birla Tata AT&T Limited
 
 2001:
 
 Obtained license for providing GSM-based services in the Delhi Circle
 following the fourth operator GSM license bidding process
 
 2002:
 
 Changed name to Idea Cellular Limited and launched “Idea” brand name
 . Commenced commercial operations in Delhi Circle
 . Reached the one million subscriber mark
 
 2003:
 
 Reached the two million subscriber mark
 
 2004:
 
 Completed debt restructuring for the then existing debt facilities
 and
 additional funding for the Delhi Circle.
 
 Acquired Escotel Mobile Communications Limited (subsequently renamed
 as
 Idea Mobile Communications Limited)
 
 Reached the four million subscriber mark
 
 First operator in India to commercially launch EDGE services
 
 2005:
 
 Reached the five million subscriber mark
 
 Turned profit positive
 
 Won an award for the “Bill Flash” service at the GSM Association
 Awards in Barcelona, Spain
 Sponsored the International Indian Film Academy Awards
 
 2006:
 
 Became part of the Aditya Birla Group subsequent to the TATA Group
 transferring its entire shareholding in the Company to the Aditya
 Birla Group
 
 Acquired Escorts Telecommunications Limited (subsequently renamed as
 Idea Telecommunications Limited)
 
 Restructuring of debt
 
 Launch of the New Circles
 
 Reached the 10 million subscriber mark
 
 Received Letter of Intent from the DoT for a new UAS License for the
 Mumbai Circle.
 
 Received Letter of Intent from the DoT for a new UAS License for the
 Bihar
 
 Circle through Aditya Birla Telecom Limited. ABNL, the parent of
 Aditya
 
 Birla Telecom Limited, pursuant to a letter dated November 22, 2006,
 agreed to transfer its 
 entire shareholding in Aditya Birla Telecom Limited to the Company
 for the consideration of 
 Rs. 100 million.