2008 09 Annual Report

BOARD OF DIRECTORS COMPLIANCE OFFICER
Mr. Madhav Joshi

Mr. Kishor A. Chaukar (Chairman) Chief Legal Officer & Company Secretary
Mr. Amal Ganguli

INVESTOR SERVICES
Mr. Nadir Godrej Mr. Hiten Koradia
Deputy Manager - Investor Relations
Prof. Ashok Jhunjhunwala Tel: 91 22 6661 5152
e-mail: investor.relations@tatatel.co.in
Mr. D. T. Joseph
STATUTORY AUDITORS
Mr. N. S. Ramachandran
M/s. Deloitte Haskins & Sells
Mr. S. Ramadorai Chartered Accountants
12, Dr. Annie Besant Road,
Mr. Anil Sardana Opp. Shiv Sagar Estate,
Worli, Mumbai - 400 018.
Mr. Koichi Takahara
Dr. Mukund Rajan (Managing Director) REGISTRARS & SHARE TRANSFER AGENTS
TSR Darashaw Limited
6-10, Haji Moosa Patrawala Industrial Estate,
20, Dr. E. Moses Road,
Near Famous Studio, Mahalaxmi,
Mumbai - 400 011.
Tel: 91 22 6656 8484
Fax: 91 22 6656 8494 / 6656 8496
Email: csg-unit@tsrdarashaw.com
Website: www.tsrdarashaw.com
REGISTERED OFFICE
Voltas Premises, T B Kadam Marg,
Chinchpokli, Mumbai - 400 033.
Tel: 91 22 6661 5445
Fax: 91 22 6660 5516 / 5517
e-mail: investor.relations@tatatel.co.in
Website: www.tataindicom.com
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14 Annual Report 2008-09
CONTENTS Page No.
Notice 3
Directors' Report 6
Corporate Governance Report 13
Management Discussion and Analysis of Financial Condition and Results of Operations 23
Auditors' Report 29
Balance Sheet 32
Profit & Loss Account 33
Schedules forming part of the Balance Sheet and Profit & Loss Account 34
Cash Flow Statement 55
Balance Sheet Abstract and General Business Profile 56
Consolidated Financial Statements
Auditors' Report 57
Consolidated Balance Sheet 58
Consolidated Profit & Loss Account 59
Schedules forming part of the Consolidated Balance Sheet and Profit & Loss Account 60
Consolidated Cash Flow Statement 77
Statement under Section 212 of the Companies Act, 1956 related to Subsidiary Companies 78
Directors’ Report and Financial Statements of the Subsidiary Company -

21st Century Infra Tele Limited (formerly 21st Century Infra Tele Private Limited)
Financial Year 2007-08 79
Financial Year 2008-09 83
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NOTICE
Notice is hereby given that the Fourteenth Annual General Meeting of Tata Teleservices (Maharashtra) Limited will be held on
Thursday, August 13, 2009 at 1500 hours at Kamalnarayan Bajaj Hall & Art Gallery, Bajaj Bhavan, Jamnalal Bajaj Marg,
226, Nariman Point, Mumbai - 400 021 to transact the following business:
ORDINARY BUSINESS
1. To consider and, if thought fit, to pass, with or without modifications, if any, the following as an Ordinary Resolution:
“RESOLVED that the Company's audited Balance Sheet as at March 31, 2009, the audited Profit and Loss Account and
the audited Cash Flow Statement for the financial year ended on that date together with Directors' and Auditors' Report
thereon be and are hereby approved and adopted.”
“RESOLVED THAT M/s Deloitte Haskins & Sells, Chartered Accountants, retiring auditors of the Company, be and are
hereby re-appointed as the Auditors of the Company to hold office from the conclusion of this meeting until the
conclusion of the next Annual General Meeting of the Company on remuneration to be decided by the Board of
Directors.”
“RESOLVED THAT Mr. N. S. Ramachandran, who retires from the office of Director by rotation in this Annual General
Meeting and being eligible offers himself for re-election, be and is hereby re-elected a Director of the Company, whose
office shall be liable to retirement by rotation.”
“RESOLVED THAT Prof. Ashok Jhunjhunwala, who retires from the office of Director by rotation in this Annual General
Meeting and being eligible offers himself for re-election, be and is hereby re-elected a Director of the Company, whose
office shall be liable to retirement by rotation.”
SPECIAL BUSINESS
“RESOLVED THAT Mr. Kishor A. Chaukar, who was appointed as an Additional Director of the Company and who holds
office upto the date of this Annual General Meeting of the Company in terms of Section 260 of the Companies Act, 1956
(Act) and in respect of whom the Company has received a notice pursuant to Section 257 of the Act, be and is hereby
appointed a Director of the Company, liable to retire by rotation.”
“RESOLVED THAT Mr. Amal Ganguli, who was appointed as an Additional Director of the Company and who holds
“RESOLVED THAT Mr. D.T. Joseph, who was appointed as an Additional Director of the Company and who holds office
upto the date of this Annual General Meeting of the Company in terms of Section 260 of the Companies Act, 1956 (Act)
and in respect of whom the Company has received a notice pursuant to Section 257 of the Act, be and is hereby
“RESOLVED THAT Mr. Koichi Takahara, who was appointed as an Additional Director of the Company and who holds
Registered Office: By order of the Board

Voltas Premises, For TataTeleservices (Maharashtra) Limited
T B Kadam Marg,
Chinchpokli,
Mumbai - 400 033.
Mumbai, Madhav Joshi

July 2, 2009 Chief Legal Officer & Company Secretary
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Notes:
1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE AT
THE MEETING INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER. A proxy, in order to be effective,
should be deposited at the registered office of the Company not less than 48 hours before the commencement of the
meeting.
2. The Explanatory Statement pursuant to section 173(2) of the Companies Act, 1956 in respect of the business under
Item Nos. 5 to 8 above are annexed hereto and forms part of this Notice.The relevant details as required by Clause 49 of
the Listing Agreements entered into with the Stock Exchanges, of persons seeking appointment/re-appointment as
Directors are also annexed.
3. The Register of Directors' Shareholding, Register of Proxies and Statutory Auditors' Certificate on Employee Stock
Option Plan would be available for inspection by the Members, at the Meeting. All documents referred to in the
accompanying Notice and Explanatory Statement are also open for inspection by the Members at the registered office
of the Company on all working days between 11.00 a.m. to 1.00 p.m. up to the date of Annual General Meeting.
4. The Register of Members and Share Transfer Books of the Company will remain closed from Monday, August 3, 2009
to Thursday, August 13, 2009 (both days inclusive).
5. Members/proxies should bring duly filled Attendance Slips to attend the Meeting.
6. A circular on the Nomination facility is available on the Company's web-site www.tataindicom.com under the link “TTML”
under the “About Us” link. The shareholders holding shares in physical mode only are requested to go through the
circular and appoint nominee/s, if any, in respect of their physical shareholdings at the earliest.
7. Members whose shareholding is in electronic mode are requested to direct change of address notifications to their
respective Depository Participants.
EXPLANATORY STATEMENT PURSUANTTO SECTION 173 (2) OFTHE COMPANIES ACT, 1956
Item Nos. 5 to 8
Appointment of Directors liable to retire by rotation
Mr. Kishor A. Chaukar and Mr. Amal Ganguli were appointed as Additional Directors of the Company with effect from March
24, 2009. Mr. D. T. Joseph was appointed as Additional Director of the Company with effect from May 8, 2009. Mr. Koichi
Takahara was appointed as Additional Director of the Company with effect from July 1, 2009.
As per the provisions of the Companies Act, 1956 (Act), the above Directors, hold office only upto the date of the forthcoming
Annual General Meeting of the Company.The Company has received Notices along with requisite deposit under Section 257
of the Act, proposing their appointment as a Director of the Company.
Details regarding the persons proposed to be appointed as Directors and their brief resume have been given in the Annexure
attached to the Notice. Keeping in view the experience and expertise of these persons, their appointment as Directors of the
Company is recommended by the Board.
Mr. Kishor A. Chaukar, Mr. Amal Ganguli, Mr. D. T. Joseph and Mr. Koichi Takahara are concerned or interested in the
resolutions at Item Nos. 5 to 8 of the Notice relating to their own appointment.
The Board commends the resolutions at Item Nos. 5 to 8 of the Notice for approval of the Members.
Registered Office: By order of the Board

Voltas Premises, For TataTeleservices (Maharashtra) Limited
T B Kadam Marg,
Chinchpokli,
Mumbai - 400 033.
Mumbai, Madhav Joshi

July 2, 2009 Chief Legal Officer & Company Secretary
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Details of Directors Seeking Appointment / Reappointment at the Annual General Meeting (AGM)
Particulars Mr. N. S. Ramachandran Prof. Ashok Jhunjhunwala Mr. Kishor A. Chaukar Mr. Amal Ganguli Mr. D. T. Joseph Mr. Koichi Takahara
Date of Birth March 25, 1939 June 22, 1953 August 1, 1947 October 17, 1939 December 21, 1945 April 5, 1962
Date of December 6, 2002 April 12, 2007 March 24, 2009 March 24, 2009 May 8, 2009 July 1, 2009
Appointment (Last re-appointment was (Appointed by shareholders at
by shareholders at the AGM the AGM held on August 24,
held on August 24, 2007) 2007)
Qualifications M. E. (Power Engineering) B.Tech from IIT, Kanpur & MS Post Graduate in Management Chartered Accountant, member Masters degrees in Masters of Engineering
and Ph.D degrees from the from the IIM. Ahmedabad of the Institute of Chartered English Literature and from Kyoto University
University of Maine Accountants in England & Economics from the (Japan), MBA from
Wales and the ICAI University of Madras University of Maryland
and University of (USA)
Manchester, respectively
Expertise in Rich experience in Rich experience in Telecom, Rich experience in Finance and Rich experience in finance Rich experience in Rich experience in
specific Telecom (Member of Education and Research & telecom Administration Telecom
functional area TRAI from 1997 to 2000) Development
Number of shares Nil 3,700 Nil Nil Nil Nil
held in the Company
(Including held
by dependents)
Directorships l Tata Teleservices Ltd. l Polaris Software Lab Ltd. l Tata Industries Ltd. l Maruti Suzuki India Ltd. l Mundra Port & Special Nil
held in other l Sasken Communications l Tata Advance Materials Ltd. l Tata Communications Ltd. Economic Zone Ltd.
Public Technologies Ltd. l Tata Teleservices Ltd. l Century Textile & Industries Ltd. l Shreyas Shipping &
Companies# l State Bank of India l Tata Autocomp Systems Ltd. l ICRA Ltd. Logistics Ltd.
l 3i Infotech Ltd. l Tata Communications Ltd. l Tube Investments of India Ltd. l State Trading Corp.
l Tejas Networks Ltd. l IDFC Private Equity Co. Ltd. l HCL Technologies Ltd. of India Ltd.
l Tata Communications Ltd. l Tata Investment Corporation Ltd. l New Delhi Television Ltd. l Ocean Sparkle Ltd.
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l Exicom Tele-Systmes Ltd. l Tata Business Support l Triveni Engineering & l Wartsila India Ltd.
Services Ltd. Industries Ltd. l West Asia Maritime Ltd.
l Tata Petrodyne Ltd. l AVTEC Ltd.
l TSR Darashaw Ltd. l Hughes Communications
l Praj Industries Ltd. India Ltd.
l Tata Industrial Services Ltd. l Aricent Technologies
l Tata Yazaki Autocomp Ltd. (Holdings) Ltd.
Memberships / Audit Committee Audit Committee Audit Committee Audit Committee Audit Committee Nil
Chairmanships l Tata Teleservices Ltd. l Polaris Software Lab Ltd. l Tata Business Support l Maruti Suzuki India Ltd.* l State Trading Corp.
of Committees** l Sasken Communications Services Ltd.* l Tata Communications Ltd.* of India Ltd.*
of other Public Technologies Ltd. l Tata Autocomp Systems Ltd. l New Delhi Television Ltd.* l Wartsila India Ltd.
Companies# l State Bank of India l Tata Teleservices Ltd. l Hughes Communications
l Tejas Networks Ltd. India Ltd.*
Investor Grievance l Aricent Technologies
Investor Grievance Committee (Holdings) Ltd.*
Committee l Tata Communications Ltd.* l Century Textile & Industries Ltd.
l Polaris Software Lab Ltd. l ICRA Ltd.
l Tube Investments of India Ltd.
l HCL Technologies Ltd.
l Triveni Engineering &
Industries Ltd.
# Public Companies Excludes Foreign Companies and Section 25 Companies

* Chairmanship of the Committee
**includes only Audit Committee and Shareholders / Investor Grievance Committee
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DIRECTORS' REPORT
Dear Members,
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The Directors have pleasure in presenting the 14 Annual Report together with the audited financial statements of the
Company for the year ended March 31, 2009 and other accompanying reports, notes and certificates.
Financial Results
The financial results of the Company's operations during the year are given below:
(Rs. in crores)
Particulars 2008-09 2007-08

Telecom Revenue 1,941.68 1,707.19
Other Income 112.28 82.41
Total Income 2,053.96 1,789.60
Expenditure 1,460.78 1,304.05
Earnings Before Interest, Depreciation, Tax and Amortisation 593.18 485.55
(EBIDTA)
Finance & Treasury Charges (Net) 304.78 171.01
Depreciation 446.79 439.35
Loss before tax 158.39 124.81
Extraordinary item - -
Loss before tax 158.39 124.81
Fringe Benefit tax 1.21 0.93
Loss after tax 159.60 125.74
The total revenue grew by 14.77% to Rs. 2,053.96 crores. The subscriber base grew by 48% to cross 74 lakhs (in March
2009), mainly through the increased additions to the Prepaid Mobile subscriber base. A significant portion of this increase
took place in semi-urban and rural Maharashtra, where income levels were lower than the urban centres; this, accompanied
by competitive pressures which pulled tariffs down, resulted in lower Average Revenue per User (ARPU) compared to the
previous year. Cost optimization efforts, however, ensured a lower rate of increase of 12.02% in operating expenses,
compared with 14.77% increase in revenues.The Company reported a positive EBIDTA of Rs. 593.18 crores, representing a
significant improvement over the previous year's EBIDTA of Rs. 485.55 crores.
During the year, the Company consolidated its position in the market by increasing its share of new additions in the wireless
market (i.e. fixed wireless and mobile).
India today has the second largest telecom network in the world after China. As of May 2009, there were more than 452
million telephone connections in the country. Approximately 10-15 million mobile connections are being added every month.
The national mobile tele-density is about 39 per hundred, while it is 75 per hundred in cities like Mumbai and about 13 per
hundred in rural areas.Telephone connections are expected to touch the 500 million mark by the year 2010. Major growth will
come from rural and semi-urban areas.
Products and Services
The Company holds two Unified Access (basic + cellular) Service Licences (UASL), one for Mumbai Metro and the other for
the Rest of Maharashtra and Goa.The current subscriber base of more than 75 lakhs consists of CDMA wireless subscribers
and wireline subscribers.The Company will launch its GSM services in the next few months. Cost efficiencies will be achieved
in the GSM roll-out by synergizing with the infrastructure already created for the CDMA deployment.
During the year, the Company focused on increasing its retail presence to penetrate the market better with its various
products and services. The wireless/mobile subscriber base increased from 46.80 lakhs to 69.58 lakhs. This growth was
fueled by the increase in network coverage, accompanied by the introduction of new handsets at attractive prices, and the
introduction of innovaive tariffs.
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The Company continued to focus on value added service offerings. The Company is a Category A (National) ISP Licensee
and offers a broad range of Internet-related product offerings including Digital Subscriber Lines (DSL), leased lines and dial-
up internet access. The Company, along with Tata Teleservices Limited (TTSL), has a national footprint for its popular Tata
Indicom conference call service, with 15 Points of Presence across the country for providing local access to conference
bridges.
New Customer Offerings
During the year, the Company introduced several attractive product and service propositions that addressed specific
customer needs, including:
· Photon+ express wireless broadband service, offering speeds upto 3.1 Mbps, 20 times faster than other wireless
technology.
· Power Launcher ultra high speed broadband data products, offered over Ethernet, leveraging the highly reliable Tata
Indicom wireline network in Mumbai to deliver to retail customers for the first time speeds of upto 100 Mbps.
· Banking activities on mobile using SMS like checking balance, mini statement, request for cheque books and checks
on loan and Credit Card accounts, transfer of funds and payment of bills, and information on Mutual Fund policies.
· BlackBerry® - 8830 offering the convenience of being constantly accessible on mail while undertaking parallel
activities such as talking on the phone and surfing the internet, scheduling and coordinating appointments in the middle
of meetings, and updating business databases. Key features of the BlackBerry® 8830 include Seamless International
Roaming, Email, Voice calls, Wireless Internet, Organizer, SMS, and Instant Messaging.
Recognition of Customer Service and Network quality
The Company has been rated as the No. 1 wireless telecom service provider in terms of overall customer satisfaction across
the Mumbai and Maharashtra Circles in independent studies commissioned by Telecom Regulatory Authority of India (TRAI).
The Company's network has also been rated in successive TRAI reports as the only congestion free network across
Maharashtra and Mumbai.
Network Rollout
During the year, the Company rolled out CDMA wireless services in 583 new towns in Maharashtra and Goa. The Company
covered more than 95% of development blocks and is eligible to get the concession on license fees for extensive rollout as per
the DoT notification. It now offers services in 1,148 towns. The Company's subscribers are therefore able to enjoy
uninterrupted services while traveling by road and rail along major travel routes in Maharashtra and Goa.
TM
Digital Mumbai
The Company has laid over 1500 kms of buried fibre across Mumbai and already connects over 20,000 buildings with
broadband services.The Company would continue to make investments to strengthen its Digital Mumbai offerings and would
increase voice and data penetration in already wired buildings, besides enhancing the customer value proposition with
initiatives like combo offers of voice and broadband, partnerships with content providers, and brand promotion through a
TM
Digital Mumbai portal.
Quality and Processes
The Company has undertaken ISO 9001:2000 certification to demonstrate its capability to consistently provide services that
enhance customer satisfaction through effective deployment of a quality management system. The Company became the
first basic telecommunication provider to get the coveted ISO 9001:2000 certification in August 2002. In the recent
Certification Audit conducted by TUV India in November 2008, the Company was awarded a Certificate of Continuation for
ISO 9001:2000 with ‘Nil’Non-Conformance.
The Company is also taking active part in the Tata Business Excellence Model (TBEM) process, with knowledge sharing and
appropriate support being extended by Tata Quality Management Services (TQMS), a division of Tata Sons Limited.
Human Resources
The Company attaches utmost importance to its human resources which are very critical for a service organization like the
Company. Entry of 4-5 new service providers has provided increased choice to customers, leading to additional time and
efforts to acquire and retain customers, thereby creating increasing pressures to retain valuable, trained human resources.
Increased job opportunities in telecom, media, retail and other fields have made retention of good employees very
challenging. The Company has been striving towards institutionalizing a performance oriented culture and also creating
'Ideal Place to work'.
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It provides extensive training and works for employee development and retention through various initiatives. Regular
communication channels are maintained with the employees through Open Door Policy, Town Halls, Departmental meets
and other initiatives, some of which are managed by the employees themselves through voluntary participation. The HR
systems e.g. recruitment, performance management system, rewards and recognition, have been aligned with the business
objectives of the Company.
Regulatory Developments and Important Litigation
a) There have been many regulatory changes, prominent among which have been -
i. Termination of Access Deficit Charge (ADC) which was payable by all operators to Bharat Sanchar Nigam Limited
(BSNL).
ii. Termination charges payable to terminating operators have been reduced to 20 paise from 30 paise per minute
which will bring down income as well as expenditure.
iii. The Department of Telecommunications (DoT) has taken steps to implement Mobile Number Portability (MNP) in
Metros by September 2009. It has divided the country into 2 zones and has signed licence agreements with two
clearing/porting agencies.
iv. The Hon'ble Delhi High Court and the Telecom Dispute Settlement Appellate Tribunal (TDSAT) upheld the validity
of DoT's decision to allow use of dual technology and allocation of dual technology spectrum.
b) The Company has also been a party to some important litigation like Fixed Wireless ADC demands of BSNL of 2004-05,
the DoT's attempt to lodge a counter-claim on the Company for not signing in 1997 the licence agreement for basic
services in the Karnataka circle, the penalty imposed by the DoT for the launch of innovative Push to Talk services, and
industry litigation on exclusion of revenues unrelated to licensed activities for determining licence fee liability.
Information on the regulatory developments and important litigation has been provided in the report on Management
Discussion & Analysis of Financial Condition and Results of Operations which forms part of this Annual Report. There has
been no appreciable progress in these cases since the last Annual Report.
Subsidiary
The Company had acquired a Wholly Owned Subsidiary i.e. 21st Century Infra Tele Limited (CITL) with effect from July 1,
2008. A statement pursuant to Section 212 of the Companies Act, 1956, in respect of CITL and its financial statements for the
financial year 2007-08 and 2008-09 together with the Report of the Directors and Auditors thereon, are attached to the
accounts of the Company.
Dividend & Appropriations
In view of losses, the Directors regret their inability to recommend any dividend for the year under consideration. No
appropriations are proposed to be made for the year under consideration.
Directors
Mr. Ratan N. Tata relinquished the office of Director and Chairman of the Company and Mr. Arunkumar R. Gandhi also
relinquished the office of Director of the Company with effect from March 23, 2009.The Board records its sincere appreciation
of the valuable services rendered by them.
Mr. Kishor A. Chaukar was appointed as an Additional Director and Chairman of the Company and Mr. Amal Ganguli was
appointed as an Additional Director (Independent Director) with effect from March 24, 2009. Mr. D. T. Joseph was appointed
as an Additional Director (Independent Director) with effect from May 8, 2009. Mr. Koichi Takahara was appointed as an
Additional Director w.e.f. July 1, 2009. Accordingly, resolutions seeking the approval of the Members for the appointment of
Mr. Chaukar, Mr. Ganguli, Mr. Joseph and Mr. Takahara as Directors of the Company and re-appointment of Mr.
Ramachandran and Prof. Jhunjhunwala who retire by rotation and offer themselves for re-election have been incorporated in
the Notice of the forthcoming Annual General Meeting along with brief details about them. The Board recommends these
appointments in the interests of the Company.
Internal Auditors
The Board has re-appointed M/s. Axis Risk Consulting Services Private Limited as the Internal Auditors, effective April
1, 2009.
Statutory Auditors
M/s Deloitte Haskins & Sells, Chartered Accountants, the present statutory auditors retire at this meeting and are eligible for
re-appointment.The Audit Committee and the Board recommend their re-appointment.
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Statutory Disclosures
· Directors' Responsibility Statement
Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 (Act), the Directors, based on the
representations received from the operating management, confirm that:
1. In the preparation of the annual accounts, the applicable accounting standards have been followed and there are
no material departures;
2. They have, in the selection of the accounting policies, consulted the Statutory Auditors, and have applied them
consistently and made judgements 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 loss of the Company for the
period;
3. They have taken proper and sufficient care, to the best of their knowledge and ability, 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;
4. They have prepared the annual accounts on a going concern basis.
· Auditors' Observations
Attention is invited to the following paragraphs in the Annexure to the Auditors' Report wherein they have observed as
follows:
xi) In our opinion, and according to the information and explanations given to us, the accumulated losses of the
Company, at the end of the financial year are more than fifty percent of its net worth. The Company has not
incurred cash losses during the financial year under audit and in the immediately preceding financial year.
xvi) According to information and explanations given to us and on overall examination of the balance sheet of the
Company, funds raised on short term basis have, prima facie, been used for long term investment to the extent of
Rs. 1,909.70 crores.
Directors Comments on Auditors' Observations:
· With regard to the Auditors' observation in paragraph (xi) in the Annexure to the Auditors' Report, while the accumulated
losses of the Company at the close of the year have exceeded its paid up capital and reserves, this, is not uncommon for
telecommunication service providers in their initial years of commercial operations, due to high operation costs of heavy
infrastructure and high and continuing capital requirement for building the network. The Company is consistently
making cash profits, and has been able to grow its subscriber base and network.The Company is in advanced stages of
financial closure for proposed GSM and other Network Roll out and would be able to meet its further funding
requirements. The Company in the previous year had also paid Rs.392.66 crores as license fees for providing services
using GSM technology under the existing licenses and expects to roll-out the related services during the next financial
year. Based on the foregoing considerations, the Company is confident of it's ability to continue in business as a going
concern and the accounts have accordingly been prepared on this basis.
· With regard to the Auditors' observation in paragraph (xvi) in the Annexure to the Auditors' Report, while the Company
had availed of short term bridge loans for its expansion plan, the Company has had its Business Plan appraised by IDBI
Bank Limited and is in the advanced stages of financial closure and the short term loans would be replaced by long term
loans.
Fixed Deposits
The Company has not accepted any deposits within the meaning of Section 58A of the Act, and the rules made thereunder.
Balance Sheet Abstract and Company's General Business Profile
Information pursuant to Department of Company Affairs' notification dated May 15, 1995, relating to the Balance Sheet
Abstract and General Business Profile of the Company is given in the Annual Report for information of the shareholders.
Conservation of Energy,Technology Absorption and Foreign Exchange Earnings and Outgo
The disclosures as required under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules,
1988 are given below:
(i) Energy Conservation: Electricity is used for the working of the Company's telephone exchanges and other
network infrastructure equipment. The Company regularly reviews power consumption patterns across its
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network and implements requisite improvements/changes in the network or processes in order to optimize power
consumption and thereby achieve cost savings.
(ii) Technology Absorption: The Company has not imported any technology. The Company has not yet established
separate R & D facilities.
(iii) Foreign Exchange Earnings and Outgo:

(Rs. crores)
Particulars 2008-09 2007-08

Earnings NIL NIL
Outgo 22.99 21.88
Capital Goods 364.39 197.88
Particulars of Employees and Stock Options

The particulars of employees as required under Section 217(2A) of the Act, read with the Companies (Particulars of
Employees) Rules, 1975 forms part of this report. However, in pursuance of Section 219(1)(b)(iv) of the Act, this report is
being sent to the shareholders of the Company excluding the aforesaid information. Any Member interested in obtaining a
copy of such information may write to the Company Secretary at the registered office of the Company.
The Company had issued stock options during the period 1999-2001. The information as required to be disclosed in the
Annual Report pursuant to the Securities & Exchange Board of India (Employees' Stock Option Schemes and Employees'
Stock Purchase Scheme) Guidelines, 1999 is annexed to this Directors' Report as Annexure I and forms part of this report.
A certificate from M/s Deloitte Haskins & Sells (DHS), Statutory Auditors, with regard to the implementation of the Company's
Employees' Stock Option Plan, would be open for inspection in the ensuing Annual General Meeting.
Corporate Governance
A report on Corporate Governance appears after this report. A certificate from DHS with regard to compliance with the
corporate governance code by the Company is annexed hereto as Annexure II and forms part of this report.
The Company has fully complied with all mandatory requirements prescribed under Clause 49 of the listing agreements with
the Bombay Stock Exchange Limited (BSE) and the National Stock Exchange of India Limited (NSE).The Company has also
implemented some of the non-mandatory provisions.
Acknowledgements
The Directors wish to place on record their sincere appreciation of the assistance and support extended by the employees,
customers, financial institutions, banks, vendors, Government and others associated with the activities of the Company.
For and on behalf of the Board of Directors
Mumbai, Kishor A. Chaukar

July 2, 2009 Chairman
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ANNEXURE I
PARTICULARS PURSUANT TO THE SECURITIES & EXCHANGE BOARD OF INDIA (EMPLOYEES' STOCK OPTION
SCHEMES AND EMPLOYEES' STOCK PURCHASE SCHEME) GUIDELINES, 1999
Options granted:
(i) Cumulative (cum.) 37,33,550
(ii) During the year 2008-09 Nil
Pricing formula Not Applicable
Options vested (cum.) 25,13,630
Options exercised (cum.) 24,54,855
Options lapsed (cum.) 12,70,745
Total number of shares arising as a result of exercise of options (cum.) 24,54,855
Variation of terms of options Not varied
Money realised by exercise of options (cum.) (Rs.) 2,45,48,550
Total number of options in force 7,950
Options granted to senior managerial personnel during year 2008-2009: NIL
Any other employees to whom 5% or more of the total options have been granted during the year None
Identified employees to whom options have been granted equal to 1% or more of the issued capital
(excluding outstanding warrants & conversions) of the Company at the time of grant None
Diluted Earning Per Share (EPS) pursuant to issue of shares on exercise of option calculated in
accordance with International Accounting Standard (IAS 33)
- with extra ordinary item (Rs.) (0.70)
- without extra ordinary item (Rs.) (0.70)
Number of employees to whom options have been granted:
(i) Cumulative* till March 31, 2009 349
(ii) During FY 2008-09 Nil
* Also includes employees who have since left the employment of the Company
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ANNEXURE II
AUDITORS’ CERTIFICATE
To the members of
TataTeleservices (Maharashtra) Limited
We have examined the compliance of conditions of Corporate Governance by Tata Teleservices (Maharashtra) Limited for the year
ended on 31st March 2009, as stipulated in Clause 49 of the Listing Agreement of the said Company with the stock exchanges.
The Compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied in all material aspects with the conditions of Corporate Governance as stipulated in the above-mentioned Listing
Agreement.
We state that no investor grievance is pending for a period exceeding one month against the Company, based on the records
maintained by the Investors Services Department and as certified by the Compliance Officer of the Company.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
For Deloitte Haskins & Sells

Chartered Accountants
A. B. Jani
Partner
Membership No: 46488
Mumbai, Dated: May 11, 2009
12
CORPORATE GOVERNANCE REPORT FOR THE YEAR 2008-09
STATEMENT OF COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE

The Company believes in the highest standards of good and ethical corporate governance practices. The Company's Board
of Directors (hereinafter referred to as 'the Board') has adopted the Tata Code of Conduct for its senior management including
the Managing Director.The Company has also adopted a Code of Conduct for its Non-Executive Directors. Both these Codes
are available on the website of the Company i.e. www.tataindicom.com. The Company's corporate governance philosophy
has been further strengthened through the Tata Code of Conduct for Prevention of Insider Trading and Code of Corporate
Disclosure Practices.
TATA CODE OF CONDUCT
The Tata Code of Conduct governs:
(a) Conduct of business in consonance with national interest;
(b) Fair and accurate presentation of financial statements;
(c) Being an Equal Opportunities employer;
(d) Prohibition of taking gifts and donations, which can be perceived to be intended to obtain business or uncompetitive
favours;
(e) Practicing political non-alignment;
(F) Maintaining quality of products and services;
(g) Being a good Corporate Citizen;
(h) Ethical conduct; and
(i) Commitment to enhancement of shareholder value.
CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING
In compliance with the Securities & Exchange Board of India (Prevention of Insider Trading) Regulations, 1992 (Regulations),
the Company had framed a Code of Conduct for Prevention of Insider Trading and Code of Corporate Disclosure Practices
(Code) in line with other Tata Companies for prevention of insider trading and ensuring timely disclosures of all material price
sensitive information in a transparent manner.The above Code had been adopted by the Board at its meeting held on July 19,
2004. Consequent to the recent amendments in Regulations, the Company has adopted a revised Code with effect from
March 1, 2009. In terms of the Code, specified persons (Directors/Officers/ Designated Employees) of the Company are
prohibited from dealing in the securities of the Company during the period when the Trading Window is closed. The Trading
Window for dealing in securities of the Company is closed for the following purposes, namely (a) declaration of financial
results (quarterly, half-yearly and annual), (b) declaration of dividends (interim and final), (c) issue of securities by way of
public/rights/bonus issue etc., (d) any major expansion plans or execution of new projects, (e) amalgamation, mergers,
takeovers and buy-back, (f) disposal of whole or substantially whole of the undertaking, and (g) any significant changes in
policies, plans or operations of the Company. In respect of declaration of financial results, the Trading Window remains closed
from the end of the respective quarter, half-year or financial year, as the case may be. As regards declaration of interim
dividend and other matters referred to in (c) to (g) above, the Managing Director/Chief Executive Officer is required, well
before initiation of such activity/project, to form a core team of Designated Employees and/or Designated Group Persons who
would work on such assignment. The Managing Director/Chief Executive Officer is also required to designate a senior
employee who would be in-charge of the project. Such team members are required to execute an undertaking not to deal in
the securities of the Company till the Price Sensitive Information regarding the activity/project is made public or the
activity/project is abandoned and the Trading Window would be regarded as closed for them. The Trading Window is opened
24 (twenty-four) hours after the information referred to above is made public.
WHISTLE BLOWER POLICY
The Company has adopted a Whistle Blower Policy, which affords protection and confidentiality to whistle blowers.The Audit
Committee Chairman is authorized to receive Protected Disclosures under this policy. The Audit Committee is also
authorized to supervise the conduct of investigations of any disclosures made by whistle blowers in accordance with policy.
No personnel have been denied access to the Audit Committee.
13
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CODE OF CONDUCT
All Directors and senior management personnel have affirmed compliance with the respective Codes for the financial year
ended March 31, 2009.The declaration by the Managing Director in this respect appears elsewhere in this Annual Report.
BOARD OF DIRECTORS
Composition
As on March 31, 2009, the Company had 8 Directors with a Non-Executive Chairman, 7 (88%) of Directors are Non-
Executive, and 4 (50%) of them are Independent Directors. The Company is managed by the Managing Director under the
supervision and control of the Board. The Managing Director is assisted by a team of highly qualified and experienced
professionals.
The Board has agreed that Non-Executive Directors are not and shall not be responsible for the day-to-day affairs of the
Company.
None of the Directors is a member in more than 10 mandatory committees nor acts as a Chairman in more than 5 mandatory
committees across all public companies in which they are Directors.
The Board composition and the number of Chairmanships/Directorships of the Board and Chairmanships/Memberships of
the Committees of the Board held by each of Directors as on March 31, 2009 is given below. Directorships do not include
alternate Directorships, Directorships of private limited companies, Section 25 Companies and bodies corporate
incorporated outside India, but includes Directorship of the Company. Chairmanships/Memberships of Board Committees
cover only Audit and Shareholders/Investor Grievance Committees across all public limited companies (listed as well as
unlisted) including those of the Company.
Name of the Director Category Number of Relationship No. of Directorships No. of Committee
Shares with in all public Positions held in all
held in other companies Public Companies
Company Directors
including
shares held by
dependents Chairman Member Chairman Member
Mr. Kishor A. Chaukar* Non-Executive - None 3 11 2 2
(Chairman) Director
Mr. Amal Ganguli** Independent - None - 12 5 5
Director
Mr. Nadir Godrej Independent - None 3 11 1 2
Director
Prof. Ashok Independent 3,700 None - 9 1 5
Jhunjhunwala Director
Mr. N. S. Independent - None - 2 1 2
Ramachandran Director
Mr. S. Ramadorai Non-Executive - None 2 10 1 4
Director
Mr. Anil Sardana Non-Executive - None - 3 - 1
Director
Dr. Mukund Rajan Executive - None - 3 1 1
(Managing Director) Director
* Appointed as Additional Director and Chairman w.e.f. March 24, 2009.

** Appointed as Additional Director w.e.f. March 24, 2009.
14
Board Meetings and Annual General Meeting
The Board meets at least once in each quarter and the maximum time gap between two Board meetings did not exceed the
limits prescribed in Clause 49 of the listing agreement. Six meetings of the Board were held during the financial year ended on
March 31, 2009. The meetings of the Board were held on May 20, 2008, July 16, 2008, October 27, 2008, December 24,
2008, January 19, 2009 and March 23, 2009.The Annual General Meeting (AGM) was held on August 12, 2008.The details of
participation of the Directors of the Company during the financial year ended March 31, 2009 in Board Meetings and AGM of
the Company is as under:
Name of the Director No. of Meetings during 2008-09 Attendance at

Held Attended Last AGM
Mr. Ratan N. Tata* 6 2 Yes
Mr. Kishor A. Chaukar**# - - Not Applicable
Mr. Arunkumar R. Gandhi* 6 6 No
Mr. Amal Ganguli** # - - Not Applicable
Mr. Nadir Godrej 6 4 Yes
Prof. Ashok Jhunjhunwala 6 4*** Yes
Mr. N. S. Ramachandran 6 6 No
Mr. S. Ramadorai 6 5 Yes
Mr. Anil Sardana 6 5 Yes
Dr. Mukund Rajan 6 6 Yes
* Ceased to be a Director with effect from March 23, 2009.

** Appointed as Director with effect from March 24, 2009.
*** Excluding 1 Board Meeting attended through audio conferencing.
# Details provided from the date of appointment.
Directors' Remuneration
None of the Non-executive Directors have any material pecuniary relationship or transaction with the Company.
Independent Directors: Sitting fees of Rs. 8,000/- per head per meeting were paid to the Independent Directors for attending
meetings of the Board and Audit Committee and Rs. 5,000/- per head per meeting for other Committee meetings till
September 30, 2008. With effect from October 1, 2008, the Independent Directors were paid sitting fees of Rs. 15,000/- for
every meeting of the Board, Audit and Remuneration Committee and Rs. 5,000/- for every meeting of any other Committee of
the Board.
Non Executive Non-Independent Directors: Non Executive Non-Independent Directors (except Mr. Ratan N. Tata) were paid
Rs. 5,000/- per head per meeting for attending Board/Committee Meetings till September 30, 2008. With effect from October
1, 2008, no sitting fees were paid to Non-Executive Non-Independent Directors.
The Company also reimburses the out-of-pocket expenses incurred by the Directors for attending Meetings.
The Company pays remuneration by way of salary, allowances, retiral benefits, perquisites, and incentive remuneration to its
Managing Director. Increments are decided by the Remuneration Committee within the salary scale approved by the
Members and the limits approved by the Central Government.The contract with the Managing Director may be terminated by
either party by giving six months notice or the Company paying six months salary in lieu thereof. There is no separate
provision for payment of severance fees.
None of the Directors have been issued any stock options by the Company during the year.
The details of remuneration paid by the Company to its Directors during the financial year 2008-09 is as follows:
15
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A) Non Executive Directors
Name of the Director Sitting Fees (Rs.)

Mr. Ratan N. Tata* -
Mr. Kishor A. Chaukar** -
Mr. Arunkumar R. Gandhi* 15,000
Mr. Amal Ganguli** -
Mr. Nadir Godrej 60,000
Prof. Ashok Jhunjhunwala 117,000
Mr. N. S. Ramachandran 140,000
Mr. S. Ramadorai 5,000
Mr. Anil Sardana 10,000
* Ceased to be a Director w.e.f. March 23, 2009.
** Appointed as Director w.e.f. March 24, 2009.
B) Managing Director
Name of the Director Salary Allowances Retirals & Incentive Total
(Rs.) (Rs.) Perquisites Remuneration
(Rs.)
Dr. Mukund Rajan 21,60,000 12,27,000 73,71,597 -* 1,07,58,597
Mr. Charles Antony - - - 77,50,000** 77,50,000
* Incentive Remuneration for FY 2008-09 would be decided by the Remuneration Committee of the Company in due
course.
** Incentive Remuneration for FY 2007-08 was paid in FY 2008-09.
Information placed before Board of Directors
All information required to be placed before the Board of Directors under Clause 49 of the listing agreements with the stock
exchanges, has been duly placed.
AUDIT COMMITTEE
Composition
The Audit Committee of the Board of the Company has been constituted in compliance with the provisions of Clause 49 of the
listing agreement read with Section 292A of the Companies Act, 1956 and comprises 3 members, all of whom are Non-
Executive Directors and 2 of them are Independent Directors. The Committee functions under the Chairmanship of Prof.
Ashok Jhunjhunwala. The Audit Committee meetings are also attended by the Managing Director, Chief Financial Officer,
Statutory Auditors and Internal Auditors. The functional heads are also invited as and when required. The Company
Secretary acts as the Secretary to the Committee.The composition of the Committee is as follows:
Name of Member Category No. of Meetings during
2008-09
Held Attended
Prof. Ashok Jhunjhunwala, Chairman Independent Director 5 5
Mr. N. S. Ramachandran Independent Director 5 5
Mr. S. Ramadorai* # Non-Executive Director - -
Mr. Arunkumar R. Gandhi** Non-Executive Director 5 3
* Appointed as Member of the Committee w.e.f. March 30, 2009.

** Ceased to be a Member of the Committee w.e.f. March 23, 2009.
16
The Audit Committee meets at least once in each quarter and the maximum time gap between two Audit Committee
Meetings did not exceed the limits prescribed in Clause 49 of the listing agreement. Five Audit Committee Meetings were held
during the financial year ended on March 31, 2009. The Meetings were held on May 9, 2008, July 9, 2008, July 16, 2008,
October 27, 2008 and January 19, 2009.
Terms of Reference
The terms of reference for the Audit Committee are broadly as under:
a) Overseeing the Company's financial reporting process and the disclosure of its financial information to ensure that the
financial statements are correct, sufficient and credible.
b) Recommending the appointment and removal of external auditor, fixation of audit fee and also approval of payment for
any other services.
c) Reviewing the quarterly, half yearly and annual financial statements before submission to the Board, focusing primarily
on any related party transactions as per Accounting Standard 18.
d) Reviewing with the management, external and internal auditors, the adequacy of internal control systems and ensuring
compliance therewith.
e) Reviewing the adequacy of the internal audit function, including the structure of the internal audit department, staffing
and seniority of the official heading the department, reporting structure, and coverage and frequency of internal audit.
f) Discussing with internal auditors any significant findings and follow up thereon.
g) Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporting these matters to the Board.
h) Discussing with external auditors before the commencement of the audit about the nature and scope of audit as well as
having post-audit discussions to ascertain any areas of concern.
i) Reviewing the Company's financial and risk management policies.
j) Looking into reasons for any substantial defaults in payment to depositors, debenture holders, shareholders (in case of
non payment of declared dividends) and creditors.
k) Reviewing the functioning of the Whistle Blower Policy adopted by the Company.
l) Reviewing the report on Management Discussion & Analysis of Financial Condition and Results of Operations, to be
included in the Company's Annual Report to its shareholders.
Management Discussion & Analysis of Financial Condition and Results of Operations, statements of related party
transactions, internal audit reports, fraud-related reports, quarterly results, management letters from Auditors, proposals
and terms of appointment of internal auditors, as a part of financial results statements, have been regularly placed before the
Audit Committee for review during the financial year 2008-09.
INVESTOR GRIEVANCES COMMITTEE
Composition &Terms of Reference
The Investor Grievance Committee of the Board looks into redressal of the shareholders' complaints in respect of any matter
including transfer of shares, non-receipt of annual report, non-receipt of declared dividends, dematerialization of shares, IPO
refunds and complaints, issue of duplicates and renewed share certificates, etc.The Committee is authorized to delegate its
powers to officers and employees of the Company and/or of the Company's Registrar and Share Transfer Agent. The
delegates regularly attend to share transfer formalities at least once every 15 days. The Composition of the Committee is as
follows:
Name of the Member Category

Mr. N. S. Ramachandran, Chairman Independent Director
Dr. Mukund Rajan Executive Director
Mr. Madhav Joshi, Chief Legal Officer & Company Secretary, is the Compliance Officer of the Company.
17
th
The details of complaints received and redressed during the year is as follows:
Opening Balance Received during the year Resolved during the year Closing Balance
1 213 209 5*
*since resolved
The status of complaints is reported to the Board on a quarterly basis.
REMUNERATION COMMITTEE
The Company has constituted a Remuneration Committee for the purpose of approving from time to time, the remuneration
payable to the Managing Director and Executive Director/s and to discharge any other statutory duties and functions as may
be specified under the law, or to perform such task/s as may be entrusted by the Board from time to time. During the financial
year 2008-09, the Committee met once on August 12, 2008. The Company's Remuneration Committee comprises 3
Directors, all of whom are Non-Executive Directors and two are Independent Directors. The Committee's composition is as
under:
Name of Member Category No. of Meetings during 2008-09

Held Attended
Mr. N. S. Ramachandran, Chairman Independent Director 1 1
Mr. Ratan N. Tata* Non-Executive Director 1 1
Prof. Ashok Jhunjhunwala Independent Director 1 1
Mr. Kishor A. Chaukar**# Non-Executive Director - -
* Ceased to be a Member of the Committee w.e.f. March 23, 2009.

** Became a member of the Committee w.e.f. March 30, 2009.
The Board has also formed other Committees i.e. Ethics and Compliance Committee to consider matters relating to Insider
Trading Code, Nominations Committee to make recommendations regarding the composition of the Board and identification
of Independent Directors to be inducted on the Board and take steps to refresh the composition of the Board from time to time
and Executive Committee to review business and strategy.
RISK MANAGEMENT
The Company has devised a formal Risk Management Framework for risk assessment and minimisation. Further, the
Company assesses the risk management framework periodically. The scope of the Audit Committee includes review of the
Company's financial and risk management policies.
GENERAL BODY MEETINGS
The Company's first statutory meeting was held on April 24, 1995. Till date, the Company has held 13 Annual General
Meetings (AGMs) and 12 Extra Ordinary General Meetings of the shareholders.The details of the last 3 AGMs are as under:
Particulars Date Venue
th
11 Annual General Meeting August 10, 2006 Mumbai
12th Annual General Meeting August 24, 2007 Mumbai
th
13 Annual General Meeting August 12, 2008 Mumbai
Details of special resolutions passed in the above referred meetings are as under:
Particulars of Section under which special Purpose

the AGM resolution was passed
th
12 AGM held on Section 163 of the Companies Act, 1956 Keeping of statutory records at the office of the
August 24, 2007 Company’s Registrars & Share Transfer Agents
Section 31 of the Companies Act, 1956 Amendment of Articles of Association to allow

conduct of any business through Postal Ballot
18
Section 198, 269, 309, 310, 314, 316, Re-appointment of Mr. Charles Antony as Managing
317 of the Companies Act, 1956 Director and the remuneration to be paid for a period
o f 3 years from the date of his re-appointment as
Managing Director of the Company
Section 269, 310, 311 of the Companies Increase in remuneration payable to Mr. Charles
Act, 1956 Antony, Managing Director for Financial Year 2006-07
Section 81 of the Companies Act, 1956 Consent for issue of Foreign Currency Convertible
Bonds
POSTAL BALLOT
A Special Resolution for appointment of Dr. Mukund Rajan as the Managing Director of the Company as contained in the
Notice to the shareholders dated April 10, 2008 was passed during the year through Postal Ballot. Mr. Makarand Joshi,
Practicing Company Secretary was appointed as the Scrutinizer for overseeing the Postal Ballot process. The abovesaid
resolution was passed with the requisite majority, with 99.99% votes cast in favour of the resolution.
The Company had complied with the procedure as specified by Companies (Passing of the Resolutions by Postal Ballot)
Rules, 2001 and amendments thereto.The Board has not recommended any Special Resolution for approval of the Members
th
at the ensuing 14 Annual General Meeting through Postal Ballot.
RELATED PARTYTRANSACTIONS
There were no materially significant related party transactions during the year, which in the opinion of the Board may have
potential conflicts with the interests of the Company at large. Apart from paying sitting fees, there was no pecuniary
transaction undertaken by the Company with the independent/non-executive directors during the year ended March 31,
2009.Transactions with related parties are disclosed in Note No. 15 of Schedule 17 to the Accounts in the Annual Report.
COMPLIANCEWITH CAPITAL MARKET LAWS
There has neither been any non-compliance on the part of the Company on any matter related to capital markets during the
last three years, nor have any penalties or strictures been imposed on the Company in this respect.
As required under Clause 49 of the listing agreement, for the financial year 2008-09, the Company has submitted to the
Bombay Stock Exchange Limited and the National Stock Exchange of India Limited, quarterly compliance reports signed by
the Compliance Officer of the Company, confirming compliance with the mandatory requirements of the said Clause.
MEANS OF COMMUNICATION
The quarterly, half yearly and annual results are published in Marathi and English Newspapers. The financial results,
shareholding patterns, press releases, and presentations made to institutional investors and analysts are also available on
the website of the Company i.e. www.tataindicom.com.
CERTIFICATION WITH RESPECT TO FINANCIAL STATEMENTS
The certificate as required under Clause 49 of the listing agreement is furnished by the Managing Director and the Chief
Financial Officer of the Company to the Board of Directors of the Company with respect to accuracy of financial statements
and adequacy of internal controls.
IMPLEMENTATION OF NON-MANDATORY CORPORATE GOVERNANCE REQUIREMENTS
The Company has implemented the non-mandatory corporate governance requirements prescribed under Clause 49 of the
listing agreement with stock exchanges with respect to Remuneration Committee and Whistle Blower Policy.
MANAGEMENT DISCUSSION & ANALYSIS
The Management Discussion and Analysis is attached and forms part of this Annual Report.
GENERAL SHAREHOLDER INFORMATION
Annual General Meeting
The ensuing Fourteenth Annual General Meeting is scheduled to be held on Thursday, August 13, 2009 at 1500 hours at
Kamalnarayan Bajaj Hall & Art Gallery, Bajaj Bhavan, Jamnalal Bajaj Marg, 226, Nariman Point, Mumbai - 400 021.
19
th
FinancialYear
The Company follows the April - March, financial year.The financial results for first, second (half yearly) and third quarters are
generally published in July, October and January respectively. Annual audited financial results are generally published in
May/June.
The financial results are uploaded on the Company's website and can be accessed by choosing the link “TTML” under the
“About Us” link on the home page of the website.
The same are also uploaded on the website of the Securities & Exchange Board of India viz. www.sebi.gov.in via the
Electronic Data Information Filing and Retrieval System and are available for public viewing via the link “EDIFAR” appearing
on the home page of the said website.
Date of Book Closure
The share transfer books & the Members' register will be closed between Monday, August 3, 2009 to Thursday, August 13,
2009 (both days inclusive) for the purposes of the Fourteenth Annual General Meeting.
Listing on Stock Exchanges
The Company's equity shares are listed on the following exchanges:
1 Bombay Stock Exchange Limited (BSE) 2 National Stock Exchange of India Limited (NSE)
P. J.Towers Exchange Plaza, 5th floor,
Dalal Street Plot No. C/1, 'G' Block,
Mumbai - 400 023. Bandra-Kurla Complex,
Bandra (E), Mumbai - 400 051.
The Company has paid annual listing fees to both the stock exchanges within the stipulated time.
The Foreign Currency Convertible Bonds (FCCBs) issued by the Company in June 2004 are listed on the Singapore Stock
Exchange (SGX).
Stock Code
The stock codes of the Company's equity shares on the BSE & NSE are as follows:
BSE 532371
NSE TTML
Market Price Data

The High & Low on closing price, during each month in the last financial year, of the Company's shares are as follows:
(Amount in Rupees)
Month BSE NSE
High Low High Low
April 2008 37.00 27.40 37.00 27.45
May 2008 37.60 31.45 37.55 31.45
June 2008 30.40 24.15 30.40 24.10
July 2008 26.10 22.45 26.15 22.40
August 2008 29.25 25.10 29.25 25.05
September 2008 28.05 21.60 28.10 21.65
October 2008 21.75 12.75 21.75 12.70
November 2008 20.52 13.88 20.50 13.90
December 2008 21.75 19.50 21.75 19.50
January 2009 22.80 21.65 22.80 21.65
February 2009 23.55 22.55 23.60 22.55
March 2009 24.45 19.50 24.65 19.60
20
Performance of the Company's Share Price in comparison to BSE and NSE Indices
The performance of Company’s Share Price vis-à-vis the broad based BSE and NSE Indices during the financial year 2008-
09 is as under:
Particulars Company’s Share Price v/s BSE Company’s Share Price v/s NSE
Company’s BSE Company’s NIFTY

Share Price (Rs.) Sensex Share Price (Rs.)
As on April 1, 2008 28.45 15,626.62 28.30 4,739.55
As on March 31, 2009 22.80 9,708.50 22.85 3,020.95
Change (%) (19.86) (37.87) (19.26) (36.26)
Registrar and ShareTransfer Agents

The Company has appointed TSR Darashaw Limited (formerly Tata Share Registry Limited) as its Registrar & Share Transfer
Agents. Shareholders are advised to approach TSR Darashaw Limited on the following address for any shares & demat
related queries and problems:
TSR Darashaw Limited

6-10, Haji Moosa Patrawala Industrial Estate,
20, Dr. E. Moses Road, Near Famous Studio,
Mahalaxmi, Mumbai - 400 011.
Tel.: 91 22 6656 8484
Fax: 91 22 6656 8496
E-mail: csg-unit@tsrdarashaw.com
Website: www.tsrdarashaw.com
ShareTransfer System
All physical share transfers are handled by TSR Darashaw Limited (TSR). The transferee is required to furnish the transfer
deed duly completed in all respects together with the share certificates to TSR at the above said address in order to enable
TSR to process the transfer. As regards transfers of dematerialized shares, the same can be effected through the demat
accounts of the transferor/s and transferee/s maintained with recognized Depository Participants.
Distribution of Shareholding
The broad shareholding distribution of the Company as on March 31, 2009 with respect to categories of investors was as
follows:
Category of Investors Percentage of Shareholding

As on March 31, 2009 As on March 31, 2008
Promoters & Promoter Group Companies 77.76 65.77
Foreign Investors 0.56 2.69
(FIIs / NRIs / OCBs / Foreign Banks / Foreign Corporate Bodies)

Financial Institutions / Banks / Mutual Funds 0.31 2.40
Corporate Bodies 2.18 5.68
Individuals 19.19 23.46
TOTAL 100.00 100.00
21
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The broad shareholding distribution of the Company as on March 31, 2009 with respect to size of holdings was as follows:
Range (No. of Shares) % of Paid-up Capital % of Total No. of Shareholders
1 to 500 5.05 76.41
501 to 1000 3.63 13.33
1001 to 2000 2.95 5.89
2001 to 3000 1.46 1.74
3001 to 4000 0.85 0.74
4001 to 5000 0.95 0.62
5001 to 10000 1.93 0.81
10001 to above 83.18 0.46
Total 100.00 100.00
The Company had a total of 6,06,711 shareholders as on March 31, 2009.

The quarterly shareholding patterns filed with the stock exchanges are also uploaded on the website of the Company and
website of the Securities & Exchange Board of India viz. www.sebi.gov.in via the Electronic Data Information Filing and
Retrieval System and are available for public viewing via the link “EDIFAR” appearing on the home page of the said website.
Dematerialization of Shares & Liquidity
As of March 31, 2009, 99.82% of the total equity shares issued by the Company have been dematerialised.The equity shares
of the Company are under compulsory dematerialized form. The equity shares of the Company are available for
dematerialisation with both the depositories in India - National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL).
Outstanding Employee Stock Options, GDRs, ADRs, etc.
The Company has not issued any GDRs/ADRs/Warrants.The Company has issued Employee Stock Options.These options
are convertible into equity shares of the Company on payment by the option holders of the stipulated conversion price of
Rs.10 per share. Please refer Annexure II of the Report of the Board of Directors for further details regarding the Employee
Stock Options.
In June 2004, the Company issued Foreign Currency Convertible Bonds (FCCBs) aggregating US$ 125 million to foreign
investors convertible at Rs. 24.96 per share (including a premium of Rs. 14.96 per share). Post Rights Issue of equity shares
of the Company, the conversion price was adjusted to Rs. 24.49 per equity share w.e.f. October 28, 2006. During the year,
US$ 2 million FCCBs were converted into 36,26,786 equity shares. FCCBs with aggregate principal value of US$ 111.759
million have been converted into equity shares of the Company. FCCBs with aggregate principal value of US$ 13.241 million
were outstanding as on March 31, 2009.
Where we offer service
The Company currently provides services in about 1,148 towns in the States of Maharashtra and Goa through its telephone
exchanges located at Turbhe (Navi Mumbai), Nariman Point (Mumbai), Marol (Mumbai), Andheri (Mumbai), Pune, Nasik,
Panjim, Nagpur, and Kolhapur.
Address for correspondence
Shareholders are requested to direct all equity share related correspondence /queries to TSR Darashaw Limited and only the
non-share related correspondence and complaints regarding TSR Darashaw Limited should be addressed to the
Compliance Officer at the registered office of the Company. Shareholders holding shares in electronic mode (dematerialized)
should address all shares-related correspondence to their respective Depository Participants only.
Auditors' Certificate
The certificate dated May 11, 2009 issued by M/s Deloitte Haskins & Sells, Statutory Auditors on compliance with the
Corporate Governance requirements by the Company is annexed to the Directors' Report.
22
MANAGEMENT DISCUSSION & ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
INDUSTRY STRUCTURE AND DEVELOPMENTS
The Indian Telecom Services Sector has witnessed tremendous growth in the recent past, primarily driven by intense
competition, entry of new operators, falling tariffs, and reforms in the regulatory set-up.
India today has the second largest telecom network in the world after China. As of May 2009, there were more than 452
million telephone connections in the country of which 415 million were mobile connections. Approximately 10-12 million
mobile connections are being added every month. The tele-density which was less than 1 per hundred in 1984 is today over
38 per hundred (including rural tele-density of 13%).Telephone connections are to be expected to touch the 500 million mark
by the year 2010.
The growth rate in rural areas though not matching with urban areas is significant. Despite a steady fall in the Average
Revenue Per User (ARPU) with ever declining tariffs (Indian telecommunication tariffs are the lowest in the world), Indian
telecom companies have been expanding their network and increasing their coverage of areas in rural India.
In India, there are various kinds of telecom service licences, including access licences i.e. basic/fixed service, cellular,
Unified Access (basic + cellular) service; carrier licences i.e. national long distance and international long distance; licences
for internet services; VSAT licences; and IP-1 registration for passive infrastructure (towers, ducts, fibre). Unified Access
Service Licence (UASL) operators like the Company apart from fixed & mobile services can also provide internet, internet
telephony and broadband services under their UASL licence. Unrestricted competition is allowed in all the categories.
Regulatory Developments
Details of major developments on the regulatory front are as under:
· Access Deficit Charges
The Telecom Regulatory Authority of India (TRAI) had abolished Access Deficit Charges (ADC), a levy paid by private
telecom operators to Bharat Sanchar Nigam Limited (BSNL) for meeting the cost of unprofitable operations in rural
areas with effect from April 1, 2008.The ADC component on the international incoming calls was fixed at a reduced rate
of Rs. 0.50 per minute for the period from April 1, 2008 to September 30, 2008 after which this component of ADC was
also eliminated. Now all domestic and international calls are free from the incidence of ADC.
BSNL challenged this ADC amendment before the Telecom Disputes Settlement and Appellate Tribunal (TDSAT) for
the financial years 2006-07, 2007-08 and 2008-09.The TDSAT has dismissed all the appeals.
· & Telecommunication Interconnection Usage Charges Regulation, 2003
The TRAI amended Telecommunication Interconnection Usage Charges Regulation, 2003 vide Telecommunication
Interconnection Usage Charges (Tenth Amendment) Regulations, 2009 which effective April 1, 2009 reduced
termination charge for all types of domestic calls viz fixed to fixed, fixed to mobile, mobile to fixed and mobile to mobile to
20 paise per minute from 30 paise per minute, and increased termination charge for incoming international calls to 40
paise per minute from 30 paise per minute.This change has been challenged by many operators before the TDSAT.
· Mobile Number Portability
Mobile Number Portability (MNP) is a service that allows end-users of telecommunication services to retain their
current mobile telephone number when the subscriber switches from one operator to another. The Department of
Telecommunications (DoT), in November 2007, accepted TRAI's recommendations of March 2006, on Mobile Number
Portability.
DoT has divided the country into two MNP Service Zones and has signed licence agreements with two companies to
set-up and operate MNP. According to DoT, MNP is expected to be launched in major cities by September 2009.
· Use of AlternateTechnology
DoT had issued on October 19, 2007, a press release permitting the use of alternate wireless technologies by UAS
Licensees. UAS Licensees who were using CDMA Technology for wireless access are now permitted to use GSM
technology and vice-versa. In August 2008, Hon'ble Delhi High Court upheld the Government decision. On March 31,
2009, TDSAT dismissed a petition filed by Cellular Operators Association of India and other GSM Operators against the
Government's decision to allow dual technology. TDSAT also directed the DoT to immediately review the subscriber
base of BSNL & Mahanagar Telephone Nigam Limited (MTNL) in all the circles and withdraw the spectrum that is
23
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beyond the criteria laid down by the DoT. The Hon'ble Supreme Court has stayed such requirement to surrender the
spectrum.
· Spectrum
(a) Allocation of 3G Spectrum
DoT on December 12, 2008 released an Information Memorandum which interalia provides information on
bidding by way of e-auction for 2.1 GHz Third Generation (3G) Spectrum which is used by GSM operators for 3G
Services like HSPA/WCDMA. The Memorandum also offers for bidding BWA spectrum for WiMax. 3G spectrum
auction was postponed twice by DoT. No time-line for conducting the process has been finalised.
(b) Guidelines for allocation of additional Spectrum
Based on TRAI recommendations (which discriminate between GSM and CDMA operators by allotting spectrum
in a 2:1 ratio based on unsubstantiated presumption that CDMA technology is significantly more spectrum
efficient), DoT issued fresh spectrum allocation guidelines in January 2008, increasing substantially the
subscriber number thresholds, making it more difficult for established service providers to acquire more spectrum
and improve their quality of service to subscribers. DoT has set up a committee to review allocation criteria.
TDSAT, in a recent judgment has held that TRAI recommendations were done in a non-transparent manner and
has advised DoT to issue fresh guidelines after getting the committee report.
OPPORTUNITIES ANDTHREATS
The rapid pace of technological development in the telecom hardware and software sectors has made it possible for the
Company to provide a variety of services to its subscribers in a spectrum-efficient and cost-efficient manner.
The year witnessed the introduction of some value added services, which are expected to deliver a growing part of the
Company's revenues in the years ahead.The Company proposes to launch exciting new services and features on its network
in the near future, as a part of its endeavour to achieve Customer Delight. While the Company would aggressively focus on
data cards, fixed wireless and mobile telecom services, it will also refocus its attention on wireline services.
The year witnessed the launch of new Value Added Services (VAS) under Brand Tata Indicom. Revenues from VAS are
expected to bolster the Company's revenues significantly in the coming years.The Company will also realign its focus on the
wireline services along with the focus on the wireless offerings.
Information on important litigation concerning the Company is as under:
· Spectrum
The Company and Tata Teleservices Limited (TTSL) filed in December 2007, a petition before TDSAT:
- challenging allocation of spectrum beyond the contracted amount to GSM operators;
- querying the pricing of spectrum beyond the contracted amount and recommending, if necessary, withdrawal of
excess spectrum allocated to GSM operators;
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- seeking release of the 3 and 4 CDMA carriers (within the contracted amount of 5+5 MHz) against its pending
applications;
- seeking upfront allotment of the contracted 5+5 MHz spectrum to CDMA operators, as was done in the case of
GSM operators; and
- demanding technology neutrality.
DoT assured TDSAT that spectrum would be allocated against the pending applications. However, without allocating
spectrum against pending applications, DoT enhanced substantially the subscriber number requirement in January
2008.The petition is likely to be heard soon.
· Push toTalk
The Company, after holding discussions with TRAI, launched in November 2004, the innovative Push-To-Talk (PTT)
service on a non-chargeable basis. PTT enables subscribers to form groups and instantly connect with multiple persons
across the country who require short bursts of information, thus increasing productivity and efficiency while
simultaneously reducing costs. Commencing January 2005, DoT and TRAI sought some information, which was
furnished, after which they directed the Company in February 2005, to discontinue the service which was done. DoT
thereafter levied a penalty of Rs. 50 crores on the Company in February 2006, for alleged violation of ISP license
conditions; this was challenged by the Company at the TDSAT, and pending hearing, the demand has been stayed.
24
· Computation of Licence Fee
TDSAT in its judgement of July 2006, had laid down the principle that revenues accruing from non-licensed activities
should not attract licence fee and directed TRAI to prepare a list of items to be included and excluded from Adjusted
Gross Revenue (AGR) which attracts licence fee.
The matter was decided in 2007 by TDSAT, which based on TRAI recommendations identified various items to be
excluded from AGR.The order would be effective from the date of filing of petitions in TDSAT. DoT has filed an appeal in
the Hon'ble Supreme Court challenging the whole order while the Company and TTSL have filed an appeal seeking
implementation of the order from the first demand for the year 1999-00, raised by DoT in May 2003.
· Fulfillment of Roll-out Obligations
As a UAS Licensee, the Company was required to complete certain rollout obligations within 1 and 3 years from the
effective date of its license(s). The coverage had to be certified by the Telecommunication Engineering Center (TEC).
Due to reasons not in the control of any of the UASL operators, the first year norms could not be met by any of them.
Despite various representations from the industry and the Company, DoT on June 4, 2007, issued show cause notices
to the Company and other operators alleging non-fulfillment of the stipulated rollout obligations at the end of the first
year. The notices required the Company to explain to DoT, why liquidated damages of Rs. 14 crores (i.e. Rs. 7 crores
each for Mumbai and Maharashtra circle) should not be recovered from the Company for the alleged failure. The
Company has replied to the notices.The Company has received legal opinion that the demands are invalid under law.
SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE
The Company is in the business of providing the entire range of telephony products in Mumbai Service Area and Maharashtra
(including Goa) Service Area.
The Company expanded its network throughout the States of Maharashtra and Goa by covering 1,148 towns by the end of
the financial year 2008-09. Details of various products and services are provided in the Directors' Report.
OUTLOOK
The outlook for the Company appears bright on a long-term basis. The Company will also benefit from its association with
TTSL, which has licences to provide telecom services in 20 circles across India.TTSL also has been permitted by the DoT to
use GSM Technology in 17 Circles, and has got allocation of GSM spectrum in 16 circles. The national teledensity is around
the 37% mark, and considering the teledensity of other regions and countries in Asia, there is a vast market in our country
waiting to be tapped and the Company will take all the necessary initiatives to become a major player in its chosen areas of
operation.The Company has expanded its coverage to 1,148 towns as at March 31, 2009.
RISKS AND CONCERNS
As is the case with any infrastructure project, the Company is exposed to a number of risks. Key risks include:
Regulatory Risks
The Indian telecommunications industry is subject to extensive Government regulation, especially as regards allocation of
spectrum and introduction of new services. However, the industry is being liberalised and the Company would endeavour to
take advantage of the new opportunities afforded by regulatory changes, such as use of cross over technology, new
platforms and the proposed introduction of 3G services, which could allow the Company to provide all types of high speed
communication and convergence services.
The Company's telecommunications licenses, provide broad discretion to the Government to influence the conduct of the
Company's businesses by giving it the right to modify, at any time, the terms and conditions of the licenses and take over the
entire services, equipment and networks or terminate or suspend the licenses, if necessary or expedient, in the public
interest or in the interest of national security or in the event of a national emergency, war or similar situation.
The Company's licenses are for fixed periods and are renewable for additional terms at the discretion of the Government.
There can be no assurance that any of the Company's licenses will be renewed at all or renewed on the same or better terms.
Technological Risks
Changes in technology may render the Company's current technologies obsolete or require it to make substantial capital
investments for upgradation. The telecommunications industry has seen rapid changes in technology. Although the
Company strives to keep its technology up to date in accordance with the latest international technological standards, the
technology currently employed by it may become obsolete or subject to competition from new technologies in the future.
25
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Financing Risks
The Company is a telecommunication service provider and requires significant funding on an ongoing basis for setting up
and expanding telecom infrastructure including services to be offered using GSM technology. Besides, the Company will also
bid for 3G license. Half of the project cost is funded by way of debt that is subject to a number of terms and conditions including
periodic review of the business plan. Implementation of project would be materially affected if the company does not achieve
financial closure for project cost in a timely manner.
Interconnection Risks
For calls which originate or terminate outside the Company's network, its ability to provide telecommunications services is
dependent on access to and the development, quality and maintenance of the competitors' networks, and their willingness to
co-operate with the Company in interconnection arrangements. If for any reason these interconnection arrangements are
disrupted, or if grant of Point of Interconnections (PoIs) or their augmentation are delayed, one or more of the Company's
services may be delayed, interrupted or stopped leading to customer complaints, dissatisfaction and churn.
Competition Risks
The Indian telecommunications industry has recently witnessed intense competition with the entry of 4-5 new operators
leading to further fall in tariffs. The operations of the Company are restricted to two telecom circles and thus it has some
operational disadvantages vis-à-vis national operators. To match the competitors, the Company has to provide subsidy on
handsets sold by its distributors to prospective customers.
Dependency on Tata Teleservices Limited
The Company has closely aligned and integrated its business operations and strategies with those of TTSL and also shares
certain infrastructure (e.g. billing platform, intelligent network platform etc.) and activities (e.g. procurement) with TTSL. The
Company benefits from the goodwill associated with the Tata Indicom brand that Tata Sons Limited has permitted the
Company to use for marketing its products and services. The Company's Central Services sharing arrangements with TTSL
allow it to jointly negotiate with equipment suppliers and service providers and benefit from economies of scale. In addition,
the Company offers roaming services to its CDMA mobile subscribers, who can roam in the Service Areas where the TTSL
network is operational and vice versa. Although all the above positively impact the Company's performance, if the Company
is viewed as a stand alone enterprise, this inter-dependency may be perceived to be an area of concern.
INTERNAL CONTROL SYSTEMS ANDTHEIR ADEQUACY
An Audit Committee of the Board of Directors has been constituted as per the provisions of Section 292A of the Companies
Act, 1956 and Corporate Governance requirements specified by the stock exchanges.
The internal audit function is looked after by an independent firm, which conducts reviews and evaluation and presents its
reports to the Audit Committee and the management at regular intervals.
The Internal Auditors’ Reports dealing with internal control systems are considered by the Audit Committee and appropriate
actions are taken, wherever necessary.
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The financial statements have been prepared in accordance with the requirements of the Companies Act, 1956, the Indian
Generally Accepted Accounting Principles (Indian GAAP) and the Accounting Standards as prescribed by the Institute of
Chartered Accountants of India.
The Board of Directors believes that it has been objective and prudent in making estimates and judgements relating to the
financial statements and confirms that these financial statements are a true and fair presentation of the Company's
operations and loss for the year.
DEVELOPMENTS ON HUMAN RESOURCES FRONT
The entry of new service providers has substantially increased competition in the market. Increase in choices mean more
effort and higher decibel volumes in acquiring and retaining subscribers which in turn makes it imperative to retain valuable
and skilled intellectual capital. The offer of higher monetary compensation by other operators and other service sectors like
retail and media have also increased the challenges of retention. The initiatives undertaken by the Company have been
described in the Directors’ Report.The Company had 1,726 employees on its rolls as on March 31, 2009.
26
KEY FINANCIAL INFORMATION & OPERATIONAL PERFORMANCE
Revenues from Telecommunication Services
Revenue (in crores)
During the year, revenues from telecommunication 2,000.00
1,941.68
services increased to Rs. 1,941.68 crores (previous 1,707.19
year Rs. 1,707.19 crores). This revenue growth was
1,406.98
largely driven by the 48% increase in the number of 1,500.00
subscribers to 74 lakhs at the end of March 2009 1,095.13

(compared to 50.79 lakhs subscriber lines as at the 1,000.00 807.47
end of March 2008).The revenue growth is based on
the growth in subscriber base, amidst falling tariffs.
The tariffs of prepaid, postpaid and fixed line 500.00
segments have been reduced to match reductions

undertaken by competitors. -
2004-05 2005-06 2006-07 2007-08 2008-09
Other Income
Other income increased to Rs. 112.28 crores (previous year Rs. 82.41 crores), which includes subsidies received from the
Universal Service Obligation Fund towards provision of Rural Household Direct Exchange lines (RDELs) in specified Short
Distance Charging Areas (SDCAs) amounting to Rs. 92.94 crores (previous year Rs. 56.81 crores).
Earnings Before Interest, Taxation, Depreciation, and Amortisation (EBITDA)
During the year, EBIDTA increased by 22% from EBITDA (in crores)
593.18
Rs.485.55 crores to Rs. 593.18 crores primarily due 600.00
to increase in revenues by 15% and increase in 485.55

subscribers by 48%.
400.00
302.60
200.00
124.71
-
2004-05 2005-06 2006-07 2007-08 2008-09
(66.12)
(200.00)
Expenses
The major expenses as a percentage of total cost is as follows:
Expenses as a percentage of total cost
Interest Network Cost

14% 16%
Depreciation
20%
Interconnect and
other access costs
22%
Marketing and Administration and Employees Cost
Business Promotion other Expenses 5%
Expenses 10%
13%
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Net Loss
The Company's net loss increased to Rs. 159.60 crores for the year (previous year Rs. 125.74 crores). The Company
launched its full mobility services only in second half of 2003-04, and it is not uncommon for large greenfield infrastructure
telecom projects to incur losses during the initial few years of project implementation.
Fixed Assets
The Company continues to grow its network in Mumbai and other cities in Maharashtra and Goa. The year-end Gross Block
increased by Rs. 27.92 crores (Net of Passive Infra Hive Off - Rs. 355.18 crores, Network Interface Unit (NIU) decapitalisation
- Rs. 368.58 crores, AS-11 transitional adjustment - Rs. 19.87 crores and other deletions - Rs. 3.91 crores) to Rs. 4,552.63
crores (previous year Rs. 4,524.71 crores).The major increase in the Gross Block was on account of expansion of the CDMA
network by installation of switches, cell sites and backbone amounting to Rs. 752.37 crores. The Gross Block also includes
the cost of GSM license fee (Rs. 392.66 crores). During the previous year, TDMA assets were retired and removed from
Gross Block (Rs. 596.94 crores) and held for sale at the estimated realizable value of Rs. 2.30 crores, of which during the
current year, the Company has written off assets aggregating to Rs. 1.20 crores being not realizable.
The year-end Net Block has increased from Rs. 2,861.13 crores to Rs. 2,899.08 crores.Year-end Capital Work-in-Progress is
at Rs. 218.07 crores (previous year Rs. 125 crores).
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL

WITHTHE COMPANY’S CODE OF CONDUCT
This is to confirm that the Company has adopted a Code of Conduct for its employees including the Managing Director. In
addition, the Company has adopted a Code of Conduct for its Non-Executive Directors. Both these codes are available on the
Company’s website.
I confirm that the Company has in respect of the financial year ended March 31, 2009, received from the Senior Management
Team of the Company and the Members of the Board, a declaration of compliance with the Code of Conduct as applicable to
them.
For the purpose of this declaration, Senior Management Team means the Chief Financial Officer, employees in the General
Manager cadre and above, and the Company Secretary as on March 31, 2009.
Dr. Mukund Rajan

Managing Director
Mumbai, May 11, 2009
28
AUDITORS’ REPORT
TO THE MEMBERS OF TATA TELESERVICES (MAHARASHTRA) LIMITED
1. We have audited the attached Balance sheet of Tata Teleservices (Maharashtra) Limited as at 31st March 2009, the
Profit and Loss Account and the Cash Flow Statement for the year ended on that date, annexed thereto.These financial
statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are
free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation.We believe that our
audit provides a reasonable basis for our opinion.
3. As required by Companies (Auditor's Report) Order, 2003 issued by the Central Government in terms of sub-section
(4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to above, we report that:
a) We have obtained all the information and explanations, which to the best of our knowledge and belief were
necessary for the purposes of our audit;
b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from
our examination of the books;
c) The Balance sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement
with the books of account;
d) In our opinion, the Balance sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report
comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;
e) On the basis of written representations received from the directors as on March 31, 2009 and taken on record by
the Board of Directors, we report that none of the directors is disqualified as on March 31, 2009 from being
appointed as a director in terms of clause (g) of sub- section (1) of section 274 of the Companies Act, 1956.
f) In our opinion and to the best of our information, and according to the explanations given to us, the said accounts
read with the Significant Accounting Policies and notes thereon, give the information required by the Companies
Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India:
i) in case of the Balance sheet, of the state of affairs of the Company as at March31, 2009;
ii) in case of the Profit and Loss Account, of the loss for the year ended on that date; and
iii) in case of the Cash Flow Statement, of the cash flows for the year ended on that date.

A B Jani
Partner
Mumbai, Dated: May 11, 2009 Membership No. 46488
29
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ANNEXURE TO THE AUDITORS’ REPORT

Re: Tata Teleservices (Maharashtra) Limited
(Referred to in Paragraph 3 of our report of even date)
i) The nature of the Company's activities are such that clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditors’
Report) Order, 2003 are not applicable to the Company for the year.
ii) In respect of its fixed assets
(a) The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
(b) All fixed assets have not been physically verified by the management during the year but there is a regular program
of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its
assets. No material discrepancies were noticed on such verification.
(c) The Company, during the year, transferred certain fixed assets relating to its Passive infrastructure business.
According to the information and explanations given to us, we are of the opinion that the sale of the said fixed
assets although substantial has not affected the going concern status of the Company (Refer note 25 of Schedule
17).
iii) In respect of its inventories:
(a) The stocks of trading goods have been physically verified during the year by the management. In our opinion,
the frequency of verification is reasonable.
(b) The procedures of physical verification of stocks followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) The Company has maintained proper records of its inventories and no material discrepancies were noticed on
physical verification.
iv) The Company has not granted or taken any loans, secured or unsecured from companies, firms or other parties
covered in the register maintained under Section 301 of the Companies Act, 1956 and accordingly the sub-clauses (a)
to (g) of clause (iii) of the Order are not applicable to the Company.
v) In our opinion, and according to the information and explanations given to us, there is an adequate internal control
system commensurate with the size of the Company and nature of its business with regard to purchase of inventory and
fixed assets and sale of goods and services. During the course of our audit we have not observed any continuing failure
to correct major weaknesses in the internal control system.
vi) a) According to the information and explanations given to us, we are of the opinion that the particulars of
contracts/arrangements that are needed to be entered into the register maintained under section 301 of the
Companies Act, 1956 have been so entered.
b) According to the information and explanations given to us, where such transactions are in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which are, prima facie, reasonable having regard
to the prevailing market price/ similar transactions with other parties at the relevant time.
vii) The Company has not accepted any deposits from the public.
viii) In our opinion, the Company has an internal audit system commensurate with the size of the Company and the nature of
its business.
ix) We have broadly reviewed the books of account and records maintained by the Company relating to telecommunication
activities pursuant to the order made by the Central Government for maintenance of cost records under clause (d) of
sub-section (1) of Section 209 of the Act and are of the opinion that prima facie the prescribed accounts and records
have been made and maintained. We have, however, not made a detailed examination of the records with a view to
determining whether they are accurate or complete.
x) According to information and explanations given to us in respect of statutory and other dues:
(a) The Company has generally been regular in depositing undisputed statutory dues in respect of Provident Fund,
Employees' State Insurance, Income-tax, Sales-tax, Wealth tax, Service tax, Custom duty, cess and any other
material statutory dues with the appropriate authorities during the year.
30
(b) According to information and explanation given to us details of disputed Sales tax / Income-tax / Customs duty /
wealth tax / Service tax/ Excise Duty and Cess, which have not been deposited as at March 31, 2009, on account
of disputes are given below:
Name of statute Nature of Amount Period to which Forum where dispute

the dues (Rs. in Crores) the amount relates is pending
The Income-tax Act, 1961 Income tax 0.08 A.Y. 1998-99 Income Tax Apellate Tribunal
demand
xi) In our opinion, and according to the information and explanations given to us, the accumulated losses of the Company,
at the end of the financial year are more than fifty percent of its net worth. The Company has not incurred cash losses
during the financial year under audit and in the immediately preceding financial year.
xii) In our opinion and according to information and explanations given to us, the Company has not defaulted in repayment
of dues payable to a financial institutions and banks.
xiii) According to the information and explanations given to us, the Company has not granted any loans or advances on the
basis of security by way of pledge of shares, debentures and other securities.
xiv) According to the information and explanations given to us, the terms and conditions of the guarantees given by the
Company for loans taken by others from banks or financial institutions, are not prima facie prejudicial to the interests of
the Company.
xv) According to the information and explanations given to us, the term loans availed by the Company were, prima facie,
applied during the year for the purpose for which the loans were obtained, other than temporary deployment pending
application.
xvi) According to information and explanations given to us and on an overall examination of the balance sheet of the
Company, funds raised on short term basis have, prima facie, been used for long term investment to the extent of
Rs.1,909.70 crores.
xvii) According to information and explanations given to us, the Company has not made any preferential allotment of shares
to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.
xviii) The Company has not issued any debentures during the year.
xix) The Company has not raised any money by way of public issues during the year.
xx) According to the information and explanations given to us, no fraud on or by the Company was noticed or reported
during the year.

A B Jani
Partner
Mumbai, Dated: May 11, 2009 Membership No. 46488
31
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BALANCE SHEET AS AT MARCH 31, 2009

As at As at
Schedule March 31, 2009 March 31, 2008
Rs. in Crores Rs. in Crores
SOURCES OF FUNDS
Shareholders' Funds
Share Capital 1 1,897.19 1,893.56
Reserves and Surplus 2 583.16 576.17
2,480.35 2,469.73
Loan Funds
Secured Loans 3 2,036.13 2,098.09
Unsecured Loans 4 1,076.16 528.78
3,112.29 2,626.87
Total 5,592.64 5,096.60
APPLICATION OF FUNDS
Fixed Assets 5
Gross Block (at cost) 4,552.63 4,524.71
Less : Accumulated Depreciation 1,653.55 1,663.58
Net Block 2,899.08 2,861.13
Capital Work - In - Progress 218.07 125.00
3,117.15 2,986.13
Investments 6 75.00 -
Current Assets, Loans and Advances

Cash and Bank Balances 7 27.48 34.46
Sundry Debtors 8 240.73 201.48
Inventories 9 2.01 2.22
Loans and Advances 10 299.91 216.99
570.13 455.15
Less : Current Liabilities and Provisions
Current Liabilities 11 981.61 981.91
Provisions 12 36.71 33.09
1,018.32 1,015.00
Net Current Liabilities (448.19) (559.85)
Profit and Loss Account 2,848.68 2,670.32
Total 5,592.64 5,096.60
Significant Accounting Policies and Notes to Financial Statements 17
As per our attached report of even date

For Deloitte Haskins & Sells For and on behalf of the Board
A.B.Jani Kishor A. Chaukar Dr. Mukund Rajan
Partner (Chairman) (Managing Director)
S. Venkatesan Madhav J. Joshi

(Chief Financial Officer) (Chief Legal Officer and
Company Secretary)
Place: Mumbai Place: Mumbai
Date: May 11, 2009 Date: May 11, 2009
32
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED MARCH 31, 2009
2008-09 2007-08
Schedule
Income
Telecommunication Services 13 1,941.68 1,707.19
Other Income 14 112.28 82.41
Total 2,053.96 1,789.60
Expenditure
Operation and Other Expenses 15 1,460.78 1,304.05
Profit before Finance and Treasury charges, 593.18 485.55
Depreciation and Tax
Finance and Treasury Charges (Net) 16 304.78 171.01
Depreciation /Amortisation. (Refer Note c of Schedule 5) 446.79 439.35
Loss before tax (158.39) (124.81)
Provision for Tax
- Fringe Benefits Tax 1.21 0.93
Loss after tax (159.60) (125.74)
Balance brought forward (2,670.32) (2,544.58)

Add: Adjustment on account of notification on transitional
provision of Accounting Standard 11 (Refer Note 27 of Schedule 17) (18.76) -
(2,689.08) (2,544.58)
Balance carried to Balance Sheet (2,848.68) (2,670.32)
Earnings Per Share - Basic (Rs.) (0.84) (0.68)

Earnings Per Share - Diluted (Rs.) (0.84) (0.70)
( Refer Note 17 of Schedule 17)
Par Value (Rs.) 10.00 10.00



Company Secretary)
Date: May 11, 2009 Date: May 11, 2009
33
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SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT MARCH 31, 2009

As at As at
March 31, 2009 March 31, 2008
SCHEDULE - 1
SHARE CAPITAL
Authorised:
2,500,000,000 Equity Shares of Rs.10/- each 2,500.00 2,500.00
2,500.00 2,500.00
Issued and Subscribed:
1,897,190,504 (Previous year 1,893,563,718) Equity Shares of 1,897.19 1,893.56
Rs.10/- each fully paid-up
1,897.19 1,893.56
Notes:
1. Of the above 1,245,259,393 Equity Shares are held up by Tata Sons Limited (the ultimate Holding Company) and
its Subsidiaries.
2. Of the above 3,626,786 (Previous Year 84,048,942) Equity Shares are issued during the year on conversion of
Foreign Currency Convertible Bonds.
SCHEDULE - 2
RESERVES AND SURPLUS
Securities Premium account:

Balance at the beginning of the year 576.17 413.87
Add: On conversion of Foreign Currency Convertible Bonds 6.99 162.30
Balance at the end of the year 583.16 576.17
SCHEDULE - 3
SECURED LOANS
From Banks (Refer note 1 below)

Term Loans 1,423.68 1,636.90
Cash Credit Accounts 47.87 110.22
Acceptances 564.57 350.95
2,036.12 2,098.07
Deferred payment credits (Refer note 2 below) 0.01 0.02

2,036.13 2,098.09
34
Notes :
1. Loans from Banks are secured by either one or more of the following as per terms of the arrangements with
respective banks:
- by first pari pasu charge on the movable and/or immovable assets of the company,
- by pledge of shares of promoters,
- by assignment of the proceeds on sale of network in the event of cancellation of the telecom license,
- by assignment of telecom license,
- by assignment of insurance policies,
- by hypothecation of present and future book debts and outstanding money receivable,
2. Secured by hypothecation of vehicles acquired out of the loans.
SCHEDULE - 4
UNSECURED LOANS
Foreign Currency Convertible Bonds (FCCB) 67.16 61.12

(Refer note below)
From Banks
- Short Term Loans 1,009.00 467.66
1,076.16 528.78
Note:
During the year ended March 31, 2005, the Company issued FCCB of USD 125 millions at an interest rate of 1% per
annum (payable semi-annually). The holders of these Bonds have an option to convert the Bonds into Equity Shares of
the Company on or after July 1, 2004 at a pre-determined price of Rs.24.96 per Equity Share. Subsequent to the rights
issue of Equity Shares, the conversion price has been adjusted to Rs.24.49 per Equity Share.The Bonds that are not
converted into Equity Shares, are redeemable at a premium of 19.38% at the end of 5 years from the date of issue.
35
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SCHEDULE - 5
FIXED ASSETS
Rs. in Crores
PARTICULARS GROSS BLOCK DEPRECIATION NET BLOCK
Notes As at Adjust- Addi- Deletions As at Upto Adjust- For the Deletions Upto As at As at
April 1, ments tions March 31, April 1, ments year March 31, March 31, March 31,
2008 (Refer 2009 2008 (Refer 2009 2009 2008
Note f) Note f)
Tangible Assets
Leasehold assets
Land 6.38 - 0.73 - 7.11 1.04 - 0.10 - 1.14 5.97 5.34
Office premises 6.86 - - - 6.86 1.15 - 0.23 - 1.38 5.48 5.71

Buildings 8.66 - 5.15 - 13.81 0.73 - 0.08 - 0.81 13.00 7.93
Plant and Machinery ( b, d and e) 3,421.06 19.87 752.37 726.82 3,426.74 1,294.15 1.11 404.49 453.30 1,244.23 2,182.51 2,126.91
Furniture, Fixtures and
Office Equipment 70.65 - 13.97 0.78 83.84 53.14 - 11.13 0.74 63.53 20.31 17.51
Vehicles 1.52 - 0.28 0.07 1.73 0.73 - 0.29 0.06 0.96 0.77 0.79
Intangible Assets
36
License (g) 925.21 - - - 925.21 279.63 - 26.63 - 306.26 618.95 645.58
Indefeasible Rights 61.43 - 1.48 - 62.91 12.42 - 1.74 - 14.16 48.75 49.01
of Use ('IRU')
Computer Software 22.94 - 1.48 - 24.42 20.59 - 0.49 - 21.08 3.34 2.35
4,524.71 19.87 775.46 727.67 4,552.63 1,663.58 1.11 445.18 454.10 1,653.55 2,899.08 2,861.13
Previous year 4,053.52 - 1,088.41 617.22 4,524.71 1,826.85 - 447.63 610.90 1,663.58
Capital Work-In-Progress: (Refer Note e below)
Capital advances 28.01 9.67
Capital Inventory [net of provision for obsolescence of Rs. 18.11 crores (previous year Rs. 16.50 crores)] 121.33 89.82
Assets under construction (Refer Note 23 of schedule 17) 68.73 25.51
218.07 125.00
Notes:
(a) The Company during the current year has written off obsolete capital inventory of the Gross Value of NIL (Previous Year Rs. 29.33 Crores) which has already been fully provided for.
(b) Deletion for Plant and Machinery includes assets aggregating to NIL [Previous Year Rs.596.94 Crores (Gross Block) retired from active use and awaiting disposal(Refer Note
21 of schedule 17)]
(c) Depreciation in the Profit and Loss Account for the year includes amounts aggregating to Rs. 1.61 Crores on account of related provision for obsolescence on capital
inventory. (Depreciation for previous year excludes Rs. 8.28 Crores on account of write back of provision for Obsolescence on Capital Inventory put to use)
(d) Deletion of Plant and Machinery includes assets aggregating to Rs. 368.58 Crores (Gross Block) [Previous Year NIL] written off. (Refer note 22 of Schedule 17)
(e) Refer Note 25 of Schedule 17 pertaining to the transfer of the "Passive Infrastructure Business" to a wholly owned subsidiary.
(f) Adjustments in Gross Block and depreciation pertain to adjustment on account of notification on transitional provision of Accounting Standard 11 (Refer Note 27 of Schedule 17) .
(g) Remaining amortisation period for CDMA License fees 8.5 years (Previous Year 9.5 years ) (Also refer Note 23 of Schedule 17) .
As at As at
March 31, 2009 March 31, 2008
SCHEDULE - 6
INVESTMENT (Refer Note 25 of Schedule 17)
Long- term Investment (Unquoted) (at cost)

Non - Trade:
In Subsidiary Company:
75,000,000 Equity Shares (Previous Year NIL) of 21st Century Infra 75.00 -
Tele Limitied of Rs 10/- each fully paid-up
75.00 -
SCHEDULE - 7
CASH AND BANK BALANCES
Cash on hand 0.02 0.03
Balance with Scheduled Banks in

- Current Accounts 27.40 34.42
- Cash Credit Accounts (Refer Note 1 of Schedule 3) 0.06 -
- Term Deposit Accounts - 0.01
27.48 34.46
SCHEDULE - 8
SUNDRY DEBTORS
(Unsecured)
Outstanding for a period exceeding six months 276.45 256.46
Others 225.12 185.52

501.57 441.98
Less: Provision 260.84 240.50
240.73 201.48
Note:
Considered good 240.73 201.48
Considered Doubtful 260.84 240.50
SCHEDULE - 9
INVENTORY
Traded Goods
Starter Kits 2.01 2.22
2.01 2.22
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As at As at
March 31, 2009 March 31, 2008
SCHEDULE - 10
LOANS AND ADVANCES

(Unsecured)
Advances recoverable in cash or in kind or for value to be received 250.59 194.60
[Includes Rs 0.18 Crores (Previous year Rs. 0.18 Crores) due from an officer
of the Company. Maximum amount outstanding at any time during the year is
Rs.0.18 Crores (Previous year Rs. 0.18 Crores)]
Premises and other deposits 34.50 19.42
Advances to Subsidiary 11.89 -
Assets retired from active use awaiting Disposal (Refer Note 21 of Schedule 17) 0.56 2.30
Advance Tax paid (Tax Deducted at Source) 4.99 3.29
302.53 219.61
Less : Provision 2.62 2.62
299.91 216.99
Note :
Considered good 299.91 216.99
Considered doubtful 2.62 2.62
SCHEDULE - 11
Current Liabilities
Sundry Creditors (Refer Note 24 of Schedule 17)
Total Outstanding dues of Micro Enterprises and Small Enterprises - -
Total Outstanding dues of Creditors other than Micro Enterprises and Small Enterprises:
- Under Usance Letter of Credit 136.33 52.68
- Others 711.40 791.99
847.73 844.67
Deposits from Customers and others 73.66 70.71
Interest accrued but not due on loans 4.97 7.01
Other liabilities 55.25 59.52
981.61 981.91
Note: Other Liabilites include temporary overdrawn bank balances aggregating to Rs.10.74 Crores (Previous year
Rs.11.62 Crores)
SCHEDULE - 12
Provisions
For Contingencies 16.74 16.74
For Retirement benefits 5.27 3.06
For Premium on Redemption of FCCB 14.55 13.24
For Fringe Benefits Tax (net of advances) 0.15 0.05
36.71 33.09
Note: Provision for contingencies relate to certain claims by vendors on the Company made in earlier years and there is
no movement in the same during the year.
38
SCHEDULES FORMING PART OF PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED
MARCH 31, 2009
2008-09 2007-08
SCHEDULE - 13
TELECOMMUNICATION SERVICES
Telephony 1,679.95 1,510.87
Internet Services 48.81 29.88
Interconnection Usage Charges [including in respect of earlier years 194.14 153.04
Rs.5.46 Crores (Previous year Nil)]
Sale of Traded Goods 18.78 13.40
1,941.68 1,707.19
SCHEDULE - 14
OTHER INCOME
Subsidies from Department of Telecommunications (DoT) (Refer Note 26 of schedule 17) 92.94 56.81
Excess provision / Sundry credit balances in respect of earlier years written back 8.21 12.93
Infrastructure Sharing 4.28 9.10
Profit on transfer of the "Passive Infrastructure Business" to wholly 0.07 -
owned subsidiary (Refer Note 25 of schedule 17)
Gain on Fixed assets sold/written off (Net) - 1.79
Sale of Refurbished Network Interface Unit's 2.91 -
Miscellaneous Receipts 3.87 1.78
112.28 82.41
SCHEDULE - 15
OPERATION AND OTHER EXPENSES
Network Operation costs
Revenue Share to DoT 171.34 156.06
Repairs and Maintenance - Plant and Machinery [including capital inventory 59.50 39.60
consumed Rs 15.71 Crores (Previous Year Rs.4.45 Crores)]
Power 58.78 52.27
Rent 17.26 14.22
Rates and taxes 6.01 8.83
Insurance 1.02 0.91
Infrastructure Sharing Cost 40.82 5.22
Miscellaneous 9.21 10.87
363.94 287.98
Interconnection and Other access costs [including in respect of earlier
years Rs.5.98 Crores (Previous year Nil)] 474.64 436.57
Payments to and Provisions for Employees

Salaries and Bonus [Net of excess provision for earlier year written 98.68 83.91
back Rs. 5.80 Crores]
Contribution to Provident and other Funds 5.62 4.98
Staff Welfare 8.60 4.74
112.90 93.63
39
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MARCH 31, 2009
2008-09 2007-08
Administrative and Other expenses

Rent 14.12 15.52
Rates and taxes 5.94 3.50
Repairs and Maintenance - others 6.05 4.63
Travel and conveyance expenses 18.48 9.24
Collection / Credit verification charges 12.58 18.43
Customer service and call centre cost 80.11 61.25
Assets awaiting disposal written off (Refer Note 21 of Schedule 17) 1.20 -
Loss on Fixed assets sold/written off/retired from active use (Net) 0.34 2.34
Provision for Doubtful debts 15.75 16.23
(Net of insurance received amounting to Rs.4.59 Crores (previous year Rs.2.72 Crores))
Insurance Expenses 0.04 0.08
Miscellaneous expenses 55.56 53.92
Contractual and other claims and liabilities (Net) 1.26 (0.99)
211.43 184.15
Marketing and business promotion expenses
Advertisement and business promotion expenses 105.52 64.63
Hand set Subsidy (Net of Rs.7.64 Crores (Previous year Rs.10.74 Crores) 83.74 131.97
incentive received)
Sales Commission and Expenses 99.25 97.32
Traded Goods - Starter Kits
Opening Stock 2.22 2.22
Add: Purchases 9.15 7.80
Less: Closing stock 2.01 2.22
9.36 7.80
297.87 301.72
1,460.78 1,304.05
SCHEDULE - 16
FINANCE AND TREASURY CHARGES (NET)

Interest
On Fixed Term Loans 274.66 166.14
Others 13.29 10.07
Expenses for loan arrangement, bill discounting and bank charges 26.36 14.69
Foreign exchange fluctuations (Net) 36.13 (9.98)
350.44 180.92
Less: Interest Capitalized (Refer Note 23 of schedule17) 45.63 8.63
304.81 172.29
Less: Interest Income on Term Deposits with Banks - 1.21
Profit on redemption of units (Current Investment) 0.03 0.07
304.78 171.01
40
SCHEDULES FORMING PART OF THE BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
SCHEDULE 17
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO FINANCIAL STATEMENTS
1. Company background
Tata Teleservices (Maharashtra) Limited (“the Company”), was incorporated on March 13, 1995. The Company is
licensed to provide basic and cellular telecommunication services. The Company presently holds two Unified Access
(Basic and Cellular) Service Licenses, one for Mumbai Service Area and another for Maharashtra and Goa and
provides telecommunication services using Code Division Multiple Access (CDMA) technology.The Company has also
been granted approval by Department of Telecommunications (DoT) for providing telecommunication services using
Global System for Mobile Communications (GSM) technology under the aforesaid licenses.The Company has already
been allotted trial Spectrum by DoT for Mumbai, Maharashtra and Goa Service Area. The Company also holds the
National Internet Service provider - Internet Telephony license.
The Company is a subsidiary of Tata Sons Limited (the ultimate holding company)
2. Significant Accounting Policies
(a) Basis of preparation of financial statements
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India,
the Accounting Standards (AS) notified in the Companies (Accounting Standards) Rules 2006 and relevant
provisions of the Companies Act, 1956 (the Act).
(b) Use of estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires
estimates and assumptions to be made that affect the reported amounts of assets and liabilities and disclosure of
contingent liabilities on the date of the financial statements and the reported amounts of revenues and expenses
during the reporting year. Differences between actual results and estimates are recognised in the periods in which
the results are known / materialise.
(c) Fixed Assets
Fixed assets are stated at their historical cost of acquisition or construction, less accumulated
depreciation/amortisation. Cost includes all costs incurred to bring the assets to their working condition and
location (Also refer note 27).
Assets retired from active use and held for disposal are stated at lower of net book value or net realisable value.
(Refer note 21)
Expenditure related to and incurred during the construction period of switches and cell sites are capitalised as part
of the construction cost and allocated to the relevant fixed assets.
Capital inventory comprises switching equipment, field unit cards, and capital stores that are carried under Capital
Work-In-Progress till such time as they are issued for new installation or replacement.
The Company capitalises software and related implementation costs as intangible assets, where it is reasonably
estimated that the software has an enduring useful life.
License fees paid by the Company for acquiring licenses to operate telecommunication / internet telephony
services are capitalised as intangible assets.
Indefeasible Rights to Use ('IRU') bandwidth capacities by the Company are capitalised as intangible assets.
Assets acquired pursuant to an agreement for exchange of similar assets are recorded at the net book value of the
assets given up, with an adjustment for any balancing receipt or payment of cash or any other form of
consideration.
41
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d) Depreciation
i) Fixed assets are depreciated on a straight line basis, based on the following estimates of their useful
economic lives:
Useful Life (in years)
Buildings 60
Plant and Machinery
- Network Equipment 12
- Time Division Multiple Access (TDMA) Equipment (Refer note 21) 9
- Outside Plant 18
- Network Interface Units (Refer note 22 ) 5
- Air- Conditioning Equipment 6
- Generators 6
- Electrical Equipments 6
- Computers 3
- Office Equipments 3
- Computer Software 3
Furniture and Fittings 3
Vehicles 5
ii) Leasehold land and premises are amortised uniformly over the period of lease.
iii) Amortization on License fees is provided for uniformly over the original license period of 20 years from the
date of commencement of operation. Since the Company has the intention of being in business for a period
well beyond 10 years and the telecommunication business cannot be carried on without the Telecom license,
the useful life of the asset will exceed the rebuttable presumption of 10 years under AS 26 on “Intangible
Assets”. (Refer note 23)
iv) Indefeasible Right to Use ('IRU') bandwidth capacities taken by the Company are amortised over a period of
fifteen years based on a technical estimate of useful life of the assets or period of the agreement whichever is
lower.
v) Depreciation on additions and deletions to assets during the year is charged to revenue pro rata to the period
of their use.
vi) The Company provides for obsolescence of its slow moving capital inventory, by way of depreciation, at the
rate of 33.33% p.a. of cost.
e) Foreign Currency transactions
i. Transactions in foreign currency are recorded at the original rates of exchange in force at the time
transactions are effected.
ii. Foreign currency denominated assets and liabilities are reported as follows:
a) Monetary items are translated into rupees at the exchange rates prevailing at the balance sheet date.
Non-Monetary items such as fixed assets are carried at their historical rupee values.
b) Gains/losses arising on settlement of foreign currency transactions or restatement of foreign currency
denominated assets and liabilities (monetary items) are recognised in the profit and loss account,
except for long term assets/liabilities which pertain to acquisition of fixed assets which are adjusted in
the cost of fixed assets (Refer note 27).
iii. In case of forward exchange covers, the premium or discount arising at the inception of the contract is
amortised as expense or income over the life of the contract.
iv. Pursuant to the announcement on accounting for derivatives issued by the Institute of Chartered
Accountants of India (ICAI), the Company in accordance with the principle of prudence as enunciated in
Accounting Standard 1 on 'Disclosure of Accounting Policies' provides for losses in respect of all outstanding
derivative contracts at the Balance Sheet date by marking them to market. Any gains arising on such mark to
market are not recognized as income (refer note 16 (ii)).
42
f) Employee benefits
Retirement benefit costs are expensed to revenue as incurred.
Contributions to the Provident and Superannuation Funds are made in accordance with the rules of the Funds.
The Company participates in a group gratuity cum life assurance scheme administered by the Life Insurance
Corporation (LIC). Provision for the year in respect of gratuity is made on the basis of actuarial valuation as at the
end of the year.
Leave encashment is provided for on the basis of actuarial valuation as at the end of the year.
g) Revenue recognition
Revenue from telecommunication services is recognised as the service is performed on the basis of actual usage
of the Company's network / in accordance with contractual obligations and is recorded net of service tax. The
amount charged to subscribers for specialised features which entitle them to access the network of the Company
and where all other services and products are paid for separately, are recognised as and when such features are
activated.
Revenue is recognised when it is earned and no significant uncertainty exists as to its ultimate realisation or
collection.
h) Government Grants
Subsidies granted by Government for providing telecom services in rural areas are recognized as income in
accordance with the relevant terms and conditions of the scheme / agreement with DoT. (Refer note 26 below).
i) Borrowing costs
Borrowing costs attributable to the acquisition of a qualifying asset, as defined in AS 16 on “Borrowing Costs”, are
capitalised as part of the cost of acquisition. Other borrowing costs are expensed as incurred.
j) Earnings per share
The Company reports basic and diluted earnings per share in accordance with AS 20 on “Earnings Per Share”.
Basic earning per share is computed by dividing the net profit or loss for the year by the weighted average number
of Equity shares outstanding during the year. Diluted earnings per share is computed by dividing the net profit or
loss for the year by the weighted average number of Equity shares outstanding during the year as adjusted for the
effects of all dilutive potential equity shares, except where the results are anti-dilutive.
k) Operating Leases
Assets taken on Lease under which all significant risks and rewards of ownership are effectively retained by the
lessor are classified as Operating Leases. Lease payments under Operating Leases are recognized as expenses
as incurred in accordance with the respective Lease Agreements.
l) Cash Flow Statement
The Cash Flow statement is prepared by the indirect method set out in AS 3 on “Cash Flow Statements” and
presents Cash flows by operating, investing and financing activities of the Company.
m) Foreign Currency Convertible Bonds (FCCBs) Expenses
Premium payable on Redemption of FCCBs is fully provided for on issue of the FCCBs. The Securities Premium
Account is applied in providing for premium on redemption in accordance with Section 78 of the Act. On
conversion of the FCCBs to Equity Shares the redemption premium is reversed.
Expenses on issue of FCCBs and on Rights issue of Equity Shares are written off to the Securities Premium
Account in accordance with section 78 of the Act.
n) Finance andTreasury charges
Net finance and treasury charges are disclosed in the financial statements. Interest and other income earned from
treasury operations are reduced from the costs of treasury operations.
43
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o) Inventories
Inventories are valued at lower of cost and net realizable value. Cost of Inventories comprises of all cost of
purchases and other costs incurred in bringing the inventories to their present location and condition. Cost of
traded goods is determined on weighted average basis.
p) Fringe BenefitsTax
Fringe Benefits Tax (FBT) is recognized as per the provisions of the Income-tax Act, 1961 and the Guidance Note
on Accounting for Fringe Benefits Tax issued by the ICAI.
q) Impairment of assets
An asset is considered as impaired in accordance with AS 28 on “Impairment of Assets” when at the balance sheet
date there are indications of impairment and the carrying amount of the asset, or where applicable the cash
generating unit to which the asset belongs, exceeds its recoverable amount (i.e. the higher of the asset's net
selling price and value in use). In assessing the value in use, the estimated future cash flows expected from the
continuing use of the asset and from its ultimate disposal are discounted to their present values using a pre-
determined discount rate. The carrying amount is reduced to the recoverable amount and the reduction is
recognized as an impairment loss in the profit and loss account.
r) Investments
Current investments are carried at lower of cost and fair value. Long term investments are carried at cost. Provision
is made to recognise a decline other than temporary in the carrying amount of long term investments.
s) Contingent Liabilities
Contingent Liabilities as defined in AS 29 on “Provision, Contingent Liabilities and Contingent Assets” are
disclosed by way of notes to accounts. Provision is made if it becomes probable that an outflow of future economic
benefits will be required for an item previously dealt with as a contingent liability.
As at As at
March 31, 2009 March 31, 2008
Rs. In Crores Rs. In Crores
3. Estimated amount of contracts remaining to be executed on capital

account and not provided for (net of advances) 476.03 180.74
4. Counter guarantees given by the Company 760.00 720.00
5. Contingent liabilities :
(i) Claims against the company not acknowledged as debt
Telecom Regulatory Matters 405.76 142.44
(Refer notes below)
Others 97.50 83.33
Notes:
Contingent liabilities in respect of Telecom Regulatory Matters include:
a) The Company had received an Order from the Hon. Supreme Court dismissing the Company's petition
regarding Access Deficit Charge (ADC) demanded by Bharat Sanchar Nigam Limited (BSNL) in respect of
'fixed wireless' services provided under the brand name “WALKY”. Demand notices have been received from
BSNL, to pay ADC aggregating to Rs.108.49 Crores for the period 14th November 2004 upto 28th February,
2006; the date after which ADC is payable on Net Adjusted Gross Revenue Basis.
Out of the above, the Company, has, in earlier years, already provided for amounts aggregating to Rs.28.14
Crores pertaining to ADC for the period from August 26, 2005 upto February 28, 2006. The balance amounts
aggregating to Rs. 80.35 Crores have been disclosed as Contingent Liability under 'Telecom Regulatory
Matters' as the Company is of the view that these demands include amounts relating to 'wireline' services
44
and ADC for the period before 26th August, 2005; the actual date after which, as per the directions of the
Department of Telecom, services provided under the brand name “WALKY” are to be considered as Wireless
in Local Loop (Mobile) for the purposes of ADC.The Company has filed a review petition in this regard and on
the said basis, Telecom Dispute and Settlement Appellate Tribunal (TDSAT) vide its order dated August 12,
2008 held that BSNL and the Company should exchange relevant information and reconcile the differences.
The Company is awaiting the relevant information from BSNL.The Company is hopeful of success in the
matter.
The Company during the year has made on account payment to BSNL of Rs.50 Crores in relation to the
above, which is in addition to Rs. 25 Crores paid in earlier years.
b) The Company had received a demand letter dated March 17, 2008 from DoT for Rs.8.38 Crore, being a
demand for spectrum charges for the period from April 1, 2005 to February 29, 2008, which was disclosed as
contingent liability as at March 31, 2008.
This demand was subsequently revised to Rs.184.69 Crores by DoT, vide its demand letters dated July 3,
2008, for the period from October 1, 1998 to June 30, 2008 which was further increased to Rs. 266.00 Crores
vide letter dated February 28, 2009. The Company has represented to the Wireless Planning Commission
(WPC) various items of differences mentioned in the demand orders, vide letter dated September 24, 2008.
Reconciliation of the differences is in progress with the WPC.The Company is expecting a revised order after
the completion of the reconciliation and is hopeful of success in the matter.
ii) Disputed Tax demands in Appeals before relevant authorities:
Income Tax 0.08 0.08
iii) The Company has imported certain capital equipment under “Export promotion of Capital Goods Scheme” of the
Central Government at a concessional rate of Customs Duty. The Company has undertaken export obligation to
the extent of USD 100.8 millions (Rs. 404.41 Crores) [net of USD 65.5 millions (Rs. 262.24 Crores) for which the
company has applied for exemption] to be fulfilled during a period of 8 years commencing from the 29th January
2003, failing which the Company will be liable to pay the differential customs duty, together with interest and
penalties, if imposed. Up-till the end of the year, the Company has fulfilled the export obligation to the extent of Rs.
35.53 Crores (previous year Rs. 21.22 Crores)
iv) The Company in 2002 had filed a petition before TDSAT claiming refund of Rs.50 Crores recovered by Department
of Telecommunications (DoT) in 1999 alleging failure to sign basic services license agreement for Karnataka circle
after accepting Letter of Intent (LoI). DoT during the proceedings before TDSAT claimed from the Company
Rs.303 Crores towards loss of (opportunity to earn) license fee and Rs.351 Crores as interest till October 31,
2002.TDSAT allowed refund of Rs.50 Crores to the Company with interest of 17% p.a. and dismissed the counter-
claim based on a law point (i.e.TDSAT had no jurisdiction) and facts. DoT appealed to the Hon'ble Supreme Court
which without commenting on the merits of the counter-claim confirmed that TDSAT had jurisdiction and
remanded the matter to TDSAT for fresh adjudication. DoT has filed with TDSAT a counter-claim of Rs.2,015
Crores which includes Rs.303 Crores towards loss of (opportunity to earn) license fee and interest of Rs.1,712
Crores calculated upto March 31, 2008. The TDSAT vide its order dated September 18, 2008 held that since the
counter claim filed by DoT is in the nature of a recovery suit appropriate court fee needs to be affixed. The matter
has been adjourned for hearing on August 12, 2009.The Company is hopeful of success in the matter.
Counter guarantees have been given by the Company in the ordinary course of business and no liability is
expected to accrue in this respect.
As regards other disputes and claims against the Company, appropriate competent professional advice is
available to the Company based on which, favorable outcomes are anticipated and no liability is expected to
accrue to the Company.
6. Payments to Auditors (excluding service tax) : 2008-09 2007-08

i) Audit fees 0.18 0.18
ii) Tax Audit fees 0.05 0.05
iii) Other matters (For Quarterly Audits, certification work etc.) 0.21 0.30
iv) Out of pocket expenses [Current year Rs. 64,123/- (Previous year Rs. 18,844/-)]
45
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7. In November 1999, the Company established the Employee Stock Option Plan (ESOP) under which Equity Shares are
reserved for issuance to eligible employees of the Company. In terms of the plan, 1.20 Crores warrants were issued to
Hughes Tele.com (India) Limited Employees Stock Option Trust, to be held by it on behalf of the Company for awarding
eligible employees as and when advised by the Compensation Committee constituted for the purpose. Each allotted
warrant carries with it a right to purchase one Equity Share of the Company at a price of Rs. 10/- per share. Other than
2,40,000 fully vested warrants allotted in an earlier year, all allotted warrants vest at the rate of 25% on each successive
anniversary of the grant date, until fully vested. The period during which the vested warrants may be exercised expires
after 10 years from the date of the vesting.
The position of the allotted warrants is as follows:
As at As at
March 31, 2009 March 31, 2008
(Nos.) (Nos.)
Opening Balance 7,950 50,550

Issued during the year - -
Forfeited - -
Exercised - 18,050
Lapsed - 24,550
Closing Balance 7,950 7,950
Since the market value of the Company's shares on the grant dates did not exceed the exercise price of Rs.10/-, no
compensation expense has been recorded.
8. The Company is engaged in providing Telecommunication services under Unified Access License.These, in the context
of Accounting Standard 17 on “Segment reporting”, are considered to constitute a single reportable segment.
9. (a) Operating lease rent expenses for the year in respect of lease agreements entered from April 1, 2001.
2008-09 2007-08
Residential Flats for accommodation of employee 0.82 0.02
Cell Sites and others 71.3 29.70
(b) Future Minimum Lease Payments

under Non-Cancellable Operating Lease :
Due not later than one year 36.86 1.87
Due later than one year and not later than five years 123.67 2.60
The agreements are executed for a period ranging from 6 months to 15 years with a renewable clause and in many
cases also provide for termination at will by either party giving a prior notice period ranging between 30 to 90 days.
10. The disclosure as required under AS 15 regarding the Company's gratuity plan is as follows:
Particulars As at March 31, 2009 As at March 31, 2008
Projected benefit obligation, beginning of the year 2.27 1.76
Service cost 0.80 0.60
Interest cost 0.24 0.15
Actuarial loss on obligation 0.79 0.21
Benefits paid (0.11) (0.45)
Projected benefit obligation, end of the year 3.99 2.27
46
As at March 31, 2009 As at March 31, 2008
Projected benefit obligation, end of the year 3.99 2.27
Fair value of plan assets at the end of the year 2.77 1.38
Net liability recognized in the Balance Sheet. 1.22 0.89

Fair Value of Plan Assets at the beginning of theyear 1.38 1.34
Expected Return on Plan Assets 0.21 0.11
Contributions 1.28 0.40
Benefit Paid (0.11) (0.45)
Actuarial Gain / (loss) on Plan Assets 0.01 (0.02)
Fair Value of Plan Assets at the end of the year 2.77 1.38
Total Actuarial Loss Recognized (0.78) (0.23)
Actuarial Assumptions:
Discount rate 7.75% 8.00%
Rate of increase in compensation levels of covered employees 6.50% 6.00%
Rate of Return on Plan Assets 8.00% 8.00%
11. No provision for current income tax has been made in the accounts, since the Company estimates that there will be no
taxable profits for the year. Deferred Tax charges / credits have not been recognized in view of the tax holiday enjoyed by
the Company and on considerations of prudence as set out in AS 22 on “Accounting for Taxes on Income”.
12. Value of imports on CIF basis in respect of : 2008-09 2007-08
Rs. In Crores Rs. in Crores
Capital Goods 364.39 197.88
13. Expenditure in Foreign Currency (Payment basis) on account of : 2008-09 2007-08

Rs. In Crores Rs. in Crores
Interest 21.86 21.47
Other 1.13 0.41
22.99 21.88
14. Value of Capital Inventory consumed during the year : 2008-09 2007-08
Rs. in Crores % Rs. in Crores %
Indigenous 15.30 97 4.16 94
Imported 0.41 03 0.29 06
15.71 100 4.45 100
47
15) Related Party disclosures (in terms of Accounting Standard - 18)
th
i) Details of transactions with Related Parties

a) For year ended March 31, 2009 (Rs. in Crores)
Particulars Holding Subsidiary Fellow Subsidiaries
Company Company
Tata Sons 21st Century Tata Tata Tata Business Tata THDC Ltd. Tata AIG Tata AIG Tata Sky
Ltd. Infra Tele Teleservices Internet Support Services Consultancy Life General Ltd.
Ltd. Ltd. Services Ltd. (formerly- Services Ltd. Insurance Insurance (formerly
Ltd. E2E Serwiz Co. Ltd. Co. Ltd. Space TV
Solutions Ltd.) Ltd.)
1 2 3 4 5 6 7 8 9 10
1) Expenses :
- Salary - - 6.44 - - - - - - -
- Customer Service and Call Centre Cost - - 11.13 - 2.63 21.91 - - - -
- Advertisement and Business - - 12.70 - - - - - - 0.01
promotion expenses (Net)
- Network operation cost - 26.70 6.19 - - - - - - -

- Administrative and Other Expenses - - 17.45 - - - - - - -
- Rent 0.02 - 0.24 1.66 - - 0.06 - - -
- Interconnect and Access charges (Net) - - 26.14 - - - - - - -
- Infrastructure Sharing Charges - 17.41 - - - - - - - -
- Interest - - - - - - - - - -
2) Income :
- Towards Recharge Coupon Vouchers - - 10.77 - - - - - - -
- Rent - - 1.10 - - - - - - -
- Rendering Telecom Services 0.34 - 7.79 0.02 0.60 17.88 0.11 3.60 1.36 1.07
48
- Profit on transfer of Tower Business Hive-off - 0.07 - - - - - - - -
3) Reimbursement of Expenses - 0.26 3.97 - - - - - - -
4) Investment in Subsidiary during the year - 74.99 - - - - - - - l-
5) Purchase of Fixed Asset - - 47.28 - - 0.03 - - - -

6) Net Value on transfer of Tower Business Hive-off - 293.23 - - - - - - - -
7) Unsecured Loan repaid - - - - - - - - - -
8) Security Deposits taken - - 1.73 - - - - - - -
9) Unsecured Loan taken - - - - - - - - - -
10) Outstanding as at March 31, 2009 :
Sundry Debtors 0.10 - 1.66 - 0.15 2.20 0.02 0.61 0.48 0.16
Sundry Creditors - - 15.20 0.93 - 4.55 - - - -
Loans and Advances - 11.89 - - - - 0.01 - - -
11) Investment in Subsidiary as at March 31, 2009 - 75.00 - - - - - - - -
Since the figures are less than the denominations disclosed, the figures donot appear
Figures above are inclusive of Service Tax where ever applicable
Key Management
Particulars
Personnel
CMC Tata Asset Tata Infiniti E-NXT TCE Tata Others Managing
Ltd. Management Securities Retail Financials Consulting Capital Director
Total
Ltd. Ltd. Ltd. Pvt Ltd. Engineers Ltd.
Ltd.
11 12 13 14 15 16 17 18 19
1) Expenses :
- Salary - - - - - - - - 1.85 8.29
- Customer Service and Call Centre Cost - - - - - - - - - 35.67
- Advertisement and Business - - - 0.41 - - - - - 13.12
- Network operation cost - - - - - - - - - 32.89
- Administrative and Other Expenses - - - - - - - - - 17.45
- Rent - - - - - - - - - 1.98
- Interconnect and Access charges (Net) - - - - - - - - - 26.14
- Infrastructure Sharing Charges - - - - - - - - - 17.41
- Interest - - - - - - 0.20 - - 0.20
2) Income :
- Towards Recharge Coupon Vouchers - - - - - - - - - 10.77
- Rent - - - - - - - - - 1.10
- Rendering Telecom Services 0.54 0.44 0.33 0.48 1.19 0.42 0.80 0.01 0.01 36.99
49
- Profit on transfer of Tower Business Hive-off - - - - - - - - - 0.07
3) Reimbursement of Expenses - - - - - - - - - 4.23
4) Investment in Subsidiary during the year - - - - - - - - - 74.99
5) Purchase of Fixed Asset - - - - - - - - - 47.31
6) Net Value on transfer of Tower Business Hive-off - - - - - - - - - 293.23
7) Unsecured Loan repaid - - - - - - 20.00 - - 20.00
8) Security Deposits taken - - - - - - - - - 1.73
9) Unsecured Loan taken - - - - - - 20.00 - - 20.00
Sundry Debtors (0.06) 0.02 0.04 0.04 0.26 0.03 0.23 0.03 - 5.97
Sundry Creditors - - - - - - - - - 20.68
Loans and Advances - - - - - - - 0.01 - 11.91
11) Investment in Subsidiary as at March 31, 2009 - - - - - - - - - 75.00
The above includes Rs. 0.77 Crores given to Mr. Charles Anthony (Ex Managing Director) towards performance pay for the financial year 2007-08
Others Include
Tata Realty & Infrastructure Ltd.
Tata Investment Corporation Ltd.
Ewart Investments Ltd.
Tata Petrodyne Ltd.
Computational Research Laboratories Ltd.
Tata Trustee Company Private Ltd.
Related Party disclosures (in terms of Accounting Standard - 18)
th
(Rs. in Crores)
Holding Key Management
For the year ended March 31, 2008 Fellow Subsidiaries
Company Personnel
Tata Sons Tata Tata Tata Business Tata Tata AIG Others Charles Dr. Mukund
Ltd. Teleservices Internet Support Consultancy Life Antony - Govind
Ltd. Services Services Services Ltd. Insurance Managing Rajan - Total
Ltd. Ltd. Co. Ltd. Director Managing
(Formerly-E2E Director
Serwiz
Solutions Ltd.)
1 2 3 4 5 6 7 8 9
Expenses :
- Salary - 5.64 - - - - - 1.40 0.04 7.08
- Interest - - - - - - - - - -
- Customer Service & Call Centre Cost - 31.73 - 6.26 - - - - - 37.99

- Advertisement and Business - 9.43 - - - - - - - 9.43
- Network operation cost - 12.97 - - - - - - - 12.97
- Miscellaneous Expenses - 16.48 - - 0.03 - 0.09 - - 16.60
- Rent - - 1.91 - - - 0.05 - - 1.96
- Purchase of Fixed Asset - 38.96 - - 0.51 - - - - 39.47
Income :
50
- Miscellaneous Income - - - - - - - - - -
- Towards Recharge Coupon Vouchers - 26.45 - - - - - - - 26.45
Reimbursement of Expenses - 6.64 - - - - - - - 6.64
Outstanding as at March 31, 2008

Sundry Debtors 0.05 0.77 0.13 (0.02) 0.97 0.13 0.72 - - 2.75
Sundry Creditors - 21.81 - 0.73 - - - - - 22.54
Other Receivables - - 0.06 - 0.02 - 0.02 - - 0.10
Others include Companies as below:

Wireless TT Info Services Ltd.
THDC Ltd.
Tata AIG General Insurance Co. Ltd.
Tata Sky Ltd. (formerly Space TV Ltd.)
CMC Ltd.
Tata Asset Management Ltd.
Tata Securities Ltd.
Infinity Retail Ltd.
E-NXT Financials Pvt. Ltd.
TCE Consulting Engineers Ltd.
Tata Capital Ltd.
ii) Details of all Related Parties and their relationships
A Holding Company 66 TRIF Structures & Builders Pvt. Ltd. (W.E.F.31.12.08)

Tata Sons Limited 67 TRIF Trivandrum Projects Pvt. Ltd.
B Subsidiary Companies 68 TRIL Airport Developers Ltd.
21st Century Infra Tele Limited (W.E.F. 01.07.08) 69 TRIL Constructions Ltd.
C List of Fellow Subsidiaries 70 TRIL Developers Ltd.
1 Actve Digital Services Pvt Ltd (W.E.F. 21.04.2008) 71 APONLINE Limited
2 Computational Research Laboratories Limited 72 C-Edge Technologies Limited
3 Concept Marketing and Advertising Limited 73 CMC Americas Inc
4 e-Nxt Financials Limited 74 CMC Limited
5 Ewart Investment Private Limited 75 Custodia De Documentos Interes Limitada
6 Ewart Investments Limited 76 Diligenta Limited
7 Good Health TPA Services Limited (W.E.F. 11.09.08) 77 Financial Network Services (Africa) (Pty) Ltd.
8 Infiniti Retail Limited (formerly Value Electronics Limited) 78 Financial Network Services (Beijing) Co. Ltd.
9 Nova Integrated Systems Limited (W.E.F. 26.09.08) 79 Financial Network Services (Europe) plc (Ceased to be a subsidiary
10 Panatone Finvest Limited w.e.f. 2.12.2008 )
11 Tara Aerospace Systems Limited (W.E.F. 26.09.08) 80 Financial Network Services (H.K.) Limited
12 Tata Advanced Systems Limited (W.E.F. 26.09.08) 81 Financial Network Services Malaysia Sdn Bhd (Under Voluntary Liquidation)
13 Tata AG, Zug 82 MP Online Limited
14 Tata AIG General Insurance Company Limited 83 PT Financial Network Services
15 Tata AIG Life Insurance Company Limited 84 PT Tata Consultancy Services Indonesia
16 Tata Asset Management (Mauritius) Pvt Limited 85 Syscrom S.A.
17 Tata Asset Management Limited 86 Tata America International Corporation
18 Tata Business Support Services Limited (formerly E2E SerWiz Solutions Limited) 87 Tata Consultancy Services (Africa) (PTY) Ltd.
19 Tata Capital Advisors Pte. Limited (W.E.F. 05.12.08) 88 Tata Consultancy Services (China) Co., Ltd.
20 Tata Capital Housing Finance Limited (W.E.F. 15.10.08) 89 Tata Consultancy Services (Philippines) Inc. (w.e.f. 19.9.2008 )
21 Tata Capital Limited (formerly Primal Investment and Finance Limited) 90 Tata Consultancy Services (South Africa) (PTY) Ltd.
22 Tata Capital Markets Limited 91 Tata Consultancy Services (Thailand) Limited (w.e.f. 12.5.2008 )
23 Tata Capital Markets Pte. Limited (W.E.F. 05.12.08) 92 Tata Consultancy Services Argentina S.A. (formerly TCS Argentina S.A.)
24 Tata Capital Pte. Limited (W.E.F. 17.07.08) 93 Tata Consultancy Services Asia Pacific Pte Ltd.
25 Tata Consultancy Services Limited 94 Tata Consultancy Services Belgium SA
26 Tata Housing Development Company Limited (formerly THDC Limited) 95 Tata Consultancy Services BPO Chile SA (Formerly
27 Tata International AG, Zug Tata Consultancy Services Chile Limitada)
28 Tata Internet Services Limited 96 Tata Consultancy Services Canada Inc.(formerly Exegenix Canada Inc. )
29 Tata Investment Corporation Limited 97 Tata Consultancy Services Chile S.A.
30 Tata Limited 98 Tata Consultancy Services De Espana S.A.
31 Tata Pension Management Ltd 99 Tata Consultancy Services De Mexico S.A., De C.V.
32 Tata Petrodyne Limited 100 Tata Consultancy Services Deutschland GmbH
33 Tata Realty and Infrastructure Limited 101 Tata Consultancy Services Do Brasil Ltda (Formerly
34 Tata Securities Limited Tata Consultancy Services Do Brasil S.A.)
35 Tata Sky Limited 102 Tata Consultancy Services France SAS (Formerly TKS - Tecknosoft (France) SAS)
36 Tata Teleservices Limited 103 Tata Consultancy Services Japan Ltd.
37 Tata Trustee Company Pvt. Ltd. 104 Tata Consultancy Services Luxembourg S.A
38 TC Travel And Services Limited (W.E.F. 15.10.08) 105 Tata Consultancy Services Malaysia Sdn Bhd
39 TCE Consulting Engineers Limited 106 Tata Consultancy Services Morocco SARL AU
40 Tce QSTP-LLC (W.E.F. 07.07.08) 107 Tata Consultancy Services Netherlands BV
41 TRIF Investment Management Limited 108 Tata Consultancy Services Portugal Unipessoal Limitada
42 Wireless TT Info Services Limited 109 Tata Consultancy Services Sverige AB
43 Acme Living Solutions Pvt. Ltd. (W.E.F.29.01.09) 110 Tata Consultancy Services Switzerland Ltd. (Formerly TKS - Tecknosoft S.A.)
44 Ahinsa Realtors Pvt. Ltd. 111 Tata Information Technology (Shanghai) Company Limited
45 Ardent Properties Pvt. Ltd. (W.E.F.19.12.08) 112 Tata Infotech (Singapore) Pte. Limited
46 Arrow Infra Estates Pvt. Ltd. (W.E.F.30.09.08) 113 Tata Infotech Deutschland GmbH (Ceased to be a subsidiary w.e.f. 22.10.2008 )
47 Gurgaon Construct Well Pvt. Ltd. (formerly Unitech 114 TATASOLUTION CENTER S.A
Construct Well Pvt. Ltd.) (W.E.F.30.09.08) 115 TCS e-Serve America, Inc (w.e.f.10.2.2009 )
48 Gurgaon Infratech Pvt. Ltd. (formerly Unitech Infratech Pvt. Ltd.) 116 TCS e-Serve International Limited (Formerly CGSL
(W.E.F.30.09.08) International Limited)(w.e.f. 31.12.2008 )
49 Gurgaon Realtech Ltd.(formerly Unitech Real Tech Ltd.) (W.E.F.30.09.08) 117 TCS e-Serve Limited (Formerly Citigroup Global Services Limited)
50 Landscape Structures Pvt. Ltd. (W.E.F.19.12.08) (w.e.f. 31.12.2008 )
51 Navinya Buildcon Pvt. Ltd. 118 TCS Financial Management, LLC
52 Pioneer Infratech Pvt. Ltd. 119 TCS Financial Solutions Australia Holdings Pty Limited
53 TRIF Amritsar Projects Private Limited ((W.E.F.18.09.08) (Formerly Financial Network Services (Holdings) Pty. Limited)
and Ceased to be a subsidiary w.e.f. 01.03.09) 120 TCS Financial Solutions Australia Pty Limited (Formerly
54 TRIF Constructions Pvt. Ltd. (W.E.F.12.12.08) Financial Network Services Pty. Limited)
55 TRIF Erectors Pvt. Ltd. (W.E.F.31.12.08) 121 TCS FNS Pty. Limited
56 TRIF Gandhinagar Projects Pvt. Ltd. 122 TCS Iberoamerica SA
57 TRIF Hyderabad Projects Pvt. Ltd. 123 TCS Inversiones Chile Limitada
58 TRIF Infrastructure Pvt. Ltd. 124 TCS Italia SRL
59 TRIF Kochi Projects Pvt. Ltd. 125 TCS Management Pty Ltd.
60 TRIF Kolkata Projects Pvt. Ltd. 126 TCS Solution Center S.A.
61 TRIF Mega Projects Pvt. Ltd (W.E.F.31.12.08) 127 WTI Advanced Technology Ltd.
62 TRIF Modern Superstructures Pvt. Ltd. (W.E.F.31.12.08) D Key Management Personnel (Managing Director)
63 TRIF Property Development Pvt. Ltd. 1 Dr Mukund Govind Rajan (from Feb 28, 2008)
64 TRIF Real Estate and Development Pvt. Ltd. 2 Charles Anthony (Upto Feb 29, 2008)
65 TRIF Realty Projects Pvt. Ltd.
51
th
16. Derivatives
i) Outstanding derivatives :
As at Mar 31, 2009 As at March 31, 2008
USD in Rs. in USD in Rs. in
Millions Crores Millions Crores
a) Forward Contracts 94.49 479.28 - -
b) Currency options for hedging of foreign
currency exposure - - 26.90 107.87
Total 94.49 479.28 26.90 107.87
c) Interest Rate Swaps 80.30 407.26 25.90 103.86
ii) The mark to market loss of outstanding currency options and interest rate swaps as at the year-end aggregate to
Rs. Nil (Previous year Rs.13.57 Crores).
iii) The foreign currency exposure that are not hedged by derivative instruments:
As at Mar 31, 2009 As at March 31, 2008
USD in Rs. in USD in Rs. in
Millions Crores Millions Crores
FCCB (including redemption premium) 15.81 80.17 18.60 74.59
Vendor payables 50.62 256.74 81.60 327.34
66.43 336.91 100.20 401.93
March 31, 2009 March 31,2008

17 Earnings Per Share Data
i) Loss after Tax (Rs. in Crores) 159.60 125.74
ii) Weighted average number of shares outstanding. 1,897,100,866 1,848,516,984
iii) Nominal Value of Equity Shares (Rs.) 10 10
iv) Basic Earnings per Share (Rs.) (0.84) (0.68)
v) Diluted Earnings per Share (Rs.) (0.84) (0.70)
In calculating the earnings per share the effect of dilution on account of outstanding ESOPs and FCCBs is ignored since
results are anti- dilutive.
18. Quantitative details of principal items of goods traded (Starter Kits):
Quantity Value
(Nos.) Rs. in Crores
a) Opening Stock 603678 2.22
(535597) (2.22)
b) Purchases 2935085 9.16

(2079026) (7.80)
c) Sales 2864615 18.78

(2010945) (13.40)
d) Closing Stock 674148 2.01

(603678) (2.22)
19. Following units have been purchased and redeemed by the Company during the year ended March 31, 2009:
No. of Units FaceValue (Rs.) Cost (Rs. in Crores)
HDFC Cash Mgt Fund - Savings Plan Growth 20852562 10 37
ICICI Prudential Institutional Liquid Plan- Super Inst. Growth 7701668 10 10
52
20. Managerial Remuneration
i) Managing Director
2008-09 2007-08
Salaries 1.11 1.21
Contribution to Provident and other Fund 0.06 0.15
Monetary value of perquisites 0.68 0.09
Total 1.85 1.45
Note:
a) 2008-09 figures include Rs.0.77 Crores paid during the year for 2007-08 on account of bonus / performance
pay
b) 2007-08 figures include Rs.0.57 Crores paid during the year for 2006-07 on account of bonus / performance
pay.
c) Managerial remuneration for 2008-09 includes Rs.0.77 Crores (2007-08 includes Rs. 1.40 Crores) paid to
previous Managing Director.
ii) Non-executive Directors
2008-09 2007-08
Directors' Sitting Fees 0.03 0.03
21. The Company commenced provision of mobile services using CDMA technology in the year 2003. Currently, the
Company provides fixed wireless telephony services using the erstwhile Time Division Multiple Access (TDMA)
technology to certain selected Village Public Telephone (VPT) customers only. Since the erstwhile TDMA technology
has become obsolete, the Company has during the previous year decided to dispose off the fixed assets pertaining to
TDMA technology except for those being utilized to service the aforesaid VPT Customers, aggregating Rs.610.75
Crores (Net block Rs.4.64 Crores) {including those lying in capital inventory aggregated to Rs.13.81 Crores (Net Block
Nil)}. Accordingly the said assets were retired from active use and transferred to 'Assets awaiting disposal', at an
estimated realisable value of Rs. 2.30 Crores in the previous year, of which during the current year the Company has
written off assets aggregating Rs.1.20 Crores being not realizable.
22. The Company, during the year, has identified certain Network Interface Units (NIU's), which have been disconnected
and are not in use (including not retrieved) and also have been fully depreciated in the books of account. The
management, having regard to the present condition of the said NIUs, their future usability and the fact that these NIUs
have been fully depreciated, have decided to write-off the same. Accordingly the said NIU's aggregating Rs.368.58
Crores (cost) have been written off during year and removed from the block of fixed assets.
23. The Company during the previous year, has been granted approval by DoT for providing telecommunication services
using GSM technology under the terms of the existing Unified Access Services Licenses.The amounts paid towards the
related license fees aggregating Rs.392.66 Crores have been capitalised as intangible assets. The Company has
already been allotted trial Spectrum by DoT for Mumbai Service Area , Maharashtra and Goa Service Area.
In accordance with it's accounting policy, the Company will commence amortization of the license fees paid, on
commencement of GSM operations and will amortise such fees over the remaining life of the respective license.
The borrowing costs attributable to the GSM operations aggregating Rs.45.63 Crores (Previous Year Rs.8.63 Crores)
have been capitalized during the year in accordance with AS 16 on 'Borrowing Costs' and included under Capital Work
in Progress.
24. As per information available with the Company, none of the creditors has confirmed that they are registered under the
Micro, Small and Medium enterprises Development Act, 2006.The disclosure regarding dues to such creditors is given
accordingly in Schedule 11.
25. During the year, the Company has acquired a wholly owned subsidiary viz. 21st Century Infra Tele Limited (21st
Century).
Consequent to the Shareholders approval on transfer of “Passive Tower Infrastructure Business” ('PI Business'), the
Company has entered into a Business Transfer Agreement ('BTA') on September 30, 2008 to transfer the same on a
going concern basis to 21st Century. The transfer includes transfer of assets (fixed and current), liabilities (specific)
53
th
related to the PI Business for a lump sum consideration of Rs.293.30 Crores.The book value of the assets and liabilities
transferred as at September 30, 2008 and the resulting profit are as follows:
Particulars As at
September 30, 2008
(Rupees in Crores)
Fixed assets (WDV) 271.91
Capital Work in Progress 11.73
Current assets 13.03
Current liabilities (3.44)
Total 293.23
Less: Sale Consideration 293.30
Profit 0.07
26. With effect from April 1, 2008, the Company has decided to recognise the upfront (Universal Service Obligation) USO
subsidy granted by Department of Telecommunication over the remaining validity period of the scheme/agreement as
against the method of recognizing the said revenue over a period of 5 years from the date of receipt from DoT.
Accordingly, "Other Income" for the year is higher by Rs.17.95 Crores, and "Loss after tax " is lower by the like amount.
27. The Central Government, vide notification dated March 31, 2009, amended AS 11 on ´The Effect of Changes in Foreign
Exchange Rates´, whereby, companies have been given an option to account for exchange differences arising on
reporting of long-term foreign currency monetary items (assets/liabilities) in so far as they relate to acquisition of a
depreciable capital asset, to be added/deducted from the cost of the asset and for others to be accumulated in a
separate reserve to be amortized over the balance life of the asset/liability but not beyond March 31, 2011. The
aforesaid option is effective with retrospective effect in respect of accounting periods commencing on or after
December 7, 2007. The Company has exercised this option and has given the following effect in the accounts for the
aforesaid:
a) Exchange gain (net of depreciation) relating to year ended March 31, 2008 adjusted in debit balance of Profit and
Loss account and Plant and Machinery aggregating to Rs. 18.76 Crores.
b) Exchange loss relating to year ended March 31, 2009 adjusted against carrying value of fixed assets aggregating
to Rs. 49.45 Crores.
Due to the aforesaid option exercised by the Company, the depreciation for the year is higher by Rs. 0.88 Crores and the
loss for the year is lower by Rs. 48.57 Crores and the amount (after the aforesaid adjustments) of Plant and Machinery
remaining to be amortised as at March 31, 2009 aggregates to Rs. 29.81 Crores.
28. The accumulated losses of the Company at the close of the year have exceeded its paid-up capital and reserves. This,
however, is not uncommon for telecommunication service providers in their initial years of commercial operations, due
to high operation costs of heavy infrastructure and high capital requirement for building the network. The Company is
consistently making cash profits, and has been able to grow its subscriber base and network. The Company is in
advanced stages of financial closure for proposed GSM and other Network Roll out and would be able to meet its further
funding requirements. The Company in the previous year had also paid Rs.392.66 Crores as license fees for providing
services using GSM technology under the existing licenses and expects to roll-out the related services during the next
financial year. Based on the foregoing considerations, the Company is confident of it's ability to continue in business as
a going concern and the accounts have accordingly been prepared on this basis.
29. Figures of the previous year are regrouped and reclassified wherever necessary to correspond to figures of the current
year.
Signatures to Schedules '1' to '17'
A.B. Jani Kishor A. Chaukar Dr. Mukund Rajan

S. Venktesan Madhav J. Joshi

(Chief Financial Officer) (Chief Legal Officer
& Company Secretary)
Place : Mumbai Place : Mumbai
Dated: May 11, 2009 Dated: May 11, 2009
54
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2009
2008-09 2007-08
A Cash flows from operating activities
Net Loss before tax (158.39) (124.81)
Adjustments for :
Depreciation/Amortisation 446.79 439.35
Gain on Fixed assets sold/written off (Net) - (1.79)
Loss on Fixed assets sold/written off/retired from active use.(Net) 0.34 2.34
Profit on transfer of Tower Business Hive off (0.07) -
Profit on redemption of units (Current Investment) (0.03) (0.07)
Foreign exchange loss/(gain) (Net) 36.13 (9.98)
Interest income - (1.21)
Finance and Treasury charges (Net) 268.68 182.27
751.84 610.91
Operating profit before working capital changes 593.45 486.10
(Increase) in Sundry Debtors (39.25) (31.16)

(Increase) in Loans and Advances (95.95) (43.32)
Decrease in Inventory 0.21 -
(Decrease)/Increase in Current liabilities and Provisions (75.58) 69.78
Cash Generated from operations 382.88 481.40
Fringe Benefit Tax paid (1.21) (0.93)
Net Cash generated from operating activities 381.67 480.47
B Cash flow from investing activities
Purchase of Fixed Assets (798.25) (1,207.99)
Proceeds from sale of Fixed Assets 1.32 3.47
Proceeds from Hive off of Tower business 293.30 -
Investment in Subsidiary (75.00) -
Profit on redemption of units (Current Investment) 0.03 0.07
Interest received - 1.21
Net Cash used for investing activities (578.59) (1203.24)
C Cash flow from financing activities
Proceeds from Long term borrowings - 296.28
Repayment of Long term borrowings (213.22) (57.38)
Proceeds from Short term borrowings 1,080.33 414.00
Repayment of Short term borrowings (539.00) (11.34)
Proceeds from Acceptance and Cash Credit ( Net) 151.27 162.93
Finance and Treasury charges paid (289.43) (130.87)
Net cash generated from financing activities 189.95 673.62
Net decrease in cash or cash equivalents (6.98) (49.15)
Cash and cash equivalents at beginning of the year 34.46 83.61
Cash and cash equivalents at end of the year 27.48 34.46
(6.98) (49.15)
Notes to Cash Flow Statement

1. Components of Cash and Cash Equivalents includes Cash, bank balances in Current and Term Deposit Accounts (Refer Schedule 7 to the Balance
Sheet).
2. Purchase of Fixed Assets are inclusive of movements in Capital Work in Progress between the commencement and end of the year
3. Conversion of Foreign Currency Convertible Bonds into Equity Shares are not considered in the Cash Flow Statement.

A.B.Jani Kishor A. Chaukar Dr.Mukund Rajan

Place: Mumbai Place: Mumbai Company Secretary)
Date: May 11, 2009 Date: May 11, 2009
55
th
BALANCE SHEET ABSTRACT AND GENERAL BUSINESS PROFILE
I Registration Details
Registration No. 11-86354
State Code 11
Balance Sheet Date March 31, 2009
II Capital raised during the year (Rs. in Crores)
(Equity Share Capital & Security Premium Account)
Public Issue -
Rights Issue -
Bonus Issue -
Private Placement (Conversion of FCCB) 3.63
III Position of Mobilisation and Deployment of Funds (Rs. in Crores)
Total Liabilities 5,592.64
Total Assets 5,592.64
Sources of Funds
Paid-up Capital 1,897.19
Reserves & Surplus 583.16
Secured Loans 2,036.13
Unsecured Loans 1,076.16
Application of Funds
Investments 75.00
Net Fixed Assets (including Capital Work-in-Progress) 3,117.15
Net Current Assets (448.19)
Accumulated Losses 2,848.68
IV Performance of the Company (Rs. in Crores)
Turnover (including other income) 2,053.96
Expenditure 1,460.78
Loss Before Tax (158.39)
Loss After Tax (159.60)
Earning Per Share (Rs.) (0.84)
Dividend Rate -
V Generic Names of three Principal Products/Services of the Company
Item Code No. (ITC Code) Not Applicable
Product Description Telecommunication Services
For and on behalf of the Board
Kishor A. Chaukar Dr. Mukund Rajan

(Chairman) (Managing Director)

Company Secretary)
Place: Mumbai
` Date: May 11, 2009
56
Auditors' Report
To, the Board of Directors of Tata Teleservices (Maharashtra) Limited
1) We have audited the attached Consolidated Balance Sheet of Tata Teleservices (Maharashtra) Limited (the Company)
and it's subsidiary (collectively referred to as “the Group”), as at March 31, 2009, the Consolidated Profit and Loss
account and the Consolidated Cash Flow Statement for the year ended on that date, annexed thereto. These
Consolidated Financial Statements are the responsibility of the Company's management and have been prepared by
the management on the basis of separate financial statements and other financial information regarding components.
Our responsibility is to express an opinion on these Consolidated Financial Statements based on our audit.
2) We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of
material misstatements. An audit includes, examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant
estimates made by the management, as well as evaluating the overall financial statement presentation.We believe that
our audit provides a reasonable basis for our opinion.
3) We did not audit the financial statements of the subsidiary, whose financial statements reflect total assets of Rs. 351.08
Crores as at March 31, 2009, total revenues of Rs. 4.17 Crores and net cash inflows amounting to Rs. 223.65 Crores for
the year then ended. These financial statements and other financial information have been audited by other auditors
whose report has been furnished to us, and our opinion, in so far as it relates to the amounts included in respect of this
subsidiary, is based solely on the report of the other auditors.
4) We report that the Consolidated Financial Statements have been prepared by the Company in accordance with the
requirements of Accounting Standard (AS) 21, on 'Consolidated Financial Statements' notified in the Companies
(Accounting Standard) Rules, 2006.
5) Based on our audit and on consideration of report of other auditors on separate financial statements and on the other
financial information of the components, in respect of the subsidiary referred to in paragraph 3 above, and to the best of
our information and according to the explanation given to us, we are of the opinion that the attached Consolidated
Financial Statements give a true and fair view in conformity with the accounting principles generally accepted in India :
a) in the case of the Consolidated Balance Sheet, of the state of affairs of the Group as at March31, 2009;
b) in the case of the Consolidated Profit and Loss Account, of the loss for the year ended on that date; and
c) in the case of the Consolidated Cash Flow Statement, of the cash flows for the year ended on that date.

A.B. Jani
Partner
Membership No. 46488
Mumbai
Dated: May 11, 2009
57
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CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2009

As at
Schedule March 31, 2009
Rs. in Crores
SOURCES OF FUNDS
Shareholders' Funds
Share Capital 1 1,897.19
Reserves and Surplus 2 583.16
2,480.35
Loan Funds
Secured Loans 3 2,166.13
Unsecured Loans 4 1,178.16
3,344.29
Total 5,824.64
Fixed Assets 5
Gross Block (at cost) 4,948.80
Less : Accumulated Depreciation 1,753.12
Net Block 3,195.68
Capital Work-in-Progress 229.87
3,425.55
Investments 6 10.00
Cash and Bank Balances 7 27.49
Sundry Debtors 8 252.67
Inventories 9 2.01
Loans and Advances 10 308.75
590.92
Less : Current Liabilities and Provisions
Current Liabilities 11 1,024.14
Provisions 12 36.71
1,060.85
Net Current Liabilities (469.93)
Profit and Loss Account 2,859.02
Total 5,824.64



Company Secretary)
Date: May 11, 2009 Date: May 11, 2009
58
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED MARCH 31, 2009
Schedule 2008-09
Rs. in Crores
INCOME
Telecommunication Services 13 1,941.68

Infrastructure Sharing Revenue 4.17
Other Income 14 112.21
Total 2,058.06
EXPENDITURE
Operation and Other Expenses 15 1,457.98
Profit before Finance and Treasury charges, 600.08

Finance and Treasury Charges (Net) 16 305.68
Depreciation /Amortisation. (Refer Note a of Schedule 5) 463.13
Loss before tax (168.73)

Provision for Tax
- Fringe Benefits Tax 1.21
Loss after tax (169.94)
Balance brought forward (2,670.32)

Add: Adjustment on account of notification on transitional
provision of Accounting Standard 11 (Refer Note 26 of Schedule 17) (18.76)
(2,689.08)
Balance carried to Balance Sheet (2,859.02)
Earnings Per Share - Basic and Diluted (Rs.) (0.90)

(Refer Note 17 of Schedule 17)
Par Value (Rs.) 10.00



Company Secretary)
Date: May 11, 2009 Date: May 11, 2009
59
th
SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET

AS AT MARCH 31, 2009
As at
March 31, 2009
Rs. in Crores
SCHEDULE - 1
SHARE CAPITAL
Authorised
2,500,000,000 Equity Shares of Rs.10/- each 2,500.00
2,500.00
Issued and Subscribed
1,897,190,504 Equity Shares of Rs.10/- each fully paid-up 1,897.19
1,897.19
Notes:
1. Of the above 1,245,259,393 Equity Shares are held up by Tata Sons Limited (the ultimate Holding Company) and
its Subsidiaries.
2. Of the above 3,626,786 Equity Shares are issued during the period on conversion of Foreign Currency Convertible
Bonds.
SCHEDULE - 2
RESERVES AND SURPLUS
Securities Premium account:-

Balance at the beginning of the year 576.17
Add: On conversion of Foreign Currency Convertible Bonds 6.99
Balance at the end of the year 583.16
SCHEDULE - 3
SECURED LOANS
From Banks (Refer note 1 below)

Term Loans 1,553.68
Cash Credit Accounts 47.87
Acceptances 564.57
2,166.12
Deferred payment credits (Refer note 2 below) 0.01
2,166.13
60
Notes :
1. Loans from Banks are secured by either one or more of the following as per terms of the arrangements with
respective banks:
- by first pari pasu charge on the movable and/or immovable assets of the company,
- by pledge of shares of promoters,
- by assignment of the proceeds on sale of network in the event of cancellation of the telecom license,
- by assignment of telecom license,
- by hypothecation of present and future book debts and outstanding money receivable,
2. Secured by hypothecation of vehicles acquired out of the loans.
SCHEDULE - 4
UNSECURED LOANS
Foreign Currency Convertible Bonds (FCCB) 67.16

(Refer note below)
From Banks
- Short Term Loans 1,111.00
1,178.16
Note:
During the year ended March 31, 2005, the Parent Company issued FCCB of USD 125 millions at an interest rate of 1%
per annum (payable semi-annually). The holders of these Bonds have an option to convert the Bonds into Equity Shares
of the Parent company on or after July 1, 2004 at a pre-determined price of Rs.24.96 per Equity Share .Subsequent to
rights issue of Equity Shares, the conversion price has been adjusted to Rs.24.49 per Equity Share.The Bonds that are
not converted into Equity Shares, are redeemable at a premium of 19.38% at the end of 5 years from the date of issue.
61
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SCHEDULE - 5
FIXED ASSETS
(Rs. in Crores)
Notes As at Adjust- Addi- Deletions As at Upto Adjust- For the Deletions Upto As at
April 1, ments tions March 31, April 1, ments period March 31, March 31,
2008 (Refer 2009 2008 (Refer 2009 2009
Note c) Note c)
Tangible Assets
Leasehold assets
Land 6.38 - 0.73 - 7.11 1.04 - 0.10 - 1.14 5.97
Office premises 6.86 - - - 6.86 1.15 - 0.23 - 1.38 5.48

Buildings 8.66 - 5.15 - 13.81 0.73 - 0.08 - 0.81 13.00
Plant and Machinery ( b) 3,421.06 19.87 793.40 371.68 3,822.91 1,294.15 1.11 420.83 370.07 1,343.80 2,479.11
Furniture, Fixtures and
Office Equipment 70.65 - 13.97 0.78 83.84 53.14 - 11.13 0.74 63.53 20.31
Vehicles 1.52 - 0.28 0.07 1.73 0.73 - 0.29 0.06 0.96 0.77
Intangible Assets
License (d) 925.21 - - - 925.21 279.63 - 26.63 - 306.26 618.95
62
Indefeasible Rights of 61.43 - 1.48 - 62.91 12.42 - 1.74 - 14.16 48.75
Use ('IRU')
Computer Software 22.94 - 1.48 - 24.42 20.59 - 0.49 - 21.08 3.34
4,524.71 19.87 816.49 372.53 4,948.80 1,663.58 1.11 461.52 370.87 1,753.12 3,195.68
Capital Work-In-Progress:
Capital advances 28.02
Capital Inventory [net of provision for obsolescence of Rs. 18.11 Crores] 125.85
Assets under construction (Refer Note 23 of schedule 17) 76.00
229.87
Notes:
(a) Depreciation in the Profit and Loss Account for the year includes amounts aggregating to Rs. 1.61 Crores on account of related provision for obsolescence
on capital inventory.
(b) Deletion of Plant and Machinery includes assets aggregating to Rs. 368.58 Crores (Gross Block) written off. (Refer note 22 of Schedule 17).
(c) Adjustments in Gross Block and depreciation pertain to adjustment on account of notification on transitional provision of Accounting Standard 11 (Refer Note
26 of Schedule 17) .
(d) Remaining amortisation period for CDMA License fees 8.5 years (Also refer Note 23 of Schedule 17) .
As at
March 31, 2009
Rs. in Crores
SCHEDULE - 6
INVESTMENT
Current Investment (At lower of cost or net realizable value) (Quoted)
Non - Trade:
77,01,448.944 units of ICICI Prudential Liquid Plan Super Institutional Growth 10.00
Plan - Face Value of Rs 10 each (NAV of Rs. 12.99 each)
10.00
SCHEDULE - 7

Cash on hand 0.02

- Current Accounts 27.41
- Cash Credit Accounts (Refer Note 1 of Schedule 3) 0.06
27.49
SCHEDULE - 8
SUNDRY DEBTORS
(Unsecured )
Outstanding for a period exceeding six months 276.45
Others 237.06
513.51
Less: Provision 260.84
252.67
Note:
Considered good 252.67
Considered Doubtful 260.84
SCHEDULE - 9
INVENTORY
Traded Goods
Starter Kits 2.01
2.01
63
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March 31, 2009
Rs. in Crores
SCHEDULE - 10
LOANS AND ADVANCES

(Unsecured)
Advances recoverable in cash or in kind or for value to be received 265.77
[Includes Rs.0.18 Crores due from an officer of the Company
Maximum amount outstanding at any time during the year is Rs.0.18 Crores]
Premises and other deposits 40.05
Assets retired from active use awaiting Disposal (Refer Note 21 of Schedule 17) 0.56
Advance Tax paid (Tax Deducted at Source) 4.99
311.37
Less : Provision 2.62
308.75
Note :
Considered good 308.75
Considered doubtful 2.62
SCHEDULE - 11
Current Liabilities
Sundry Creditors (Refer Note 24 of Schedule 17)
Total Outstanding dues of Micro Enterprises and Small Enterprises -
Total Outstanding dues of Creditors other than Micro Enterprises and Small Enterprises:
- Under Usance Letter of Credit 136.33
- Others 735.88
872.21
Deposits from Customers and others 86.07
Interest accrued but not due on loans 4.97
Other liabilities 60.89
1,024.14
Note: Other Liabilites include temporary overdrawn bank balances aggregating to Rs.10.74 Crores
SCHEDULE - 12
Provisions
For Contingencies 16.74
For Retirement benefits 5.27
For Premium on Redemption of FCCB 14.55
For Fringe Benefits Tax (net of advances) 0.15
36.71
Note: Provision for contingencies relate to certain claims by vendors on the Company made in earlier years and there is
no movement in the same during the period.
64
SCHEDULES FORMING PART OF CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED AS AT MARCH 31, 2009
April 1, 2008 to
March 31, 2009
Rs. in Crores
SCHEDULE - 13
TELECOMMUNICATION SERVICES
Telephony 1,679.95
Internet Services 48.81
Interconnection Usage Charges [including in respect of earlier years Rs.5.46 Crores] 194.14
Sale of Traded Goods 18.78
1,941.68
SCHEDULE - 14
OTHER INCOME
Subsidies from Department of Telecommunications (DoT) (Refer Note 25 of schedule 17) 92.94
Liability in respect of earlier years written back 8.21
Infrastructure Sharing 4.28
Sale of Refurbished NIU's 2.91
Miscellaneous Receipts 3.87
112.21
SCHEDULE - 15

Revenue Share to DoT 171.34
Repairs and Maintenance - Plant and Machinery [including capital inventory 63.03
consumed Rs 15.71 Crores]
Power 59.15
Rent 19.66
Rates and taxes 8.88
Insurance 1.08
Infrastructure Sharing Cost 25.23
Others 11.58
359.95
Interconnection and Other access costs [including in respect of earlier years Rs.5.98 Crores] 474.64

Salaries and Bonus [Net of excess provision for earlier year written back Rs. 5.80 Crores] 98.76
Contribution to Provident and other Funds 5.62
Staff Welfare 8.60
112.98
65
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SCHEDULES FORMING PART OF CONSOLIDATED PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED AS AT MARCH 31, 2009
April 1, 2008 to
Mar 31, 2009
Rs. in Crores

Rent 14.12
Rates and taxes 6.68
Repairs and Maintenance -others 6.08
Travel and conveyance expenses 18.48
Collection/Credit verification charges 12.58
Customer service and call centre cost 80.11
Assets awaiting disposal written off (Refer Note 21 of Schedule 17) 1.20
Loss on Fixed assets sold/written off/retired from active use (Net) 0.34
Provision for Bad/Doubtful debts and advances 15.75
(Net of insurance received amounting to Rs.4.59 Crores)
Insurance Expenses 0.04
Miscellaneous expenses 55.90
Contractual and other claims and liabilities (Net) 1.26
212.54
Marketing and business promotion expenses
Advertisement and business promotion expenses 105.52
Hand set Subsidy (Net of Rs.7.64 Crores incentive received) 83.74
Sales Commission and Expenses 99.25
Traded Goods - Starter Kits
Opening Stock 2.22
Purchases 9.15
Less: Closing stock 2.01
9.36
297.87
1,457.98
SCHEDULE - 16
FINANCE AND TREASURY CHARGES (NET)
Interest
On Fixed Term Loans 275.19
Others 13.66
Expenses for loan arrangement, bill discounting and bank charges 26.36
Foreign exchange fluctuations (Net) 36.13
351.34
Less: Interest Capitalized (Refer Note 23 of schedule17) 45.63
305.71
Less: Profit on redemption of units (Current Investment) 0.03
305.68
66
SCHEDULES FORMING PART OF THE CONSOLIDATED subsidiary have been consolidated using uniform
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT accounting policies for like transaction and other events in
similar circumstances.
SCHEDULE 17
(c) Use of estimates
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO
FINANCIAL STATEMENTS The preparation of financial statements in conformity with
generally accepted accounting principles requires
1. Company background
estimates and assumptions to be made that affect the
Tata Teleservices (Maharashtra) Limited (“TTML”/”Parent reported amounts of assets and liabilities and disclosure
Company”), is licensed to provide basic and cellular of contingent liabilities on the date of the financial
telecommunication services. TTML presently holds two statements and the reported amounts of revenues and
Unified Access (Basic and Cellular) Service Licenses, one expenses during the reporting year. Differences between
for Mumbai Service Area and another for Maharashtra and actual results and estimates are recognised in the periods
Goa and provides telecommunication services using in which the results are known / materialise.
Code Division Multiple Access (CDMA) technology. TTML
(d) Fixed Assets
has also been granted approval by Department of
Te l e c o m m u n i c a t i o n s ( D o T ) f o r p r o v i d i n g Fixed assets are stated at their historical cost of
telecommunication services using Global System for acquisition or construction, less accumulated
Mobile Communications (GSM) technology under the depreciation/amortisation. Cost includes all costs incurred
aforesaid licenses. TTML has already been allotted trial to bring the assets to their working condition and location
Spectrum by DoT for Mumbai, Maharashtra and Goa (Also refer note 26).
Service Area. TTML also holds the National Internet Assets retired from active use and held for disposal are
Service provider Internet Telephony license. stated at lower of net book value or net realisable value.
TTML is a subsidiary of Tata Sons Limited (the ultimate (Refer note 21).
holding Company). Expenditure related to and incurred during the
21st Century Infra Tele Limited (“CITL”/”subsidiary”) construction period of switches and cell sites are
became a wholly owned subsidiary of TTML w.e.f July 1, capitalised as part of the construction cost and allocated
2008. CITL provides passive infrastructure support to to the relevant fixed assets.
telecommunication service providers. The Department of Capital inventory comprises switching equipment, field
Telecommunications, Ministry of Communication and IT, unit cards, tower equipment, capital stores and other
Government of India has registered CITL as a accessories that are carried under Capital Work-In-
Infrastructure Provider Category I (IP-I) with effect from Progress till such time as they are issued for new
30th September, 2008. CITL has entered into a Business installation or replacement.
Transfer Agreement with TTML on September 30, 2008 for
purchase of “Passive Tower Infrastructure Business” ('PI The Group capitalises software and related
Business') from TTML on a going concern basis for a lump implementation costs as intangible assets, where it is
sum consideration. reasonably estimated that the software has an enduring
useful life.
License fees paid by the Parent Company for acquiring
(a) Basis of preparation of financial statements licenses to operate telecommunication/internet telephony
The accompanying Consolidated Financial Statements of services are capitalised as intangible assets.
TTML and its subsidiary as aforesaid (hereinafter together Indefeasible Rights to Use ('IRU') bandwidth capacities by
referred as “the group”), have been prepared to comply in the Parent Company are capitalised as intangible assets.
all material aspects with applicable accounting principles
in India, the Accounting Standards (AS) notified in the Assets acquired pursuant to an agreement for exchange
Companies (Accounting Standards) Rules 2006. The of similar assets are recorded at the net book value of the
financial statements of the subsidiaries used in the assets given up, with an adjustment for any balancing
consolidation are drawn up to the same reporting date as receipt or payment of cash or any other form of
that of the Parent Company namely March 31, 2009. consideration.
(b) Principles of Consolidation (e) Depreciation
The financial statements of the Parent Company and its i) Fixed assets are depreciated on a straight line basis,
subsidiary have been consolidated on a line by line basis based on the following estimates of their useful
by adding together the book value of like items of assets, economic lives:
Useful Life (in years)
liabilities, income, expenses, after eliminating intra group
transactions and any unrealized gain or losses on the
Buildings 60
balances remaining within the group in accordance with
the Accounting Standard 21 on “Consolidated Financial Plant and Machinery
Statements” (AS-21). - Network Equipment 12
- Time Division Multiple Access (TDMA)
The financial statements of the Parent Company and its
Equipment (Refer note 21) 9
67
th
- Outside Plant 18 arising at the inception of the contract is amortised

- Network Interface Units (Refer note 22 ) 5 as expense or income over the life of the contract.
- Air- Conditioning Equipment 6 iv) Pursuant to the announcement on accounting for
- Generators 6 derivatives issued by the Institute of Chartered
- Electrical Equipments 6 Accountants of India (ICAI), the Parent Company in
- Computers 3 accordance with the principle of prudence as
- Office Equipments 3 enunciated in Accounting Standard 1 on 'Disclosure
of Accounting Policies' provides for losses in respect
- Computer Software 3
of all outstanding derivative contracts at the Balance
Furniture and Fittings 3 Sheet date by marking them to market. Any gains
Vehicles 5 arising on such mark to market are not recognized
ii) Leasehold land and premises are amortised as income (refer note 16 (ii)).
uniformly over the period of lease. (g) Employee benefits
iii) Amortisation on License fees is provided for Retirement benefit costs are expensed to revenue as
uniformly over the original license period of 20 years incurred.
from the date of commencement of operation. Since
the Parent Company has the intention of being in Contributions to the Provident and Superannuation Funds
business for a period well beyond 10 years and the are made in accordance with the rules of the Funds.
telecommunication business cannot be carried on The Parent Company participates in a group gratuity cum
without the Telecom license, the useful life of the life assurance scheme administered by the Life Insurance
asset will exceed the rebuttable presumption of 10 Corporation (LIC). Provision for the year in respect of
years under AS 26 on “Intangible Assets”. (Refer gratuity is made on the basis of actuarial valuation as at
note 23). the end of the year.
iv) Indefeasible Right to Use ('IRU') bandwidth Leave encashment and gratuity are provided for on the
capacities taken by the Parent Company are basis of actuarial valuation as at the end of the year.
amortised over a period of fifteen years based on a
technical estimate of useful life of the assets or (h) Revenue recognition
period of the agreement whichever is lower. Revenue from telecommunication services is recognised
v) Depreciation on additions and deletions to assets as the service is performed on the basis of actual usage of
during the year is charged to revenue pro rata to the the Parent Company's network/in accordance with
period of their use. contractual obligations and is recorded net of service tax.
The amount charged to subscribers for specialised
vi) The Group provides for obsolescence of its slow features which entitle them to access the network of the
moving capital inventory, by way of depreciation, at Parent Company and where all other services and
the rate of 33.33% p.a. of cost. products are paid for separately, are recognised as and
(f) Foreign Currency transactions when such features are activated.
i) Transactions in foreign currency are recorded at the Revenue is recognised when it is earned and no
original rates of exchange in force at the time significant uncertainty exists as to its ultimate realisation
transactions are effected. or collection.
ii) Foreign currency denominated assets and liabilities (i) Government Grants
are reported as follows: Subsidies granted by Government for providing telecom
a) Monetary items are translated into rupees at services in rural areas are recognized as income in
the exchange rates prevailing at the balance accordance with the relevant terms and conditions of the
sheet date. Non-Monetary items such as fixed scheme / agreement with DoT (refer note 25 below).
assets are carried at their historical rupee (j) Borrowing costs
values.
Borrowing costs attributable to the acquisition of a
b) Gains/losses arising on settlement of foreign qualifying asset, as defined in AS 16 on “Borrowing
currency transactions or restatement of Costs”, are capitalised as part of the cost of acquisition.
foreign currency denominated assets and Other borrowing costs are expensed as incurred.
liabilities (monetary items) are recognised in
the profit and loss account, except for long (k) Earnings per share
term assets/liabilities which pertain to The Group reports basic and diluted earnings per share in
acquisition of fixed assets which are adjusted accordance with AS 20 on “Earnings Per Share”. Basic
in the cost of fixed assets (Refer note 26). earning per share is computed by dividing the net profit or
iii) In case of forward exchange covers entered into by loss for the year by the weighted average number of Equity
the Parent Company, the premium or discount shares outstanding during the year. Diluted earnings per
68
share is computed by dividing the net profit or loss for the are discounted to their present values using a pre-
year by the weighted average number of Equity shares determined discount rate.The carrying amount is reduced
outstanding during the year as adjusted for the effects of to the recoverable amount and the reduction is recognized
all dilutive potential equity shares, except where the as an impairment loss in the profit and loss account.
results are anti-dilutive.
(s) Investments
(l) Operating Leases
Current investments are carried at lower of cost and fair
Assets taken on Lease under which all significant risks value. Long term investments are carried at cost.
and rewards of ownership are effectively retained by the
Provision is made to recognise a decline other than
lessor are classified as Operating Leases. Lease
temporary in the carrying amount of long term
payments under Operating Leases are recognized as
investments.
expenses as incurred in accordance with the respective
Lease Agreements. (t) Contingent Liabilities
(m) Cash Flow Statement Contingent Liabilities as defined in AS 29 on “Provision,
Contingent Liabilities and Contingent Assets” are
The Cash Flow statement is prepared by the indirect
disclosed by way of notes to accounts. Provision is made if
method set out in AS 3 on “Cash Flow Statements” and
it becomes probable that an outflow of future economic
presents Cash flows by operating, investing and financing
benefits will be required for an item previously dealt with as
activities of the group.
a contingent liability.
(n) Foreign Currency Convertible Bonds (FCCBs)
Expenses 3. Estimated amount of contracts remaining
to be executed on capital account and not
Premium payable on Redemption of FCCBs is fully provided for (net of advances) 525.03
provided for on issue of the FCCBs. The Securities
Premium Account is applied in providing for premium on 4. Counter guarantees given by the
redemption in accordance with Section 78 of the Act. On Parent Company 760.00
conversion of the FCCBs to Equity Shares the redemption
premium is reversed. 5. Contingent liabilities :
(i) Claims against the Parent company not
Expenses on issue of FCCBs and on Rights issue of
acknowledged as debt
Equity Shares are written off to the Securities Premium
Account in accordance with section 78 of the Act. Telecom Regulatory Matters 405.76
(Refer notes below)
(o) Finance andTreasury charges Others 98.03
Net finance and treasury charges are disclosed in the Notes:
financial statements. Interest and other income earned Contingent liabilities in respect of Telecom Regulatory
from treasury operations are reduced from the costs of Matters include:
treasury operations.
a) The Parent Company had received an Order from
(p) Inventories the Hon. Supreme Court dismissing the Parent
Company's petition regarding Access Deficit
Inventories are valued at lower of cost and net realizable
Charge (ADC) demanded by Bharat Sanchar
value. Cost of Inventories comprises all cost of purchases
Nigam Limited (BSNL) in respect of 'fixed wireless'
and other costs incurred in bringing the inventories to their
services provided under the brand name “WALKY”.
present location and condition. Cost of traded goods is
Demand notices have been received from BSNL, to
determined on weighted average basis.
pay ADC aggregating to Rs.108.49 crores for the
(q) Fringe BenefitsTax period November 14, 2004 upto February 28, 2006;
the date after which ADC is payable on Net Adjusted
Fringe Benefits Tax (FBT) is recognized as per the
Gross Revenue Basis.
provisions of the Income-tax Act, 1961 and the Guidance
Note on Accounting for Fringe Benefits Tax issued by the Out of the above, the Parent Company, has, in earlier
ICAI. years, already provided for amounts aggregating to
Rs.28.14 Crores pertaining to ADC for the period
(r) Impairment of assets
from August 26, 2005 upto February 28, 2006. The
An asset is considered as impaired in accordance with AS balance amounts aggregating to Rs. 80.35 Crores
28 on “Impairment of Assets” when at the balance sheet have been disclosed as Contingent Liability under
date there are indications of impairment and the carrying 'Telecom Regulatory Matters' as the Parent
amount of the asset, or where applicable the cash company is of the view that these demands include
generating unit to which the asset belongs, exceeds its amounts relating to 'wireline' services and ADC for
recoverable amount (i.e. the higher of the asset's net the period before August 26, 2005; the actual date
selling price and value in use). In assessing the value in after which, as per the directions of the Department
use, the estimated future cash flows expected from the of Telecom, services provided under the brand name
continuing use of the asset and from its ultimate disposal “WALKY” are to be considered as Wireless in Local
69
th
Loop (Mobile) for the purposes of ADC. The Parent (i.e.TDSAT had no jurisdiction) and facts. DoT appealed to
Company has filed a review petition in this regard the Hon'ble Supreme Court which without commenting on
and on the said basis, TDSAT vide its order dated the merits of the counter-claim confirmed that TDSAT had
August 12, 2008 held that BSNL and TTML should jurisdiction and remanded the matter to TDSAT for fresh
exchange relevant information and reconcile the adjudication. DoT has filed with TDSAT a counter-claim of
differences. The Parent Company is awaiting the Rs.2,015 Crores which includes Rs.303 Crores towards
relevant information from BSNL.The Parent loss of (opportunity to earn) license fee and interest of
Company is hopeful of success in the matter. Rs.1,712 Crores calculated upto March 31, 2008. The
TDSAT vide its order dated September 18, 2008 held that
The Parent Company during the year has made on
since the counter claim filed by DoT is in the nature of a
account payment to BSNL of Rs.50 Crores in
recovery suit appropriate court fee needs to be affixed.The
relation to the above, which is in addition to Rs. 25
matter has been adjourned for hearing on August 12,
Crores paid in earlier years.
2009.The Parent Company is hopeful of success in the
b) The Parent Company had received a demand letter matter.
dated March 17, 2008 from DoT for Rs.8.38 Crore,
Counter guarantees have been given by the Parent
being a demand for spectrum charges for the period
Company in the ordinary course of business and no
from April 1, 2005 to February 29, 2008, which was
liability is expected to accrue in this respect.
disclosed as contingent liability as at March 31,
2008. As regards other disputes and claims against the Parent
Company, appropriate competent professional advice is
This demand was subsequently revised to
available to the Parent Company based on which,
Rs.184.69 Crores by DoT, vide its demand letters
favorable outcomes are anticipated and no liability is
dated July 3, 2008, for the period from October 1,
expected to accrue to the Parent Company.
1998 to June 30, 2008 which was further increased
to Rs. 266.00 Crores vide letter dated February 28, 6. Payments to Auditors (excluding service tax) :
2009. The Parent Company has represented to the 2008-09
WPC various items of differences mentioned in the Rs. in Crores
demand orders, vide letter dated September 24,
2008. Reconciliation of the differences is in progress i) Audit fees 0.22
with the WPC.The Parent company is expecting a ii) Tax Audit fees 0.05
revised order after the completion of the
reconciliation and is hopeful of success in the matter. iii) Other matters (For Quarterly Audits,
certification work etc.) 0.21
ii) Disputed Tax demands in Appeals before relevant iv) Out of pocket expenses [Current year Rs. 64,123/-]
authorities:
7. In November 1999, the Parent Company established the
Income Tax 0.08
Employee Stock Option Plan (ESOP) under which Equity
iii) The Parent Company has imported certain capital Shares are reserved for issuance to eligible employees of
equipment under “Export promotion of Capital Goods the Parent Company. In terms of the plan, 1.20 Crores
Scheme” of the Central Government at a concessional warrants were issued to Hughes Tele.com (India) Limited
rate of Customs Duty. The Parent Company has Employees Stock Option Trust, to be held by it on behalf of
undertaken export obligation to the extent of USD 10.08 the Parent Company for awarding eligible employees as
Crores (Rs. 404.41 Crores) [net of USD 6.55 Crores (Rs. and when advised by the Compensation Committee
262.24 Crores) for which the Parent Company has constituted for the purpose. Each allotted warrant carries
applied for exemption] to be fulfilled during a period of 8 with it a right to purchase one Equity Share of the Parent
years commencing from the 29th January 2003, failing Company at a price of Rs. 10/- per share. Other than
which the Parent Company will be liable to pay the 2,40,000 fully vested warrants allotted in an earlier year, all
differential customs duty, together with interest and allotted warrants vest at the rate of 25% on each
penalties, if imposed. Up-till the end of the year, the Parent successive anniversary of the grant date, until fully vested.
Company has fulfilled the export obligation to the extent of The period during which the vested warrants may be
Rs. 35.53 Crores (previous year Rs 21.22 Crores). exercised expires after 10 years from the date of the
vesting.
iv) The Parent Company in 2002 had filed a petition before
Telecom Dispute and Settlement Appellate Tribunal The position of the allotted warrants is as follows:
(TDSAT) claiming refund of Rs.50 Crores recovered by As at
Department of Telecommunications (DoT) in 1999 March 31, 2009
alleging failure to sign basic services license agreement (Nos.)
for Karnataka circle after accepting Letter of Intent (LoI).
Opening Balance 7,950
DoT during the proceedings before TDSAT claimed from
Issued during the year -
the Parent Company Rs.303 Crores towards loss of
Forfeited -
(opportunity to earn ) license fee and Rs. 351 Crores as
Exercised -
interest till October 31, 2002. TDSAT allowed refund of
Rs.50 Crores to the Parent Company with interest of 17% Lapsed -
p.a. and dismissed the counter-claim based on a law point Closing Balance 7,950
70
Since the market value of the Parent Company’s shares Particulars As at
on the grant dates did not exceed the exercise price of Rs. March 31, 2009
10/-, no compensation expense has been recorded Rs. in Crores
8. Segment information Projected benefit obligation, end of the 3.99
The group is engaged in providing Telecommunication year
services and providing passive infrastructure support
Fair value of plan assets at the end of the 2.77
services to Telecommunication Service Provider.
year
Accordingly, in accordance with Accounting Standard 17
on “Segment reporting”, the primary reporting segments Net liability recognized in the Balance 1.22
of the Group, therefore, are the business segment, viz. Sheet.
i) Telecommunication Services Fair Value of Plan Assets at the beginning 1.38

of the year
ii) Passive Infrastructure Services
Expected Return on Plan Assets 0.21
A. The revenues / assets / results for the year from the
activity of providing passive infrastructure support Contributions 1.28
services by the subsidiary company, is not material
Benefit Paid (0.11)
to the consolidated financials. Accordingly, the
business segment of Passive Infrastructure Support Actuarial loss on Plan Assets 0.01
Services is not identified as a Reportable segment.
Fair Value of Plan Assets at the end of 2.77
B. The group operated only in the Indian market the year
representing a singular economic environment with
Total Actuarial Loss Recognized (0.78)
similar risks and rewards and hence there are no
reportable geographical segments.
Actuarial Assumptions:
9. (a) Operating lease rent expenses for the year in
respect of lease agreements entered from April Discount rate 7.75%
1, 2001 Rate of increase in compensation levels 6.50%
2008-09 of covered employees
Rs. in Crores Rate of Return on Plan Assets 8.00%
Residential Flats for
accommodation of employee 0.82
Cell Sites and others 56.86 11. No provision for current income tax has been made in the
accounts, since the Group estimates that there will be no
(b) Future Minimum Lease Payments under Non- taxable profits for the period. Deferred Tax charges/
Cancellable Operating Lease : credits have not been recognized in view of the tax holiday
enjoyed by the Parent Company and on considerations of
Due not later than one year 36.86 prudence as set out in AS 22 on “Accounting for Taxes on
Due later than one year and not Income”.
later than five years 123.67 12. Value of imports on CIF basis in respect of :
The agreements are executed for a period ranging 2008-09
from 6 months to 15 years with a renewable clause Rs. in Crores
and in many cases also provide for termination at Capital Goods 364.39
will by either party giving a prior period notice
ranging between 30 to 90 days. 13. Expenditure in Foreign Currency
(Payment basis) on account of :
10. The disclosure as required under AS 15 regarding the
2007-08
group's gratuity plan is as follows:
Rs. in Crores
Particulars As at Interest 21.86
March 31, 2009 Other 1.13
Rs. in Crores 22.99
Projected benefit obligation, 2.27
beginning of the year 14. Value of Capital Inventory
Service cost 0.81 consumed during the year :
Interest cost 0.24 2008-09
Actuarial loss on obligation 0.78 Rs. in Crores %
Benefits paid (0.11) Indigenous 15.30 97
Projected benefit obligation, 3.99 Imported 0.41 03
end of the year 15.71 100
71
th

Ultimate
Particulars Holding Fellow Subsidiaries
Company
Tata Sons Tata Tata Tata Business Tata THDC Ltd. Tata AIG Tata AIG Tata Sky
Ltd. Teleservices Internet Support Services Consultancy Life General Ltd.
Ltd. Services Ltd. (formerly- Services Ltd. Insurance Insurance (formerly
Ltd. E2E Serwiz Co. Ltd. Co. Ltd. Space TV
Solutions Ltd.) Ltd.)
1 2 3 4 5 6 7 8 9
1) Expenses :
- Salary - 6.44 - - - - - - -
- Customer Service and Call Centre Cost - 11.13 - 2.63 21.91 - - - -
- Advertisement and Business - 12.70 - - - - - - 0.01
- Network operation cost - 6.19 - - - - - - -
- Administrative and Other Expenses - 17.45 - - - - - - -
- Rent 0.02 0.24 1.66 - - 0.06 - - -
- Interconnect and Access charges (Net) - 26.14 - - - - - - -
- Infrastructure Sharing Charges - - - - - - - - -
72
- Interest - - - - - - - - -
2) Income :
- Towards Recharge Coupon Vouchers - 10.77 - - - - - - -
- Rent - 1.10 - - - - - - -
- Rendering Telecom Services 0.34 7.79 0.02 0.60 17.88 0.11 3.60 1.36 1.07
- Profit on transfer of Tower Business Hive-off - - - - - - - - -
3) Reimbursement of Expenses - 3.97 - - - - - - -
4) Purchase of Fixed Asset - 47.28 - - 0.03 - - - -
5) Unsecured Loan repaid - - - - - - - - -
6) Security Deposits taken - 1.73 - - - - - - -
7) Unsecured Loan taken - - - - - - - - -
Sundry Debtors 0.10 1.66 - 0.15 2.20 0.02 0.61 0.48 0.16
Sundry Creditors - 15.20 0.93 - 4.55 - - - -
Loans and Advances - - - - - 0.01 - - -
Key Management
Particulars Fellow Subsidiaries
Personnel
CMC Tata Asset Tata Infiniti E-NXT TCE Tata Others Managing
Total
Ltd. Management Securities Retail Financials Consulting Capital Director
Ltd. Ltd. Ltd. Pvt Ltd. Engineers Ltd.
Ltd.
10 11 12 13 14 15 16 17 18
1) Expenses :
- Salary - - - - - - - - 1.85 8.29
- Customer Service and Call Centre Cost - - - - - - - - - 35.67
- Advertisement and Business - - - 0.41 - - - - - 13.12
- Network operation cost - - - - - - - - - 6.19
- Administrative and Other Expenses - - - - - - - - - 17.45
- Rent - - - - - - - - - 1.98
- Interconnect and Access charges (Net) - - - - - - - - - 26.14
- Infrastructure Sharing Charges - - - - - - - - - -
- Interest - - - - - - 0.20 - - 0.20
73
2) Income :
- Towards Recharge Coupon Vouchers - - - - - - - - - 10.77
- Rent - - - - - - - - - 1.10
- Profit on transfer of Tower Business Hive-off - - - - - - - - - -
3) Reimbursement of Expenses - - - - - - - - - 3.97
4) Purchase of Fixed Asset - - - - - - - - - 47.31
5) Unsecured Loan repaid - - - - - - 20.00 - - 20.00
6) Security Deposits taken - - - - - - - - - 1.73
7) Unsecured Loan taken - - - - - - 20.00 - - 20.00
Sundry Debtors (0.06) 0.02 0.04 0.04 0.26 0.03 0.23 0.03 - 5.97
Sundry Creditors - - - - - - - - - 20.68
Loans and Advances - - - - - - - 0.01 - 0.02
The above includes Rs. 0.77 Crores given to Mr. Charles Anthony (Ex Managing Director) towards performance pay for the financial year 2007-08
Others Include
Tata Investment Corporation Ltd.
Ewart Investments Ltd.
Tata Petrodyne Ltd.
Computational Research Laboratories Ltd.
Tata Trustee Company Private Ltd.
th

ii) Details of all Related Parties and their relationships
A Ultimate Holding Company 65 TRIF Realty Projects Pvt. Ltd.

Tata Sons Limited 66 TRIF Structures & Builders Pvt. Ltd. (W.E.F.31.12.08)
B Subsidiary Companies 67 TRIF Trivandrum Projects Pvt. Ltd.
21st Century Infra Tele Limited (W.E.F. 01.07.08) 68 TRIL Airport Developers Ltd.
C List of Fellow Subsidiaries 69 TRIL Constructions Ltd.
1 Actve Digital Services Pvt Ltd (W.E.F. 21.04.2008) 70 TRIL Developers Ltd.
2 Computational Research Laboratories Limited 71 APONLINE Limited
3 Concept Marketing and Advertising Limited 72 C-Edge Technologies Limited
4 e-Nxt Financials Limited 73 CMC Americas Inc
5 Ewart Investment Private Limited 74 CMC Limited
6 Ewart Investments Limited 75 Custodia De Documentos Interes Limitada
7 Good Health TPA Services Limited (W.E.F. 11.09.08) 76 Diligenta Limited
8 Infiniti Retail Limited (formerly Value Electronics Limited) 77 Financial Network Services (Africa) (Pty) Ltd.
9 Nova Integrated Systems Limited (W.E.F. 26.09.08) 78 Financial Network Services (Beijing) Co. Ltd.
10 Panatone Finvest Limited 79 Financial Network Services (Europe) plc (Ceased to be a subsidiary w.e.f. 2.12.2008)
11 Tara Aerospace Systems Limited (W.E.F. 26.09.08) 80 Financial Network Services (H.K.) Limited
12 Tata Advanced Systems Limited (W.E.F. 26.09.08) 81 Financial Network Services Malaysia Sdn Bhd (Under Voluntary Liquidation)
13 Tata AG, Zug 82 MP Online Limited
14 Tata AIG General Insurance Company Limited 83 PT Financial Network Services
15 Tata AIG Life Insurance Company Limited 84 PT Tata Consultancy Services Indonesia
16 Tata Asset Management (Mauritius) Pvt Limited 85 Syscrom S.A.
17 Tata Asset Management Limited 86 Tata America International Corporation
18 Tata Business Support Services Limited (formerly 87 Tata Consultancy Services (Africa) (PTY) Ltd.
E2E SerWiz Solutions Limited) 88 Tata Consultancy Services (China) Co., Ltd.
19 Tata Capital Advisors Pte. Limited (W.E.F. 05.12.08) 89 Tata Consultancy Services (Philippines) Inc. (w.e.f. 19.9.2008 )
20 Tata Capital Housing Finance Limited (W.E.F. 15.10.08) 90 Tata Consultancy Services (South Africa) (PTY) Ltd.
21 Tata Capital Limited (formerly Primal Investment and Finance Limited) 91 Tata Consultancy Services (Thailand) Limited (w.e.f. 12.5.2008 )
22 Tata Capital Markets Limited 92 Tata Consultancy Services Argentina S.A. (formerly TCS Argentina S.A. )
23 Tata Capital Markets Pte. Limited (W.E.F. 05.12.08) 93 Tata Consultancy Services Asia Pacific Pte Ltd.
24 Tata Capital Pte. Limited (W.E.F. 17.07.08) 94 Tata Consultancy Services Belgium SA
25 Tata Consultancy Services Limited 95 Tata Consultancy Services BPO Chile SA (Formerly Tata
26 Tata Housing Development Company Limited (formerly THDC Limited) Consultancy Services Chile Limitada)
27 Tata International AG, Zug 96 Tata Consultancy Services Canada Inc.(formerly Exegenix Canada Inc. )
28 Tata Internet Services Limited 97 Tata Consultancy Services Chile S.A.
29 Tata Investment Corporation Limited 98 Tata Consultancy Services De Espana S.A.
30 Tata Limited 99 Tata Consultancy Services De Mexico S.A., De C.V.
31 Tata Pension Management Ltd 100 Tata Consultancy Services Deutschland GmbH
32 Tata Petrodyne Limited 101 Tata Consultancy Services Do Brasil Ltda (Formerly
33 Tata Realty and Infrastructure Limited Tata Consultancy Services Do Brasil S.A.)
34 Tata Securities Limited 102 Tata Consultancy Services France SAS (Formerly TKS - Tecknosoft (France) SAS)
35 Tata Sky Limited 103 Tata Consultancy Services Japan Ltd.
36 Tata Teleservices Limited 104 Tata Consultancy Services Luxembourg S.A
37 Tata Trustee Company Pvt. Ltd. 105 Tata Consultancy Services Malaysia Sdn Bhd
38 TC Travel And Services Limited (W.E.F. 15.10.08) 106 Tata Consultancy Services Morocco SARL AU
39 TCE Consulting Engineers Limited 107 Tata Consultancy Services Netherlands BV
40 Tce QSTP-LLC (W.E.F. 07.07.08) 108 Tata Consultancy Services Portugal Unipessoal Limitada
41 TRIF Investment Management Limited 109 Tata Consultancy Services Sverige AB
42 Wireless TT Info Services Limited 110 Tata Consultancy Services Switzerland Ltd. (Formerly TKS - Tecknosoft S.A.)
43 Acme Living Solutions Pvt. Ltd. (W.E.F.29.01.09) 111 Tata Information Technology (Shanghai) Company Limited
44 Ahinsa Realtors Pvt. Ltd. 112 Tata Infotech (Singapore) Pte. Limited
45 Ardent Properties Pvt. Ltd. (W.E.F.19.12.08) 113 Tata Infotech Deutschland GmbH (Ceased to be a subsidiary w.e.f. 22.10.2008 )
46 Arrow Infra Estates Pvt. Ltd. (W.E.F.30.09.08) 114 TATASOLUTION CENTER S.A
47 Gurgaon Construct Well Pvt. Ltd. (formerly Unitech 115 TCS e-Serve America, Inc (w.e.f.10.2.2009 )
Construct Well Pvt. Ltd.) (W.E.F.30.09.08) 116 TCS e-Serve International Limited (Formerly CGSL
48 Gurgaon Infratech Pvt. Ltd. (formerly Unitech Infratech Pvt. Ltd.) (W.E.F.30.09.08) International Limited)(w.e.f. 31.12.2008 )
49 Gurgaon Realtech Ltd.(formerly Unitech Real Tech Ltd.) (W.E.F.30.09.08) 117 TCS e-Serve Limited (Formerly Citigroup Global Services Limited)
50 Landscape Structures Pvt. Ltd. (W.E.F.19.12.08) (w.e.f. 31.12.2008 )
51 Navinya Buildcon Pvt. Ltd. 118 TCS Financial Management, LLC
52 Pioneer Infratech Pvt. Ltd. 119 TCS Financial Solutions Australia Holdings Pty Limited
53 TRIF Amritsar Projects Private Limited ((W.E.F.18.09.08) (Formerly Financial Network Services (Holdings) Pty. Limited)
and Ceased to be a subsidiary w.e.f. 01.03.09) 120 TCS Financial Solutions Australia Pty Limited (Formerly
54 TRIF Constructions Pvt. Ltd. (W.E.F.12.12.08) Financial Network Services Pty. Limited)
55 TRIF Erectors Pvt. Ltd. (W.E.F.31.12.08) 121 TCS FNS Pty. Limited
56 TRIF Gandhinagar Projects Pvt. Ltd. 122 TCS Iberoamerica SA
57 TRIF Hyderabad Projects Pvt. Ltd. 123 TCS Inversiones Chile Limitada
58 TRIF Infrastructure Pvt. Ltd. 124 TCS Italia SRL
59 TRIF Kochi Projects Pvt. Ltd. 125 TCS Management Pty Ltd.
60 TRIF Kolkata Projects Pvt. Ltd. 126 TCS Solution Center S.A.
61 TRIF Mega Projects Pvt. Ltd (W.E.F.31.12.08) 127 WTI Advanced Technology Ltd.
62 TRIF Modern Superstructures Pvt. Ltd. (W.E.F.31.12.08) D Key Management Personnel (Managing Director)
63 TRIF Property Development Pvt. Ltd. 1 Dr Mukund Govind Rajan (from Feb 28, 2008)
64 TRIF Real Estate and Development Pvt. Ltd. 2 Charles Anthony (Upto Feb 29, 2008)
74
16. Derivatives 20. Managerial Remuneration
i) Outstanding derivatives: i) Managing Director
As at Mar 31, 2009 2008-09
USD in Rs. in Rs. in Crores
Millions Crores Salaries 1.11
a) Forward Contracts 94.50 479.28 Contribution to Provident
b) Currency options for hedging and other Fund 0.06
of foreign currency exposure - - Monetary value of perquisites 0.68
Total 94.50 479.28 Total 1.85
c) Interest Rate Swaps 80.30 407.18
Note:
ii) The mark to market loss of outstanding currency
options and interest rate swaps as at the year-end a) 2008-09 figures include Rs.0.77 Crores paid
aggregate to Rs. Nil. during the year for 2007-08 on account of
bonus / performance pay
iii) The foreign currency exposure that are not hedged
by derivative instruments: b) Managerial remuneration for 2008-09 includes
Rs.0.77 Crores paid to previous Managing
As at Mar 31, 2009 Director.
USD in Rs. in
Millions Crores ii) Non-executive Directors
2008-09
FCCB (including redemption premium) 15.81 80.17
Rs. in Crores
Vendor payables 50.62 256.74
Directors' Sitting Fees 0.03
66.43 336.91
21. The Parent Company commenced provision of mobile
March 31, 2009 services using CDMA technology in the year 2003.
17 Earnings Per Share Data Currently, the Parent Company provides fixed wireless
telephony services using the erstwhile Time Division
i) Loss after Tax (Rs. in Crores) 169.94 Multiple Access (TDMA) technology to certain selected
Village Public Telephone (VPT) customers only. Since the
ii) Weighted average number of erstwhile TDMA technology has become obsolete, the
shares outstanding 1,897,100,866 Parent Company has during the previous year decided to
dispose off the fixed assets pertaining to TDMA
iii) Nominal Value of Equity Shares (Rs.) 10 technology except for those being utilized to service the
iv) Basic and Diluted Earnings aforesaid VPT Customers, aggregating to Rs.610.75
per Share (Rs.) (0.90) Crores (Net block Rs.4.64 Crores) {including those lying in
capital inventory aggregated to Rs.13.81 Crores (Net
In calculating the earnings per share the effect of dilution Block Nil)}. Accordingly the said assets were retired from
on account of outstanding ESOPs and FCCBs of the active use and transferred to 'Assets awaiting disposal', at
Parent Company is ignored since results are anti- dilutive. an estimated realisable value of Rs.2.30 Crores in the
previous year, of which during the current year the Parent
18. Quantitative details of principal items of goods traded
Company has written off assets aggregating to Rs.1.20
(Starter Kits):
Quantity Value Crores being not realizable.
(Nos.) Rs. in Crores 22. The Parent Company, during the year, has identified
a) Opening Stock 603678 2.21 certain Network Interface Units (NIU's), which have been
b) Purchases 2935085 9.16 disconnected and are not in use (including not retrieved)
c) Sales 2864615 18.78 and also have been fully depreciated in the books of
d) Closing Stock 674148 2.01 account. The management, having regard to the present
condition of the said NIUs, their future usability and the
19. Following units have been purchased and redeemed by fact that these NIUs have been fully depreciated, have
the Parent Company during the year ended March 31, decided to write-off the same. Accordingly the said NIU's
2009: aggregating Rs.368.58 Crores (cost) have been written off
No. of Face Cost during year and removed from the block of fixed assets.
Units Value (Rs.) (Rs. In
Crores) 23. The Parent Company during the previous year, has been
HDFC Cash Mgt Fund - granted approval by DoT for providing telecommunication
Savings Plan Growth 20852562 10 37 services using GSM technology under the terms of the
ICICI Prudential existing Unified Access Services Licenses. The amounts
Institutional Liquid Plan- paid towards the related license fees aggregating
Rs.392.66 Crores have been capitalised as intangible
Super Inst. Growth 7701668 10 10
75
th
assets. The Parent Company has already been allotted Crores and the amount (after the aforesaid adjustments)
trial Spectrum by DoT for Mumbai Service Area, of Plant and Machinery remaining to be amortised as at
Maharashtra and Goa Service Area. March 31, 2009 aggregates to Rs. 29.81 Crores.
In accordance with it's accounting policy, the Parent 27. The Charges on the Assets of CITL for Short Term Loan
Company will commence amortization of the license fees taken from United Bank of India for Rs. 130 Crores are in
paid, on commencement of GSM operations and will the process of being created.
amortise such fees over the remaining life of the
respective license. 28. The appointment of a Manager and a whole time
Secretary for the subsidiary Company are under process.
The borrowing costs attributable to the GSM operations
aggregating Rs.45.63 Crores (Previous Year Rs.8.63 29. The accumulated losses of the Group at the close of the
Crores) have been capitalized during the year in year have exceeded its paid-up capital and reserves.This,
accordance with AS 16 on 'Borrowing Costs' and included however, is not uncommon for telecommunication service
under Capital Work in Progress. providers in their initial years of commercial operations,
due to high operation costs of heavy infrastructure and
24. As per information available with the Group, none of the high capital requirement for building the network. The
creditors has confirmed that they are registered under the Group is consistently making cash profits, and has been
Micro, Small and Medium enterprises Development Act, able to grow its subscriber base and network. The Parent
2006. The disclosure regarding dues to such creditors is Company is in advanced stages of financial closure for
given accordingly in Schedule 11. proposed GSM and other Network Roll out and would be
able to meet its further funding requirements. The Parent
25. With effect from April 1, 2008, the Parent Company has
Company in the previous year had also paid Rs.392.66
decided to recognise the upfront (Universal Service Crores as license fees for providing services using GSM
Obligation) USO subsidy granted by Department of technology under the existing licenses and expects to roll-
Telecommunication over the remaining validity period of out the related services during the next financial year.
the scheme/agreement as against the method of Based on the foregoing considerations, the group is
recognizing the said revenue over a period of 5 years from confident of it's ability to continue in business as a going
the date of receipt from DoT. Accordingly, "Other Income" concern and the accounts have accordingly been
for the year is higher by Rs.17.95 Crores, and "Loss after prepared on this basis.
tax " is lower by the like amount.
30. The Parent Company acquired CITL in the current year
26. The Central Government, vide notification dated March
and hence there are no figures on a consolidated basis for
31, 2009, amended AS 11 on ´The Effect of Changes in
the previous year.
Foreign Exchange Rates´, whereby, companies have
been given an option to account for exchange differences
arising on reporting of long-term foreign currency Signatures to Schedules '1' to '17’
monetary items (assets/liabilities) in so far as they relate to
acquisition of a depreciable capital asset, to be added/ As per our attached report of even date
deducted from the cost of the asset and for others to be
accumulated in a separate reserve to be amortized over For Deloitte Haskins & Sells For and on behalf of the Board
the balance life of the asset/liability but not beyond March Chartered Accountants
31, 2011. The aforesaid option is effective with
retrospective effect in respect of accounting periods
commencing on or after December 7, 2007. The Parent A.B. Jani Kishor A. Chaukar
Company has exercised this option and has given the Partner (Chairman)
following effect in the accounts for the aforesaid:
Dr. Mukund Rajan
a) Exchange gain (net of depreciation) relating to year (Managing Director)
ended March 31, 2008 adjusted in debit balance of
Profit and Loss account and Plant and Machinery
aggregating to Rs. 18.76 Crores. S. Venktesan
(Chief Financial Officer)
b) Exchange loss relating to year ended March 31,
2009 adjusted against carrying value of fixed assets Madhav J. Joshi
aggregating to Rs. 49.45 Crores. (Chief Legal Officer and
Company Secretary)
Due to the aforesaid option exercised by the Parent
Company, the depreciation for the year is higher by Rs. Place : Mumbai Place : Mumbai
0.88 Crores and the loss for the year is lower by Rs. 48.57 Dated: May 11, 2009 Dated: May 11, 2009
76
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2009
April 1, 2008 to
March 31, 2009
Rs. in Crores

Net Loss before tax (168.73)
Adjustments for :
Depreciation/Amortisation 463.13
Loss on Fixed assets sold/written off (Net) 0.34
Profit on redemption of units (Current Investment) (0.03)
Foreign exchange loss (Net) 36.13
Finance and Treasury charges (Net) 269.58
769.15
Operating profit before working capital changes 600.42
Increase in Sundry Debtors (51.19)
Increase in Loans and Advances (104.79)
Decrease in Inventory 0.21
Decrease in Current liabilities and Provisions (55.82)
Cash Generated from operations 388.83
Fringe Benefit Tax paid (1.21)
Net Cash generated from operating activities 387.62

Purchase of Fixed Assets (806.99)
Proceeds from sale of Fixed Assets 1.32
Acquisition in Subsidiary (0.01)
Profit on redemption of units (Current Investment) 0.03
Purchase of Current Investments (10.00)
Net Cash used for investing activities (815.65)

Repayment of Long term borrowings (213.22)
Proceeds from Short term borrowings 1,312.33
Repayment of Short term borrowings (539.00)
Proceeds from Acceptance and Cash Credit ( Net) 151.27
Finance and Treasury charges paid (290.33)
Net cash generated from financing activities 421.05
Net decrease in cash or cash equivalents (6.98)

Cash and cash equivalents at beginning of the year 34.47
Cash and cash equivalents at end of the year 27.49
(6.98)
Notes to Cash Flow Statement

1. Components of Cash and Cash Equivalents includes Cash, bank balances in Current and Term Deposit Accounts (Refer Schedule 7 to the
Balance Sheet).
2. Purchase of Fixed Assets are inclusive of movements in Capital Work in Progress between the commencement and end of the year.
3. Conversion of Foreign Currency Convertible Bonds into Equity Shares are not considered in the Cash Flow Statement.

A.B.Jani Kishor A. Chaukar Dr.Mukund Rajan


Place: Mumbai Place: Mumbai Company Secretary)
Date: May 11, 2009 Date: May 11, 2009
77
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Statement pursuant to Section 212 of the Companies Act, 1956, related to Subsidiary Companies
Name of the subsidiary 21st Century Infra Tele Limited
1. Financial year of the subsidiary ended on 31st March, 2009
2. Shares of the subsidiary held by the Company on the above date:
(a) Number 75,000,000

Face value Equity Shares of Rs. 10 each
(b) Extent of holding 100%
3. Net aggregate amount of profits/(losses) of the subsidiary for the above

financial year of the subsidiary so far as they concern members of the
Company :
(a) dealt with in the accounts of the Company for the year ended
31st March, 2009 (Rs. Lakhs) Nil
(b) not dealt with in the accounts of the Company for the year ended
31st March, 2009 (Rs. Lakhs) (1,026.14)
4. Net aggregate amount of profits/(losses) for previous years of the subsidiary,

since it became a subsidiary so far as they concern members of the Company :
(a) dealt with in the accounts of the Company for the year ended
31st March, 2008 (Rs. Lakhs) #
(b) not dealt with in the accounts of the Company for the year ended
31st March, 2008 (Rs. Lakhs) #
# Prior year figures have not been disclosed in the above statement as the subsidiary was acquired on July 1, 2008.
Kishor A. Chaukar Dr.Mukund Rajan

(Chairman) (Managing Director)

Company Secretary)
Place: Mumbai
Date: May 11, 2009
78
21ST CENTURY INFRA TELE LIMITED Directors hold office only upto the date of the forthcoming
Annual General Meeting of the Company. The Company has
DIRECTORS' REPORT received notices under Section 257 of the Act along with
requisite deposit, in respect of the above persons, proposing
Dear Members,
their appointment as Directors of the Company. Accordingly,
The Directors have pleasure in presenting the 1st Annual Report resolutions seeking the approval of the Members for the
together with the audited financial statements of the Company appointment of Mr. Madhav Joshi, Mr. S. Venkatesan & Mr.
for the year ended June 30, 2008 and other accompanying Shankar Varadharajan as Directors of the Company have been
reports, notes and certificates. incorporated in the Notice of the forthcoming Annual General
Meeting along with brief details about them. The Board
Financial Results recommends these appointments in the interests of the
The financial results of the Company's operations during the Company.
year are given below: Particulars of Employees
(Amount in Rupees)
None of the employees of the Company was in receipt of
Particulars As at remuneration which comes under the provisions of the Section
June 30, 2008 217(2A) of the Companies Act, 1956 read with the
Income - Companies (Particulars of Employees) Rules, 1975.
Total Income - Auditors
Expenditure (42,223.00)
M/s PKF Sridhar & Santhanam, Chartered Accountants, the
Earnings Before Interest, Depreciation, (42,223.00) present statutory auditors retire at this meeting and are eligible
Tax and Amortisation (EBIDTA) for re-appointment. Your directors recommend their re-
Finance & Treasury Charges (Net) (337.00) appointment.
Depreciation - Directors' Responsibility Statement
Loss before Extraordinary item and tax (42,560.00)
Pursuant to the provisions of Section 217(2AA) of the
Extraordinary item - Companies Act, 1956, the Directors confirm that:
Loss before tax (42,560.00)
1. In the preparation of the annual accounts, the applicable
Fringe Benefit tax - accounting standards have been followed and there are
Loss after tax (42,560.00) no material departures;
2. They have, in the selection of the accounting policies,
The Company's Performance consulted the Statutory Auditors, and have applied them
Your Company has applied for IP-1 Registration. Once the consistently and made judgements and estimates that are
Registration is obtained, the Company would capitalize on the reasonable and prudent so as to give a true and fair view
opportunity created by the increased industry focus on of the state of affairs of the Company at the end of the
infrastructure sharing. The Company would acquire Passive financial year and of the loss of the Company for the
Tower Infrastructure from its holding Company i.e Tata period;
Teleservices (Maharashtra) Limited (TTML). 3. They have taken proper and sufficient care, to the best of
Dividend their knowledge and ability, for the maintenance of
adequate accounting records in accordance with the
In view of losses, the Directors regret their inability to provisions of the Companies Act, 1956, for safeguarding
recommend any dividend for the year under consideration. the assets of the Company and for preventing and
detecting fraud and other irregularities;
Appropriations
4. They have prepared the annual accounts on a going
No appropriations are proposed to be made for the year under concern basis.
consideration.
Fixed Deposits
Share Capital
The Company has not accepted any deposits within the
Total paid-up share capital of the Company is Rs. 1,00,000/- meaning of Section 58A of the Companies Act, 1956 and the
divided into 10,000 equity shares of Rs. 10/- each. rules made thereunder.
Directors Conservation of Energy, Technology Absorption and
Mr. Madhav Joshi was appointed as First director of the Foreign Exchange Earnings and Outgo
Company. Mr. S. Venkatesan was appointed as an Additional
The disclosures as required under the Companies (Disclosure
Director with effect from July 3, 2008. Mr. Shankar Varadharajan
of Particulars in the Report of the Board of Directors) Rules,
was appointed an Additional Director with effect from July 10,
2008. As per the provisions of the Companies Act, 1956 these
79
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21ST CENTURY INFRA TELE LIMITED
(i) Energy Conservation: The Company has not yet 4. Further we report that:
commenced its operations. The Company would make a
conscious effort on energy conservation once the (i) We have obtained all the information and
operations are started. explanations, which to the best of our knowledge
and belief were necessary for the purposes of our
(ii) Technology Absorption: The Company has not imported audit;
any technology. The Company has not yet established
separate R & D facilities. (ii) In our opinion, proper books of account as required
by law have been kept by the Company so far as
(iii) Foreign Exchange Earnings and Outgo: appears from our examination of those books;
(Rs.)
(iii) The balance sheet, profit and loss account dealt with
Particulars Current Year
by this report are in agreement with the books of
Earnings Nil account;
Outgo Nil
(iv) In our opinion, the balance sheet, profit and loss
Capital Goods Nil account dealt with by this report comply with the
Acknowledgements accounting standards referred to in sub-section (3C)
of Section 211 of the Companies Act, 1956;
Your Directors wish to place on record their sincere appreciation
(v) The Company being a private limited Company, the
of the assistance financial institutions, banks, vendors,
provision of Section 274(1)(g) of the Companies Act,
Government and others associated with the activities of the
1956 are not applicable.
Company.
(vi) In our opinion and to the best of our information and
For and on behalf of the Board of Directors according to the explanations given to us, the said
accounts give the information required by the
Companies Act, 1956, in the manner so required
Mumbai S.Venkatesan Madhav Joshi and give a true and fair view in conformity with the
Date: October 10, 2008 Director Director accounting principles generally accepted in India:
(a) in the case of the balance sheet, of the state of
affairs of the Company as at June 30, 2008;
AUDITORS’ REPORT (b) in case of the profit and loss account, of the
loss for the period 28.06.07 to 30.06.08.
To
For PKF Sridhar & Santhanam
The Members of 21st Century Infra Tele Private Limited Chartered Accountants
1. We have audited the attached balance sheet of 21st
Century Infra Tele Pvt. Ltd., as at June 30, 2008, the Profit (Mythily S)
and Loss account for the period 28.06.07 to 30.06.08. Place: Mumbai Partner
These financial statements are the responsibility of the Date: September 1, 2008. M.No.:205742
Company's management. Our responsibility is to express
an opinion on these financial statements based on our
audit.
2. We conducted our audit in accordance with the auditing
standards generally accepted in India. Those Standards
require that we plan and perform the audit to obtain
reasonable assurance about whether the financial
statements are free of material mis-statement. An audit
includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting
principles used and significant estimates made by
management, as well as evaluating the overall
financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
3. Company’s (Auditors’ Report) Order, 2003 issued by the
Central Government of India in terms of Sub-Section (4A)
of Section 227 of the Companies Act, 1956, is not
applicable to this Company.
80
BALANCE SHEET AS AT JUNE 30, 2008 PROFIT AND LOSS ACCOUNT FOR THE PERIOD
FROM JUNE 28, 2007 TO JUNE 30, 2008
As at Schedule 2007-08
Schedule June 30, 2008 Rs.
Rs. Income -
SOURCES OF FUNDS
Expenditure
Shareholders' Funds
Audit Fees 13,483.00
Share Capital 1 100,000.00 Listing Fees 28,740.00
Total 100,000.00 Loss before Finance and 42,223.00

Treasury charges,
Current Assets, Loans and Finance and Treasury Charges (Net) 337.00
Advances Depreciation -
Bank Balance with Scheduled Loss before Tax 42,560.00
Bank in Current Account 2 99,663.00
Tax -
Less : Current Liabilities and
Provisions Loss after tax 42,560.00
Current Liabilities 3 42,223.00

Balance at Commencement -
Net Current Assets 57,440.00

Balance carried to Balance Sheet 42,560.00
Profit and Loss Account 42,560.00

Significant Accounting Policies and
Notes to Financial Statements 4
Total 100,000.00
Significant Accounting Policies and

Notes to Financial Statements 4
As per our attached report of even date As per our attached report of even date
For PKF Sridhar & Santhanam For and on behalf of the Board For PKF Sridhar & Santhanam For and on behalf of the Board
Chartered Accountants Chartered Accountants
Mythily S S. Venkatesan Madhav J. Joshi Mythily S S. Venkatesan Madhav J. Joshi

Partner Director Director Partner Director Director
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai

Date: September 1, 2008 Date: September 1, 2008 Date: September 1, 2008 Date: September 1, 2008
81
th
SCHEDULES FORMING PART OF THE BALANCE SHEET SCHEDULE 4: NOTES TO ACCOUNTS
AS AT JUNE 30, 2008 21ST CENTURY INFRA TELE PRIVATE LIMITED
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO
As at FINANCIAL STATEMENTS
June 30, 2008 1. Company background
Rs. 21ST CENTURY INFRA TELE PRIVATE LIMITED was
incorporated on June 28, 2007. The Company is formed to
SCHEDULE - 1
provide passive infrastructure support to telecommunication
SHARE CAPITAL service provider.The Company has become the wholly owned
subsidiary of Tata Teleservices (Maharashtra) Limited w.e.f
Authorised July 1, 2008.
100,000 Equity Shares of Rs.10/- each 1,000,000.00 a. Basis of preparation of financial statements
1,000,000.00 The accounts have been prepared to comply in all material

aspects with applicable accounting principles in India, the
Issued and Subscribed Accounting Standards notified in the Companies (Accounting
Standards) Rules 2006 and relevant provisions of the
10,000 Equity Shares of Rs.10/- each 100,000.00 Companies Act, 1956.
fully paid-up b. Accounting basis and convention
100,000.00 The financial statement is prepared under historical cost
convention on an accrual basis and complies with Section 211
(3C) of the Companies Act, 1956.
c. Revenue recognition
All income and expenditure are accounted for on accrual
basis.
SCHEDULE - 2 d. Provision and Contingent Liabilities
CASH AND BANK BALANCES Provisions are recognized when there is a present obligation
as a result of past events where it is probable that there will be
outflow of resources to settle the obligation and when a
reasonable estimate of amount of the obligation can be made,
- Current Accounts (Union Bank of India) 99,663.00 when any such present obligation cannot be measured or
where a realistic estimate of the obligation cannot be made,
contingent liability are recognized.
99,663.00
Contingent liabilities are also recognized when there is a
SCHEDULE - 3 possible obligation arising from past events due to occurrence
or non-occurrence of one or more certain future events not
Current Liabilities wholly within the control of the Company.
3. Payments to Auditors: for the period 28.6.07 to 30.6.08
Acceptances - (Rs. In Lakhs)
Sundry Creditors Audit fees 0.13
(inclusive of service tax)
Dues to Micro, medium - 4. The Company does not owe any moneys to micro and small
and Small Enterprises enterprises as on June 30, 2008.
5. The Company does not have any derivative transactions.
- Others 42,223.00 6. This being the first year, there are no previous years figures.
42,223.00
For PKF Sridhar & Santhanam For and on behalf of the Board
Mythily S S.Venkatesan Madhav J. Joshi

Partner Director Director

Date: September 1, 2008 Date: September 1, 2008
82
DIRECTORS' REPORT In accordance with the provision of the Companies Act, 1956
(Act), and the Company's Articles of Associations, Mr. Shankar
Dear Members, Varadharajan, Director retire by rotation at the ensuing Annual
The Directors have pleasure in presenting the 2nd Annual General Meeting and being eligible, offer himself for re-
Report together with the audited financial statements of the appointment.
Company for the period ended March 31, 2009 and other Notice has been received from a member proposing the name
accompanying reports, notes and certificates. of Mr. Haridev Khosla as a Director of the Company.
Financial Results Auditors
The financial results of the Company's operations during the M/s PKF Sridhar & Santhanam, Chartered Accountants, the
year are given below: present statutory auditors retire at this meeting and are eligible
(Rs. in Lakhs) for re-appointment. The Directors recommend their re-
appointment.
Particulars 2008-09
Dividend
Income 1,976
In view of losses, the Directors regret their inability to
Total Income 1,976
recommend any dividend for the year under consideration.
Expenditure 1,278
Audit Committee Members
Earnings Before Interest, Depreciation, 698
Tax and Amortisation (EBIDTA) Mr. Haridev Khosla
Finance & Treasury Charges (Net) 90 Mr. Madhav Joshi
Mr. Shankar Varadharajan
Depreciation 1,634 Mr. S.Venkatesan (Invitee)
Loss before Extraordinary item and tax (1,026)
Particulars of Employees
Extraordinary item -
None of the employees of the Company was in receipt of
Loss before tax (1,026)
remuneration which comes under the provisions of the Section
Fringe Benefit tax - 217(2A) of the Act, read with the companies (Particulars of
Loss after tax (1,026) Employees) Rules 1975.
Directors' Responsibility Statement
Registration for Infrastructure Provider Category with the
Pursuant to the provisions of Section 217(2AA) of the Act, the
Department ofTelecommunications
Directors confirm that:
During the year, the Company obtained Infrastructure Provider
1. In the preparation of the annual accounts, the applicable
Category-1 (IP-1) registration from the Department of
accounting standards have been followed and there are
Telecommunications (DoT) for establishing and maintaining the
no material departures;
assets such as dark fibers, duct space and towers. No Licence
fee is payable. 2. They have, in the selection of the accounting policies,
consulted the Statutory Auditors, and have applied them
Acquisition of Passive Infrastructure Undertaking
consistently and made judgements and estimates that are
The holding Company, Tata Teleservices (Maharashtra) Limited reasonable and prudent so as to give a true and fair view of
(TTML) sold the passive infrastructure business to the the state of affairs of the Company at the end of the
Company on slump sale basis, the infrastructure business financial year and of the loss of the Company for the
including assets, liabilities and other obligations effective period;
September 30, 2008.
3. They have taken proper and sufficient care, to the best of
Sharing of towers their knowledge and ability, for the maintenance of
The Company is in discussions with all major telecom operators adequate accounting records in accordance with the
including the new licencees for sharing of towers and improving provisions of the Act, for safeguarding the assets of the
its tenancy ratios. The current tenancy ratio is 1.32. TTML's Company and for preventing and detecting fraud and
GSM project is expected to help Company in rollout of towers other irregularities;
significantly. 4. They have prepared the annual accounts on a going
concern basis.
Authorised & Paid-up Equity Share Capital
Fixed Deposits
During the year, the Company increased its authorized equity
share capital from Rs. 10 lakhs to. Rs. 13,000 lakhs and paid up The Company has not accepted any deposits within the
equity capital of the Company from Rs. 1 Lakh to Rs. 7,500 meaning of Section 58A of the Act, and the rules made
lakhs. thereunder.
Directors Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo
Mr. Haridev Khosla was appointed as Additional Director with
effect from March 25, 2009. The disclosures as required under the Companies (Disclosure
83
th
of Particulars in the Report of the Board of Directors) Rules, AUDITORS’ REPORT
(i) Energy Conservation: Electricity is used for the working of TOTHE MEMBERS OF
the Company's network infrastructure equipments. The 21st CENTURY INFRATELE LIMITED
Company regularly reviews power consumption patterns
across its networks and implements requisite 1. We have audited the attached Balance Sheet of 21st
improvements/changes in the network or processes in CENTURY INFRA TELE LIMITED (“The Company”) as at
order to optimize power consumption and thereby achieve March 31, 2009, the Profit and Loss Account and the Cash
Flow Statement for the year ended on that date annexed
cost savings.
thereto. These financial statements are the responsibility of
(ii) Technology Absorption: The Company has not imported the Company's Management. Our responsibility is to
any technology. The Company has not yet established express an opinion on these financial statements based on
separate R & D facilities. our audit.
(Iii) Foreign Exchange Earnings and Outgo: 2. We conducted our audit in accordance with auditing
standards generally accepted in India. Those Standards
Particulars 2008-09 require that we plan and perform the audit to obtain
Earnings Nil reasonable assurance about whether the financial
statements are free of material misstatement. An audit
Outgo Nil
includes examining, on a test basis, evidence supporting the
Capital Goods Nil amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used
Acknowledgements and significant estimates made by the Management, as well
as evaluating the overall financial statement presentation.
Your Directors wish to place on record their sincere appreciation We believe that our audit provides a reasonable basis for our
of the assistance provided by the financial institutions, banks, opinion.
vendors, employees, Government and others associated with
the activities of the Company. 3. As required by Companies (Auditor's Report) Order, 2003
issued by the Central Government in terms of Section
227(4A) of the Companies Act, 1956, we enclose in the
For and on behalf of the Board of Directors Annexure, a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to above,
Mumbai S.Venkatesan Madhav J. Joshi
we report that:
Date: June 24, 2009 Director Director
i. We have obtained all the information and explanations,
which to the best of our knowledge and belief were
necessary for the purposes of our audit;
ii. In our opinion, proper books of account as required by law
have been kept by the Company so far as appears from our
examination of those books;
iii. The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the
books of account;
iv. In our opinion, the Balance Sheet and Profit & Loss Account
dealt with by this report comply with the accounting
standards referred to in Sub-Section (3C) of Section 211 of
the Companies Act, 1956.
v. On the basis of written representations received from the
directors as on March 31, 2009 and taken on record by the
Board of Directors, we report that none of the directors is
disqualified as on March 31, 2009 from being appointed as a
director in terms of clause (g) of Sub-Section (1) of Section
274 of the Companies Act, 1956.
vi. In our opinion and to the best of our information and
according to the explanations given to us, the said accounts,
read with significant accounting policies and notes thereon,
give the information required by the Companies Act, 1956, in
the manner so required and give a true and fair view in
conformity with the accounting principles generally
accepted in India:
(a) In the case of the Balance Sheet, of the state of affairs of the
Company as at March31, 2009;
84
(b) In the case of the Profit and Loss Account, of the loss for the commencement of the financial year concerned is not
year ended on that date; and exceeding Rs. 50 Lakhs and the average annual turnover is
(c) In the case of the Cash Flow Statement, of the cash flows for not exceeding Rs. 500 Lakhs for a period of three
the year ended on that date. consecutive financial years immediately preceding the
financial year concerned, the clause (vii) of the Order is not
applicable to the Company.
For PKF SRIDHAR & SANTHANAM
Chartered Accountants ix. According to the information and explanations given to us,
the maintenance of cost records has not been prescribed by
Radhika Hariharan the Central Government under Section 209(1)(d) of the
Partner Companies Act, 1956.
Membership No.: 206190 x. According to the information and explanations given to us, in
Mumbai, dated: May 8, 2009 respect of statutory and other dues:
a) The Company has generally been regular in depositing
ANNEXURE TO THE AUDITORS’ REPORT undisputed statutory dues in respect of Provident Fund,
Re: 21st Century Infra Tele Limited Employees State Insurance, Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Cess and any other material
(Referred to in paragraph 3 of our report of even date)
statutory dues with the appropriate authorities during the
i. The nature of the Company's activities is such the clauses year.
(xiii) and (xiv) of paragraph 4 of the Companies (Auditors’
b) According to the information and explanations given to us,
Report) Order, 2003 are not applicable to the Company for
no dues of Sales Tax/Income Tax/Custom Duty/Wealth
the year.
Tax/Service Tax/Excise Duty and Cess have not been
ii. In respect of its fixed assets: deposited on account of any dispute.
a. The Company has maintained proper records showing full xi. The Company has been registered for a period less than five
particulars, including quantitative details and situation of years; accordingly the clause (x) of the Order is not
fixed assets. applicable to the Company.
b. All fixed assets have not been verified by the management xii. In our opinion and according to the information and
during the year but there is a regular program of verification explanations given to us, the Company has not defaulted in
which, in our opinion, is reasonable having regard to the size repaying dues payable to a financial institution and banks.
of the Company and the nature of it's assets. No material
xiii. According to the information and explanations given to us,
discrepancies were noticed on such verification.
the Company has not granted any loans and advances on
c. The Company has not disposed off a substantial part of fixed the basis of security by way of pledge of shares, debentures
assets during the year. and other securities.
iii. The Company is providing services and not having any xiv. According to the information and explanations given to us,
inventory, accordingly the sub clauses (a) to (c) of clause (ii) the Company has not given any guarantee for loans taken by
of the order are not applicable to the Company. others from bank or financial institutions.
iv. The Company has not granted or taken any loans, secured xv. According to the information and explanations given to us,
or unsecured to/from companies, firms or other parties the term loans availed by the Company were, prima facie,
covered in the register maintained under section 301 of the applied during the year for the purpose for which the loans
Companies Act, 1956 and accordingly the sub clauses (a) to were obtained.
(g) of clause (iii) of the Order are not applicable to the
xvi. According to the information and explanations given to us,
Company.
the Company has not made any preferential allotment of
v. In our opinion, and according to the information and shares to parties and companies covered in the register
explanations given to us, there is an adequate internal maintained under section 301 of the Companies Act, 1956.
control system commensurate with the size of the Company
xvii. The Company has not issued any debentures during the
and the nature of its business with regard to the purchase of
year.
fixed assets and sale of services. During the course of our
audit we have not observed any continuing failure to correct xviii. The Company has not raised any money by way of public
major weakness in the internal control system. issues during the year.
vi. According to the information and explanations given to us, xix. According to the information and explanations given to us,
no particulars of contracts or arrangements referred in no fraud on or by the Company was noticed or reported
Section 301 of the Companies Act, 1956 are needed to be during the year.
entered in the register maintained under Section 301 under
For PKF SRIDHAR & SANTHANAM
the Companies Act, 1956 as none of the directors are
holding 2% or more shares of the Company. Accordingly sub
clause (b) of clause (v) of the Order is not applicable to the
Radhika Hariharan
Company.
Partner
vii. The Company has not accepted any deposits from the Membership No.: 206190
public. Mumbai, dated: May 8, 2009
viii. According to the information and explanations given to us,
the paid up capital and free reserve as at the
85
th
BALANCE SHEET AS AT MARCH 31, 2009
As at As at
Schedule March 31, 2009 June 30, 2008
(Rs in Lakhs) (Rs in Lakhs)
SOURCES OF FUNDS
Shareholders' Funds
Share Capital 1 7,500.00 1.00
Loan Funds
Secured Loan 2 13,000.00 -
Unsecured Loan 3 10,200.00 -
Total 30,700.00 1.00
Fixed Assets 4
Gross Block 31,301.00 -
Less : Accumulated Depreciation 1,634.17 -
Net Block 29,666.83 -
Capital Work-in-progress 1,180.23 -
30,847.06 -
Investments 5 1,000.00 -

Cash at Bank 6 1.36 1.00
Sundry Debtors 7 1,194.09 -
Loans and Advances 8 2,072.78 -
3,268.23 1.00
Less : Current Liabilities and Provisions 9
Current Liabilities and Provisions 5,441.68 0.41
Provisions 0.16 -
Net Current Assets (2,173.61) 0.59
Profit and Loss Account 1,026.55 0.41

Total 30,700.00 1.00

Radhika Hariharan S. Venkatesan H. D. Khosla Sujir Nayak
Partner (Director) (Director) (Manager)

Date: May 8, 2009 Date: May 8, 2009
86
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED MARCH 31, 2009
Schedule July 1, 2008 to June 28, 2007 to

March 31, 2009 June 30, 2008
(Rs. in Lakhs) (Rs. in Lakhs)
Income
Infrastructure Sharing Revenue 10 1,976.23 -
Expenditure
Operation and Other Expenses (Net) 11 1,278.42 0.41
Profit/(Loss) before Finance and Treasury charges, 697.81 (0.41)

Finance and Treasury Charges. 12 89.78 -
Depreciation/Amortisation 1,634.17 -
Loss before Tax (1,026.14) (0.41)
Tax - -
Loss after tax (1,026.14) (0.41)
Balance at Commencement (0.41) -
Balance carried to Balance Sheet (1,026.55) (0.41)
Earnings Per Share - Basic (Rs.) (38.40) (4.11)
Par Value (Rs.) 10 10


87
th
As at As at
March 31, 2009 June 30, 2008
SCHEDULE - 1
SHARE CAPITAL
Authorised
130,000,000 (Previous year 100,000) Equity Shares of Rs.10/- each 13,000.00 10.00
13,000.00 10.00
Issued and Subscribed
75,000,000 (Previous year 10,000) Equity Shares of Rs.10/- each fully paid-up 7,500.00 1.00
7,500.00 1.00
Note:
All the above Equity Shares are held by Tata Teleservices (Maharashtra) Limited (Holding Company) and its nominees.
SCHEDULE - 2
SECURED LOANS
From Banks
Term Loans (Refer Note 21 of Schedule 13) 13,000.00 -
13,000.00 -
Notes :
1. Loans from Bank are secured, pending creation of charges, by either one or more of the following as per terms of the
arrangements with bank:
- by first pari passu mortgage and charge over immovable properties of the Company, both present and future,
- by first pari passu charge by way of hypothecation over all the movable assets of the Company, both present and future,
- by first pari passu charge on all the intangible assets of the Company, both present and future,
- by pari passu Charge on all the book debts, operating cash flows, revenues, commissions and receivables of the
Company, both present and future,
- by assignment of IP-1 licence from DoT, Tower Sharing Agreements, Lease Agreements, etc.
- by all the rights, title, interest, benefits, claims and demands whatsoever in the clearances received,
- by all the rights, title, interest, benefits, claims and demands whatsoever by the Company in any letter of credit, guarantee,
etc. provided in terms of the project documents.
SCHEDULE - 3
UNSECURED LOANS
From Banks
Short Term Loans 10,200.00 -
10,200.00 -
88
SCHEDULE - 4
FIXED ASSETS
(Rs. in Lakhs)
Transfer
from Addition Deletion
As at Upto Deletions Upto As at As at
TTML during during As at For the
July 1, June 30, during March 31, March 31, June 30,
(Refer the the March 31, period
2008 2008 the period 2009 2009 2008
Note 3 of period period 2009
Schedule 13)
Tangible Assets
Plant & Machinery

Own - 27,191.15 4,102.98 0.08 31,294.05 - 1,633.46 - 1,633.46 29,660.60 -
Furniture, Fixtures &

Office Equipment
Own - 0.32 - - 0.32 - 0.05 - 0.05 0.26 -
Intangible Assets
89
Goodwill - 6.63 - - 6.63 - 0.66 - 0.66 5.97 -
- 27,198.10 4,102.98 0.08 31,301.00 - 1,634.17 - 1,634.17 29,666.83 -
Previous year - - - - - - - - -
Capital Work-In-Progress:
Capital advances 1.40 -
Capital Inventory 452.15
Assets Under Construction (Refer Note 18 of Schedule 13) 726.68
1,180.23 -
th
As at As at
March 31, 2009 June 30, 2008
SCHEDULE - 5
Investments
Non-Trade
Current
- Quoted
ICICI Prudential Liquid Plan Super Inst. Growth Plan - Units of Rs 12.99 each NAV 1,000.00 -
(During the year - 77,01,448.944 units Previous Year - NIL)
(Dividend Reinvested NIL, Sold NIL)
1,000.00 -
SCHEDULE - 6

- Current Accounts 1.36 1.00
1.36 1.00
SCHEDULE - 7
Sundry Debtors
(Unsecured - Considered good)
Outstanding for a period exceeding six months - -
Others 1,194.09 -
1,194.09 -
SCHEDULE - 8
LOANS AND ADVANCES

(Unsecured - Considered good)
Advances recoverable in cash or in kind or for value to be received 1,518.13 -
Premises and other deposits. 554.65 -
(includes Deposits of Rs.473.33 Lakhs transferred from 2,072.78 -
Tata Teleservices (Maharashtra) Limited (Refer Note 4 of Schedule 13))
SCHEDULE - 9
Current Liabilities and Provisions

Sundry Creditors
Dues to Micro and Small Enterprises - -
Dues to Others 3,637.13 -
Advance from Customer (Refer Note 1 below) 1,189.46 0.41
Deposit from Customer 51.58 -
Other Liabilities (Refer Note 2 below) 563.51 -
5,441.68 0.41
Provisions 0.16 -
5,441.84 0.41
Notes: 1) Advance from Customer is from Tata Teleservices (Maharashtra) Limited (Holding Company)
2) Other liabilities include temperory overdrawn bank balance aggregating to Rs. 425.97 Lakhs (Previous Year NIL)
90
MARCH 31, 2009
July 1, 2008 to June 28, 2007 to
March 31, 2009 June 30, 2008
SCHEDULE - 10
Income from Infrastructure Sharing

Infrastructure Sharing Revenue (Refer Notes 4 and 5 of Schedule 13) 1,976.23 -
1,976.23 -
SCHEDULE - 11

Repairs and Maintenance - Plant and Machinery 352.56 -
(Including Capital Inventory Consumed Rs.0.28 Lakhs)
Power (Net of recoveries Rs. 2,039.82 Lakhs) (Previous Year NIL) 37.48 -
Rent (Net of recoveries Rs. 964.58 Lakhs) (Previous Year NIL) 239.95 -
Rates and Taxes (Net of recoveries Rs. 21.24 Lakhs) (Previous Year NIL) 287.32 -
Insurance - Network 5.55 -
Security Charges 218.99 -
Others 17.79 -
1,159.64 -

Repairs and Maintenance - Others 2.89 -
Rates & Taxes 73.52 -
Legal & Professional Fees 26.59 0.29
Audit Fees 4.10 0.12
Electricity 0.15 -
Loss on retirement of Fixed Assets 0.08 -
Miscellaneous expenses 3.00 -
110.33 0.41
Salaries and Bonus 8.45 -
8.45
1,278.42 0.41
SCHEDULE - 12
Finance and Treasury Charges

Interest on Short Term Loan 53.01 -
Bank Charges 36.77 -
89.78 -
91
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SCHEDULES FORMING PART OF THE BALANCE SHEET Expenditure related to and incurred during the
AND PROFIT AND LOSS ACCOUNT construction period of cell sites are capitalised as
part of the construction cost and allocated to the
SCHEDULE: 13 relevant fixed assets.
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO (d) Depreciation
FINANCIAL STATEMENTS
Fixed Assets are depreciated on a straight line
1. Company Background method based on estimates of their useful economic
21st Century Infra Tele Limited (“Company”) was lives:
incorporated on June 28, 2007 as a private limited Useful Life (in years)
Company. It was converted into public Company on Plant and Machinery
August 25, 2008. The Company has been formed to - Network Equipments 12
provide passive infrastr ucture suppor t to - Office Equipments 3
telecommunication service providers. The Department of - Goodwill 5
Telecommunications, Ministry of Communication and IT, The estimated useful economic life of the
Government of India has registered the Company as infrastructure assets which have been acquired
Infrastructure Provider Category I (IP-I) with effect from from TTML under Business Transfer Agreement was
September 30, 2008. The Company has entered into a 12 years from the date of purchase of assets. The
Business Transfer Agreement with Tata Teleservices present estimated useful economic life of the said
(Maharashtra) Limited (Holding Company) and acquired assets is residual useful economic life i.e. the
assets on a Slump Sale as going concern. original estimated useful life reduced by the period
The Company has become the wholly owned subsidiary of actually used by TTML.The Company has arrived at
Tata Teleservices (Maharashtra) Limited (TTML) w.e.f. a single residual useful economic life for the assets
July 1, 2008. originally acquired in a single accounting year on
various dates by using weighted average method.
2. Significant Accounting Policies The residual useful economic life is as follows:
(a) Basis of preparation of financial statements Sl. The financial year Residual useful
The accounts have been prepared to comply in all No. in which assets economic life
material aspects with applicable accounting originally acquired in years
principles in India, the Accounting Standards 1 2003 – 04 6.91
notified in the Companies (Accounting Standards) 2 2004 – 05 8.62
Rule, 2006 and relevant provisions of the
3 2005 – 06 8.73
Companies Act, 1956.
4 2006 – 07 10.39
(b) Use of estimates 5 2007 – 08 10.33
The preparation of financial statements in 6 2008 – 09 upto the 11.70
conformity with generally accepted accounting date of acquisition
principles requires estimates and assumptions to be
made that affect the reported amounts of assets and Depreciation on additions and deletions to assets
liabilities and disclosure of contingent liabilities on during the period is charged to revenue pro-rata to
the date of the financial statements and the reported the period of their use.
amounts of revenues and expenses during the (e) Employee benefits
reporting period. Differences between actual results
and estimates are recognised in the periods in which Contributions to the Provident and Superannuation
the results are known / materialise. Funds are made in accordance with the rules of the
Funds.
(c) Fixed Assets
Leave encashment and gratuity are provided for on
Fixed assets are stated at their cost of acquisition or the basis of actuarial valuation as at the end of the
construction, less accumulated depreciation. Cost period.
includes all cost incurred to bring the assets to their
working condition and location. (f) Revenue Recognition
Assets retired from active use and held for disposal All income and expenditure are accounted for on
are stated at lower of net book value or net realizable accrual basis.
value. Revenue is recognised when it is earned and no
Capital Inventory comprises tower equipment and significant uncertainty exists as to its ultimate
accessories that are carried under Capital work-in- realisation or collection.
progress till such time as they are issued for new (g) Borrowing costs
installation or as replacement.
Borrowing costs attributable to the acquisition of a
92
qualifying asset, as defined in AS 16 on “Borrowing disposal are discounted to their present values
Costs”, are capitalised as part of the cost of using a pre-determined discount rate. The carrying
acquisition. Other borrowing costs are expensed as amount is reduced to the recoverable amount and
incurred. the reduction is recognized as an impairment loss in
the profit and loss account.
(h) Contingent Liabilities
(n) Investments
Contingent Liabilities as defined in AS 29 on
“Provision, Contingent Liabilities and Contingent Investments are stated at lower of cost or net
Assets” are disclosed by way of notes to accounts. realizable value.
Provision is made if it becomes probable that an
(o) Taxes on Income
outflow of future economic benefits will be required
for an item previously dealt with as a contingent Current tax is the amount of tax payable on the
liability. taxable income for the year as determined in
accordance with the provisions of the Income Tax
(i) Fringe BenefitsTax
Act, 1961. Deferred tax is recognised for all timing
Fringe Benefits Tax (FBT) payable under the differences, subject to the consideration of
provisions of Section 115WC of the Income Tax Act, prudence, applying the tax rates that have been
1961 is, in accordance with the Guidance Note on substantively enacted by the Balance Sheet date.
Accounting for Fringe Benefits Tax issued by the
3. Acquisition of Business relating to passive
ICAI regarded as an additional income tax and
infrastructure division
considered in determination of the profits/(losses)
for the period. The Company has acquired the business including its
assets, liabilities and other obligations relating to passive
(j) Operating Leases
infrastructure division on slump sale basis as a going
Assets taken on Lease under which all significant concern from Tata Teleservices (Maharashtra) Limited
risks and rewards of ownership are effectively (“Seller”) as per Business Transfer Agreement (BTA). The
retained by the lessor are classified as Operating BTA provides that the business is being sold as going
Lease. Lease Payments under Operating leases are concern with effect from the effective date i.e. September
recognized as expenses as incurred in accordance 30, 2008 at the end of business hour. The lump sum
with the respective Lease Agreements. consideration is Rs. 29,330 Lakhs (Rupees two hundred
ninety three crores thirty lakhs only) which the Company
(k) Cash Flow Statement
has paid to Seller.
The Cash Flow Statement is prepared by the indirect
The identifiable acquired Business assets and Liabilities
method set out in AS 3 on “Cash flow Statement” and
have been recognized by the Company at existing
present Cash flows by operating, investing and
carrying amounts (the value in the books of seller after
financing activities of the Company.
charging depreciation upto September 30, 2008) which
(l) Earning per share was ascertained & certified by an independent valuer on
the effective date. The difference of Rs. 6.63 Lakhs
The Company reports basic and diluted earnings between existing carrying amounts of assets & liability
per share in accordance with AS 20 on “Earning Per recognized in the books of the Company and sale
Share”. Basic earning per share is computed by consideration is treated as goodwill which shall be
dividing the net profit or loss for the period by the amortized in five years at each year end. The list of
weighted average number of Equity shares acquired business assets and liabilities with value are
outstanding during the period. Diluted earnings per given below.
share is computed by dividing the net profit or loss
for the period by the weighted average number of Sl. Description of Amount
Equity share outstanding during the period as No. assets / liability Rs. in Lakhs
adjusted for the effects of all dilutive potential equity
shares, except where the results are anti dilutive. 1 Fixed Assets (Towers 27,191
& Office Equipment)
(m) Impairment of assets
2 CWIP (including capital inventory) 1,172
An asset is considered impaired in accordance with
AS 28 on “Impairment of Assets” when at the 3 Other Current Assets (Prepaid Rent, 1,304
balance sheet date there are indications of Maintenance, Insurance, Deposits)
impairment and the carrying amount of the asset or 4 Total Assets 29,667
where applicable the cash generating unit to which
5 Current Liabilities (Retention 344
the asset belongs, exceeds its recoverable amount
Money and Creditors)
i.e. the higher of the assets' net selling price and
value in use. In assessing the value in use, the 6 Net Assets 29,323
estimated future cash flows expected from the
continuing use of the asset and from its ultimate
93
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4. Business Contract 9. Payment to Auditors (excluding service tax):
For the period For the period
By virtue of Business Transfer Agreement, the right and
ended ended
liabilities with underlying business contracts entered into
March 31, 2009 June 30, 2008
by TTML and effective on the date of completion of this
agreement and thereafter stand transferred to the Rs. in Lakhs Rs. in Lakhs
Company with effect from completion date. The Company
shall at its own cost, after and with effect from the Audit fees 4.00 0.12
Completion Date carry out and complete for its own 10. Following units (Investments) have been purchased by the
account the Business Contracts to the extent that the Company during the period ended March 31, 2009
same have not been performed prior to the Completion No. of Face Cost (Rs.
Date and in accordance with the terms of the relevant
Units Value (Rs.) in Lakhs)
Business Contract.
ICICI Prudential
In so far as the benefit or burden of any of the Business Liquid Plan Super
Contracts cannot effectively be assigned to the Company
except by an agreement or novation with or by consent to Inst. Growth Plan 77,01,448.944 10 1,000.00
the assignment from the person, firm or Company 11. As per information available with the Company, none of
concerned, the Company is in the process to get such the creditors have confirmed that they are registered
novation or assignment from parties of the contract as on under the Micro, Small and Medium Enterprises
September 30, 2008. The novation or assignment are Development Act, 2006.
being executed to the following amounts which are
payable and receivable in cash or kind as on balance 12. The Company does not have any foreign currency
sheet date and included in the loans and advances in the exposure. The Company does not have any derivatives
balance sheet. transactions.
13. The Company is engaged in the business of providing
Sl. Particulars Amount
p a s s i ve i n f r a s t r u c t u r e s u p p o r t s e r v i c e s t o
No. (Rs. in Lakhs)
Telecommunication Service Provider. These, in the
1 Deposit for Cell Site 92.76 context of AS 17 on “Segment Reporting” are considered
2 Deposits for Electricity 312.61 to constitute a single reportable segment.
3 Deposits for Fuel 67.96 14. Deferred tax credits have not been recognized as there is
Total 473.33 no virtual certainty for realization of such credits.
15. Related Party disclosures (in terms of Accounting
5. The Company has billed Infrastructure sharing revenue in
Standard - 18)
the books of account for the customers as per the (Rs. in Lakhs)
commercial information shared by TTML. The transfer/
execution of new Infrastructure Sharing agreements For the Period from July 1, 2008 to Holding
(currently between TTML and Customers) between the March 31, 2009 Company
Company and Customers is in progress. Tata Teleservices
(Maharashtra)
6. The Company has increased the authorized share capital Limited
from Rs. 10 Lakhs to Rs. 500 Lakhs on September 19,
Income :
2008 and to Rs. 1,300 Lakhs w.e.f March 20, 2009.
Infrastructure Sharing Revenue 1,740.63
7. Estimated amount of contract to be executed on Reimbursement of Expenses :
capital account and not provided
Network Expenses 2,669.90
As at As at
Expenses :
March 31, 2009 June 30, 2008
Rs. in Lakhs Rs. in Lakhs Salaries on deputation 25.60
Estimated amount of Purchase of Passive Infrastructure Business:
contracts remaining to - Net Value payable for Slump Sale of Tower 29,330.00
be executed on capital Business Assets
account and not provided Equity share capital issued during the period 7,499.00
for (net of advances) 4,900.47 -
Outstanding as on March 31, 2009
8. Contingent liabilities : Advance from Customer 1,189.46
As at As at Equity share capital as on March 31, 2009 7,500.00
March 31, 2009 June 30, 2008
Rs. in Lakhs Rs. in Lakhs Note:
(i) Claims against the The Company has become the wholly owned subsidiary of
company not Tata Teleservices (Maharashtra) Limited w.e.f July 1,
acknowledged as debts 53.25 - 2008.
(Figures inclusive of Service Tax)
94
15. Related Party disclosures (in terms of Accounting Standard - 18)
List of Holding Company and Fellow Subsidiaries of 21st Century Infra Tele Limited as on March 31, 2009
A Holding Company 65 TRIF Realty Projects Pvt. Ltd.
Tata Teleservices ( Maharashtra) Limited. 66 TRIF Structures & Builders Pvt. Ltd. (W.E.F.31.12.08)
Tata Sons Limited (Ultimate Holding Company of Tata 67 TRIF Trivandrum Projects Pvt. Ltd.
Teleservices (Maharashtra) Limited) 68 TRIL Airport Developers Ltd.
B Fellow Subsidiaries 69 TRIL Constructions Ltd.
1 Actve Digital Services Pvt Ltd (W.E.F. 21.04.2008) 70 TRIL Developers Ltd.
2 Computational Research Laboratories Limited 71 APONLINE Limited
3 Concept Marketing and Advertising Limited 72 C-Edge Technologies Limited
4 e-Nxt Financials Limited 73 CMC Americas Inc
5 Ewart Investment Private Limited 74 CMC Limited
6 Ewart Investments Limited 75 Custodia De Documentos Interes Limitada
7 Good Health TPA Services Limited (W.E.F. 11.09.08) 76 Diligenta Limited
8 Infiniti Retail Limited (formerly Value Electronics Limited) 77 Financial Network Services (Africa) (Pty) Ltd.
9 Nova Integrated Systems Limited (W.E.F. 26.09.08) 78 Financial Network Services (Beijing) Co. Ltd.
10 Panatone Finvest Limited 79 Financial Network Services (Europe) plc (Ceased to be a subsidiary
11 Tara Aerospace Systems Limited (W.E.F. 26.09.08) w.e.f. 2.12.2008 )
12 Tata Advanced Systems Limited (W.E.F. 26.09.08) 80 Financial Network Services (H.K.) Limited
13 Tata AG, Zug 81 Financial Network Services Malaysia Sdn Bhd (Under Voluntary Liquidation)
14 Tata AIG General Insurance Company Limited 82 MP Online Limited
15 Tata AIG Life Insurance Company Limited 83 PT Financial Network Services
16 Tata Asset Management (Mauritius) Pvt Limited 84 PT Tata Consultancy Services Indonesia
17 Tata Asset Management Limited 85 Syscrom S.A.
18 Tata Business Support Services Limited (formerly E2E SerWiz 86 Tata America International Corporation
Solutions Limited) 87 Tata Consultancy Services (Africa) (PTY) Ltd.
19 Tata Capital Advisors Pte. Limited (W.E.F. 05.12.08) 88 Tata Consultancy Services (China) Co., Ltd.
20 Tata Capital Housing Finance Limited (W.E.F. 15.10.08) 89 Tata Consultancy Services (Philippines) Inc. (w.e.f. 19.9.2008 )
21 Tata Capital Limited (formerly Primal Investment and Finance Limited) 90 Tata Consultancy Services (South Africa) (PTY) Ltd.
22 Tata Capital Markets Limited 91 Tata Consultancy Services (Thailand) Limited (w.e.f. 12.5.2008 )
23 Tata Capital Markets Pte. Limited (W.E.F. 05.12.08) 92 Tata Consultancy Services Argentina S.A. (formerly TCS Argentina S.A. )
24 Tata Capital Pte. Limited (W.E.F. 17.07.08) 93 Tata Consultancy Services Asia Pacific Pte Ltd.
25 Tata Consultancy Services Limited 94 Tata Consultancy Services Belgium SA
26 Tata Housing Development Company Limited (formerly THDC Limited) 95 Tata Consultancy Services BPO Chile SA (Formerly Tata Consultancy
27 Tata International AG, Zug Services Chile Limitada)
28 Tata Internet Services Limited 96 Tata Consultancy Services Canada Inc.(formerly Exegenix Canada Inc. )
29 Tata Investment Corporation Limited 97 Tata Consultancy Services Chile S.A.
30 Tata Limited 98 Tata Consultancy Services De Espana S.A.
31 Tata Pension Management Ltd 99 Tata Consultancy Services De Mexico S.A., De C.V.
32 Tata Petrodyne Limited 100 Tata Consultancy Services Deutschland GmbH
33 Tata Realty and Infrastructure Limited 101 Tata Consultancy Services Do Brasil Ltda (Formerly Tata Consultancy
34 Tata Securities Limited Services Do Brasil S.A.)
35 Tata Sky Limited 102 Tata Consultancy Services France SAS (Formerly TKS - Tecknosoft
36 Tata Teleservices Limited (France) SAS)
37 Tata Trustee Company Pvt. Ltd. 103 Tata Consultancy Services Japan Ltd.
38 TC Travel And Services Limited (W.E.F. 15.10.08) 104 Tata Consultancy Services Luxembourg S.A
39 TCE Consulting Engineers Limited 105 Tata Consultancy Services Malaysia Sdn Bhd
40 Tce QSTP-LLC (W.E.F. 07.07.08) 106 Tata Consultancy Services Morocco SARL AU
41 TRIF Investment Management Limited 107 Tata Consultancy Services Netherlands BV
42 Wireless TT Info Services Limited 108 Tata Consultancy Services Portugal Unipessoal Limitada
43 Acme Living Solutions Pvt. Ltd. (W.E.F.29.01.09) 109 Tata Consultancy Services Sverige AB
44 Ahinsa Realtors Pvt. Ltd. 110 Tata Consultancy Services Switzerland Ltd. (Formerly TKS - Tecknosoft S.A.)
45 Ardent Properties Pvt. Ltd. (W.E.F.19.12.08) 111 Tata Information Technology (Shanghai) Company Limited
46 Arrow Infra Estates Pvt. Ltd. (W.E.F.30.09.08) 112 Tata Infotech (Singapore) Pte. Limited
47 Gurgaon Construct Well Pvt. Ltd. (formerly Unitech Construct Well 113 Tata Infotech Deutschland GmbH (Ceased to be a subsidiary
Pvt. Ltd.) (W.E.F.30.09.08) w.e.f. 22.10.2008 )
48 Gurgaon Infratech Pvt. Ltd. (formerly Unitech Infratech Pvt. Ltd.) 114 TATASOLUTION CENTER S.A
(W.E.F.30.09.08) 115 TCS e-Serve America, Inc (w.e.f.10.2.2009 )
49 Gurgaon Realtech Ltd.(formerly Unitech Real Tech Ltd.) (W.E.F.30.09.08) 116 TCS e-Serve International Limited (Formerly CGSL International
50 Landscape Structures Pvt. Ltd. (W.E.F.19.12.08) Limited)(w.e.f. 31.12.2008 )
51 Navinya Buildcon Pvt. Ltd. 117 TCS e-Serve Limited (Formerly Citigroup Global Services Limited)
52 Pioneer Infratech Pvt. Ltd. (w.e.f. 31.12.2008 )
53 TRIF Amritsar Projects Private Limited ((W.E.F.18.09.08 and Ceased to be 118 TCS Financial Management, LLC
a subsidiary w.e.f. 01.03.09) 119 TCS Financial Solutions Australia Holdings Pty Limited (Formerly
54 TRIF Constructions Pvt. Ltd. (W.E.F.12.12.08) Financial Network Services (Holdings) Pty. Limited)
55 TRIF Erectors Pvt. Ltd. (W.E.F.31.12.08) 120 TCS Financial Solutions Australia Pty Limited (Formerly Financial
56 TRIF Gandhinagar Projects Pvt. Ltd. Network Services Pty. Limited)
57 TRIF Hyderabad Projects Pvt. Ltd. 121 TCS FNS Pty. Limited
58 TRIF Infrastructure Pvt. Ltd. 122 TCS Iberoamerica SA
59 TRIF Kochi Projects Pvt. Ltd. 123 TCS Inversiones Chile Limitada
60 TRIF Kolkata Projects Pvt. Ltd. 124 TCS Italia SRL
61 TRIF Mega Projects Pvt. Ltd (W.E.F.31.12.08) 125 TCS Management Pty Ltd.
62 TRIF Modern Superstructures Pvt. Ltd. (W.E.F.31.12.08) 126 TCS Solution Center S.A.
63 TRIF Property Development Pvt. Ltd. 127 WTI Advanced Technology Ltd.
64 TRIF Real Estate and Development Pvt. Ltd.
95
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16. The disclosure as required under AS 15 regarding the 18. Asset under construction includes the following
Company's gratuity plan is as follows: incidental expenditure incurred during the
construction period:
Particulars As at As at
March 31, 2009 June 30, 2008
2008-09 2007-08
Rs. in Lakhs Rs. in Lakhs
Rs. in Lakhs Rs. in Lakhs
Projected benefit obligation, NIL NIL
beginning of the period/year Salary 4.80 -
Service cost 1.06 NIL Rent (including maintainence) 69.66 -
Interest cost NIL NIL
Total 74.46 -
Actuarial gain/(loss) on obligation (1.06) NIL
Benefits paid NIL NIL 19. Earning Per Share
July 1, 2008 to June 28, 2007 to
Projected benefit obligation, NIL NIL
March 31, 2009 June 30, 2008
end of the period/year
i) Loss after Tax
(Rs. in Lakhs) (1,026.29) (0.41)
Projected benefit obligation, NIL NIL ii) Weighted average
end of the period/year
number of shares
Fair value of plan assets at NIL NA outstanding. 2,672,555 10,000
the end of the period/year iii) Nominal Value of
Net liability recognized in the NIL NIL Equity Shares (Rs.) 10 10
Balance Sheet iv) Basic and Diluted
Earnings per Share (Rs.)(38.40) (4.11)
Fair Value of Plan Assets at the NA NA 20. Operating Lease:
beginning of the period/year
Operating lease rentals charged to revenue during the
Expected Return on Plan NA NA period are Rs. 67.47 Lakhs (Previous Year NIL). None of
Assets the lease agreements have minimum period clause and
Unfunded Liability NIL NA are cancelable at will by either party giving a prior notice of
30 to 90 days.
Benefit Paid NA NA
21. The Charges on the Assets of the Company for Term Loan
Actuarial Gain / (loss) on Plan NA NA
Assets
taken from United Bank of India for Rs. 13,000 Lakhs are
in the process of being created.
Fair Value of Plan Assets at NA NA
the end of the period/year 22. The appointment of a Manager and a whole time
Secretary is under process.
Total Actuarial Loss Recognized NIL NA
23. The Company during the year has changed its accounting
Actuarial Assumptions: year from July - June to April - March to bring uniformity in
line with Tata Teleservices (Maharashtra) Limited (Holding
Discount rate 7.75% NA Company) accounting year. Therefore accounting year
2008-09 is for 9 months starting from July 08 to March 09.
Rate of increase in 6.50% NA
compensation levels of 24. Previous period relates to a period of June 28, 2007 to
covered employees June 30, 2008 and current period is July 1, 2008 to March
31, 2009, hence the periods are not comparable.
Rate of Return on Plan Assets NA NA
17 . Value of Capital Inventory consumed during the period:
2008-09 2007-08 Chartered Accountants
Rs. in % Rs. in %
Lakhs Lakhs Radhika Hariharan S. Venkatesan H. D. Khosla
Partner (Director) (Director)
Indigenous 0.28 100 - -
Sujir Nayak
Total 0.28 100 - - (Manager)

96
CASH FLOW STATEMENT FOR THE PERIOD ENDED MARCH 31, 2009
July 1, 2008 June 28, 2007
to to
March 31, 2009 June 30, 2008
Amount Amount
Net Loss before Extraordinary item and tax (1,026.14) (0.41)
Adjustments for :
Depreciation 1,634.17 -
Finance and Treasury charges 89.78 -
1,723.95 0.00
Operating Profit / (Loss) before working capital changes 697.81 (0.41)

Increase in Sundry Debtors (1,194.09)
Increase in Loans and Advances (2,072.79) -
Increase in Current liabilities and Provisions 3,164.43 0.41
Cash Generated from operations (102.45) 0.41
Net Cash generated from operating activities 595.36 (0.00)

Purchase of Fixed Assets (30,204.22) -
Investment (1,000.00)
Net Cash used for investing activities (31,204.22) 0.00

Proceeds on account of shares issued 7,499.00 1.00
Proceeds from Term borrowings (Secured) 13,000.00
Proceeds from Short term borrowings (Unsecured) 10,200.00
Finance and Treasury charges paid (89.78) -
Net cash generated from financing activities 30,609.22 1.00
Net (decrease)/increase in cash or cash equivalents 0.36 1.00
Cash and cash equivalents at beginning of the period 1.00 -

Cash and cash equivalents at end of the period 1.36 1.00
0.36 1.00
Note to Cash Flow Statement
Purchase of Fixed Assets is inclusive of Capital Work-in-Progress



97
th
BALANCE SHEET ABSTRACT AND GENERAL BUSINESS PROFILE
I Registration Details
Registration No. 01-054651
State Code 01
Balance Sheet Date March 31, 2009
II Capital raised during the period (Rs. in Lakhs)
(Equity Share Capital & Security Premium Account)
Public Issue -
Rights Issue -
Bonus Issue -
Private Placement 7,499.00
III Position of Mobilisation and Deployment of Funds (Rs. in Lakhs)
Total Liabilities 30,700.00
Total Assets 30,700.00
Sources of Funds
Paid-up Capital 7,500.00
Reserves & Surplus -
Secured Loans -
Unsecured Loans 13,000.00
Application of Funds
Net Fixed Assets (including Capital Work-in-Progress) 30,847.06
Net Current Assets (1,173.61)
Accumulated Losses 1,026.55
IV Performance of the Company (Rs. in Lakhs)
Turnover (including other income) 1,976.23
Expenditure 3,002.37
Loss Before Tax (1,026.14)
Loss After Tax (1,026.14)
Earning Per Share (Rs.) (38.40)
Dividend Rate -
V Generic Names of three Principal Products/Services of the Company
Item Code No. (ITC Code) Not Applicable
Product Description Telecom Infrastructure Service Provider
Place: Mumbai S. Venkatesan H. D. Khosla Sujir Nayak

Date: May 8, 2009 (Director) (Director) (Manager)
98
Registered Office: Voltas Premises, T B Kadam Marg, Chinchpokli, Mumbai 400 033.
ATTENDANCE SLIP
Fourteenth Annual General Meeting on Thursday, August 13, 2009
Reg. Folio No………………………………… DP ID*…………………………….. Client ID*…………………...…………………

Name …………………………………………………………………….………………………………………………………………
Address ……………………………………………………………………….…………………………………………………………
……………………………………………………………………………………….……………………………………………………
………………………………………………………………………………………….…………………………………………………
I certify that I am a registered shareholder / proxy for the registered shareholder of the Company. I hereby record my presence
at the FOURTEENTH ANNUAL GENERAL MEETING of the Company at Kamalnarayan Bajaj Hall & Art Gallery, Bajaj
Bhavan, Jamnalal Bajaj Marg, 226, Nariman Point, Mumbai - 400 021 at 1500 hours on Thursday, August 13, 2009.
Member/Proxy name in Block Letters ………………………………………………..………………………………………………
Member/Proxy's Signature ……………………….....…...……………………………………………………………………………
Note: Please fill in this slip and hand over at the ENTRANCE TO THE AUDITORIUM.
* Applicable for shareholder(s) holding shares in electronic (dematerialized) form.
Registered Office: Voltas Premises, T B Kadam Marg, Chinchpokli, Mumbai 400 033.
PROXY FORM
Reg. Folio No……....………………………… DP ID*……………………….. Client ID*………………………………………
I/We .................................................................................................................................................................................... of
........................................................................................................................................................................ in the district of
............................................................................... being a member/members of the above named Company hereby appoint
................................................................................ of .................................................................................... in the district of
................................................................................ or failing him ....................................................................................... of
.............................................. in the district of ............................................................................................... as my/our proxy
to vote for me/us on my/our behalf at the FOURTEENTH ANNUAL GENERAL MEETING of the Company to be held on
Thursday, August 13 , 2009 and at any adjournment thereof.
Signature ..................................................................................... Affix a

15 ps.
Signed this ........................................day of .........................2009. Revenue
Stamp
Note: This form in order to be effective should be duly stamped, completed and signed and must be deposited at the
Registered Office of the Company, not less than 48 hours before the meeting.
* Applicable for investors holding shares in electronic (dematerialised) form.

2008 09 Annual Report

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2008 09 Annual Report

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BOARD OF DIRECTORS COMPLIANCE OFFICER

Mr. Madhav Joshi

Mr. Amal Ganguli

CONTENTS Page No.

Corporate Governance Report 13

Management Discussion and Analysis of Financial Condition and Results of Operations 23

Profit & Loss Account 33

Cash Flow Statement 55

Balance Sheet Abstract and General Business Profile 56

Consolidated Financial Statements

Consolidated Balance Sheet 58

Consolidated Profit & Loss Account 59

Consolidated Cash Flow Statement 77

Directors’ Report and Financial Statements of the Subsidiary Company -

Financial Year 2007-08 79

Financial Year 2008-09 83

Registered Office: By order of the Board

Mumbai, Madhav Joshi

Registered Office: By order of the Board

Mumbai, Madhav Joshi

# Public Companies Excludes Foreign Companies and Section 25 Companies

Particulars 2008-09 2007-08

(iii) Foreign Exchange Earnings and Outgo:

Particulars 2008-09 2007-08

Particulars of Employees and Stock Options

For and on behalf of the Board of Directors

Mumbai, Kishor A. Chaukar

For Deloitte Haskins & Sells

Mumbai, Dated: May 11, 2009

STATEMENT OF COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE

* Appointed as Additional Director and Chairman w.e.f. March 24, 2009.

Name of the Director No. of Meetings during 2008-09 Attendance at

Mr. Ratan N. Tata* 6 2 Yes

Mr. Kishor A. Chaukar**# - - Not Applicable

Mr. Arunkumar R. Gandhi* 6 6 No

Mr. Amal Ganguli** # - - Not Applicable

Mr. Nadir Godrej 6 4 Yes

Prof. Ashok Jhunjhunwala 6 4*** Yes

Mr. S. Ramadorai 6 5 Yes

Mr. Anil Sardana 6 5 Yes

Dr. Mukund Rajan 6 6 Yes

* Ceased to be a Director with effect from March 23, 2009.

A) Non Executive Directors

Name of the Director Sitting Fees (Rs.)

* Appointed as Member of the Committee w.e.f. March 30, 2009.

Name of the Member Category

Name of Member Category No. of Meetings during 2008-09

* Ceased to be a Member of the Committee w.e.f. March 23, 2009.

Particulars of Section under which special Purpose

Section 31 of the Companies Act, 1956 Amendment of Articles of Association to allow

Market Price Data

Company’s BSE Company’s NIFTY

Registrar and ShareTransfer Agents

TSR Darashaw Limited

Category of Investors Percentage of Shareholding

Foreign Investors 0.56 2.69

(FIIs / NRIs / OCBs / Foreign Banks / Foreign Corporate Bodies)

Corporate Bodies 2.18 5.68

Individuals 19.19 23.46

TOTAL 100.00 100.00

The Company had a total of 6,06,711 shareholders as on March 31, 2009.

subscribers to 74 lakhs at the end of March 2009 1,095.13