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GTL Infrastructure Ltd. Notes to Accounts
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You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 1626.76 Cr. P/BV -0.30 Book Value (Rs.) -4.29
52 Week High/Low (Rs.) 2/1 FV/ML 10/1 P/E(X) 0.00
Bookclosure 23/09/2015 EPS (Rs.) 0.00 Div Yield (%) 0.00
Year End :2025-03 

2.8. Provisions, Contingent Liabilities, Contingent Assets
and Commitments

Provisions are recognised when the Company has a present
obligation (legal or constructive) as a result of a past event. It
is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation. If the
effect of the time value of money is material, provisions are
discounted using equivalent period government securities
interest rate. Unwinding of the discount is recognised in the
statement of profit and loss as a finance cost. Provisions are
reviewed at each balance sheet date and are adjusted to
reflect the current best estimate.

Contingent liabilities are disclosed when there is a
possible obligation arising from past events, the existence
of which will be confirmed only by the occurrence or
non-occurrence of one or more uncertain future events
not wholly within the control of the Company or a present
obligation that arises from past events where it is either
not probable that an outflow of resources will be required
to settle or a reliable estimate of the amount cannot be
made. Information on contingent liability is disclosed in
the Notes to the Financial Statements. Contingent assets
are not recognised. However, when the realisation of
income is virtually certain, then the related asset is no
longer a contingent asset, but it is recognised as an asset.

2.9. Fair value measurement

“The Company measures financial instruments at fair
value at each balance sheet date.

Fair value is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
The fair value measurement is based on the presumption
that the transaction to sell the asset or transfer the liability
takes place either:

a) In the principal market for the asset or liability, or

b) I n the absence of a principal market, in the most
advantageous market for the asset or liability.

A fair value measurement of a non-financial asset takes
into account a market participant's ability to generate
economic benefits by using the asset in its highest and
best use or by selling it to another market participant that
would use the asset in its highest and best use.

The Company uses valuation techniques that are
appropriate in the circumstances and for which sufficient
data are available to measure fair value, maximising the
use of relevant observable inputs and minimising the use
of unobservable inputs.

All assets and liabilities for which fair value is measured
or disclosed in the financial statements are categorised
within the fair value hierarchy.

2.10. Revenue recognition

The Company's revenue primarily consists of revenue
for use of infrastructure facilities on individual / sharing
basis and energy revenue for the provision of energy for
operations of sites.

Revenue for use of infrastructure (which is termed as
“Revenue from Telecom / Network Infrastructure Facilities”)
is governed by Ind AS 116. The same is recognized as and
when services are rendered, on a monthly basis as per
the contractual terms under agreements entered with
customers. The Company has ascertained that the revenue
for use of infrastructure facilities is structured to increase
in line with expected inflationary increase in cost of the
Company and hence, not straight-lined.

Effective April 1,2018, the Company has applied Ind AS 115
“Revenue from Contracts with Customers” which establishes
a comprehensive framework to depict timing and amount of
revenue to be recognised. The Company has adopted IND AS
115 using cumulative effect method, where any effect arising
upon application of this standard is recognised as at the date
of initial application i.e., April 1, 2018. Company's revenue
for provision of energy for operation of sites is governed by
Ind AS 115; Company's revenue from use of infrastructure
facilities, which is covered in leases is specifically excluded
from the Scope of Ind AS 115.

Energy revenue is recognized over the period on a
monthly basis upon satisfaction of performance obligation
as per contracts with the customers. The transaction price
is the consideration received from customers based on
prices agreed as per the contract with the customers. The
determination of standalone selling prices is not required
as the transaction prices are stated in the contract based
on the identified performance obligation.

The Company provides sharing benefits to its customers
based on slab defined in the revenue contracts. Contract
also contains clause on Service Level Agreements (SLAs)

penalty/rewards, dependent upon the achievement of
network uptime level as mentioned in the contract. The
Company estimates SLA penalty/rewards at each month
end and considers the impact of the same in the revenue.
Revenues in excess of invoicing are classified as contract
assets (referred as unbilled revenue) while invoicing in
excess of revenues are classified as contract liabilities
(referred as unearned revenue).

Revenue from reimbursement of property tax is recognized
over the period on a monthly basis upon satisfaction
of performance obligation as per contracts with the
customers. The transaction price is the consideration
received from customers based on prices agreed as per
the contract with the customers.

Interest income

Interest Income from financial assets is recognised when
it is probable that the economic benefit will flow to the
Company and the amount of income can be measured
reliably. Interest income is accrued on time basis, by
reference to the principal outstanding and at the effective
interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the
expected life of the financial asset to that asset's net
carrying amount on initial recognition.

Dividends

Income from dividends is recognised when the Company's
right to receive the dividend has been established.

Insurance Claims

Insurance Claims for loss of material are accounted upon
receipt of the same.

2.11. Leases

Leases are classified as finance lease whenever the terms
of the lease transfer substantially all the risks and rewards
of ownership to the lessee. All other leases are classified
as operating leases.

i. Company as a lessee
Operating lease:

Effective April 1, 2019, the Company has adopted
Ind AS- 116 “Leases” under modified retrospective
approach without adjustment of comparatives and
has considered a Right of Use (ROU) Assets and
corresponding lease liabilities.

The Company recognizes right-of-use asset
representing its right to use the underlying asset for the
lease term at the lease commencement date. The cost
of the right-of-use asset measured at inception shall
comprise of the amount of the initial measurement
of the lease liability adjusted for any lease payments
made at or before the commencement date less any
lease incentives received, plus any initial direct costs
incurred. The right-of-use assets is subsequently
measured at cost less any accumulated depreciation,
accumulated impairment losses, if any and adjusted
for any remeasurement of the lease liability. The right-
of-use asset is depreciated from the commencement
date on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset.
Right-of-use assets are tested for impairment
whenever there is any indication that their carrying
amounts may not be recoverable. Impairment loss, if
any, is recognised in the statement of profit and loss.

The Company measures the lease liability at the
present value of the lease payments that are not
paid at the commencement date of the lease. The
lease payments are discounted using the interest
rate implicit in the lease, if that rate can be readily
determined. If that rate cannot be readily determined,
the Company uses incremental borrowing rate. For
leases with reasonably similar characteristics, the
Company may adopt the incremental borrowing
rate for the entire portfolio of leases as a whole. The
lease payments shall include fixed payments, variable
lease payments, residual value guarantees, exercise
price of a purchase option where the Company
is reasonably certain to exercise that option and
payments of penalties for terminating the lease, if the
lease term reflects the lessee exercising an option to
terminate the lease. The lease liability is subsequently
remeasured by increasing the carrying amount to
reflect interest on the lease liability, reducing the
carrying amount to reflect the lease payments made
and remeasuring the carrying amount to reflect any
reassessment or lease modifications or to reflect
revised in-substance fixed lease payments.

For lease renewals previously classified as short¬
term leases, the commencement date is established
as the first day of the month in which the renewal
payment is processed. Any incremental rent paid
during the renewal, for the period when it was
considered a short-term lease, is expensed in the
month when the rent payment occurs.

The Company recognises the amount of the
remeasurement of lease liability as an adjustment to
the right-of-use asset. Where the carrying amount of
the right-of-use asset is reduced to zero and there
is a further reduction in the measurement of the lease
liability, the Company recognizes any remaining amount
of the re-measurement in statement of profit and loss.
The Company elects not to apply the requirements
of Ind AS 116 to short term leases or the leases for
which the underlying asset is of low value. The lease
payments associated with these leases are recognised
as expense on either a straight-line basis over lease
term or another systematic basis. The Company has
opted to recognize the asset retirement obligation
liability as part of the cost of an item of property, plant
and equipment in accordance with Ind As 16.

ii. Company as a lessor
Operating lease:

Rental income from operating lease is recognised
on a straight-line basis over the lease term unless
payments to the Company are structured to increase
in line with expected general inflation to compensate
for the Company's expected increase in inflationary
cost; such increases are recognised in the year
in which such benefits accrue. Initial direct costs
incurred in negotiating and arranging an operating
lease are added to the carrying amount of the leased
asset and recognised over the lease term on the
same basis as the lease income.

2.12. Employee benefits

Short Term Employee Benefits

The undiscounted amount of short-term employee
benefits expected to be paid in exchange for the services

rendered by the employees are recognised as an expense
during the year when the employees render the services.
Post-Employment Benefits
Defined Contribution Plan

A defined contribution plan is a post-employment benefit
plan under which the Company pays specified contributions
to a separate entity. The Company makes specified monthly
contributions towards Provident Fund, Pension Scheme.
The Company's contribution is recognised as an expense
in the Profit and Loss Statement during the period in which
the employee renders the related service.

Defined Benefit Plan

The liability in respect of defined benefit plans and other post¬
employment benefits is calculated using the Projected Unit
Credit Method and spread over the period during which the
benefit is expected to be derived from employees 'services.
Re-measurement of defined benefit plans in respect
of post-employment benefits are charged to the other
Comprehensive Income.

2.13. Foreign currency transactions

Transactions in foreign currencies are recorded at the
exchange rate prevailing on the date of transaction.
Monetary assets and liabilities denominated in foreign
currencies are translated at the functional currency
closing rates of exchange at the reporting date.

Exchange differences arising on settlement or translation
of monetary items are recognised in profit or loss
Non-monetary items that are measured in terms of
historical cost in a foreign currency are translated using
the exchange rates at the dates of the transactions.

2.14. Borrowing Costs

Borrowing Costs directly attributable to the acquisition,
construction or production of an asset that necessarily
takes a substantial period of time to get ready for its
intended use or sale are capitalised as part of the cost
of the asset. All other borrowing costs are expensed in
the period in which they occur. Borrowing costs consist of
interest and other costs that an entity incurs in connection
with the borrowing of funds. Interest income earned on
the temporary investment of specific borrowings pending
their expenditure on qualifying assets is deducted from
the borrowing costs eligible for capitalisation. Borrowing
cost also includes exchange differences to the extent
regarded as an adjustment to the borrowing costs.

2.15. Taxes

Tax expense represents the sum of current tax (including
income tax for earlier years) and deferred tax. Tax is
recognised in the statement of profit and loss, except to the
extent that it relates to items recognised directly in equity
or other comprehensive income, in such cases the tax is
also recognised directly in equity or in other comprehensive
income. Any subsequent change in direct tax on items initially
recognised in equity or other comprehensive income is also
recognised in equity or other comprehensive income.

Current tax provision is computed for income calculated after
considering allowances and exemptions under the provisions
of the applicable Income Tax Laws. Current tax assets and
current tax liabilities are off set, and presented as net.
Deferred tax is recognised on differences between the carrying
amounts of assets and liabilities in the balance sheet and the
corresponding tax bases used in the computation of taxable

profit. Deferred tax liabilities are generally recognised for all
taxable temporary differences, and deferred tax assets are
generally recognised for all deductible temporary differences,
carry forward tax losses and allowances to the extent that it
is probable that future taxable profits will be available against
which those deductible temporary differences, carry forward
tax losses and allowances can be utilised. Deferred tax assets
and liabilities are measured at the applicable tax rates. The
carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available
against which the temporary differences can be utilised.

2.16. Earnings per share

The earnings considered in ascertaining the Company's
Earnings Per Share (EPS) is the net profit/ (loss) after tax.
The number of shares used in computing basic EPS is the
weighted average number of shares outstanding during
the period/year. The diluted EPS is calculated on the
same basis as basic EPS, after adjusting for the effects
of potential dilutive equity shares unless the effect of the
potential dilutive equity shares is anti-dilutive.

2.17. Current and Non-Current Classification

“The Company presents assets and liabilities in statement of
financial position based on current/non-current classification.

The Company has presented non-current assets and
current assets before equity, non-current liabilities and
current liabilities in accordance with Schedule III, Division
II of Companies Act, 2013 notified by Ministry of Corporate
Affairs (MCA).”

“An asset is classified as current when it is:

a) Expected to be realised or intended to be sold or
consumed in normal operating cycle,

b) Held primarily for the purpose of trading,

c) Expected to be realised within twelve months after
the reporting period, or

d) Cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least
twelve months after the reporting period.

All other assets are classified as non-current.”

“A liability is classified as current when it is:

a) Expected to be settled in normal operating cycle,

b) Held primarily for the purpose of trading,

c) Due to be settled within twelve months after the
reporting period, or

d) There is no unconditional right to defer the
settlement of the liability for at least twelve months
after the reporting period.

All other liabilities are classified as non-current.”

The operating cycle is the time between the acquisition of
assets for processing and their realisation in cash or cash
equivalents. Deferred tax assets and liabilities are classified
as non-current assets and liabilities. The Company has
identified twelve months as its operating cycle.

2(B) Significant accounting judgements, estimates and
assumptions

The preparation of the Company's financial statements requires
management to make judgement, estimates and assumptions
that affect the reported amount of revenue, expenses, assets
and liabilities and the accompanying disclosures. Uncertainty
about these assumptions and estimates could result in
outcomes that require a material adjustment to the carrying
amount of assets or liabilities affected in future periods.

a) Operating Lease

1. As Lessor

The Company has assessed that its master service
agreement (“MSA”) with operators contains lease
of its tower sites and plant and equipment and
has determined, based on evaluation of the
terms and conditions of the arrangements such
as various lessees sharing the same tower sites
with specific area, the fair value of the asset and
all the significant risks and rewards of ownership
of these properties retained by the Company,
that such contracts are in the nature of operating
lease and has accounted for as such.

The Company has ascertained that the annual
escalations in the lease payment received
under the MSA are structured to compensate
the expected inflationary increase in cost and
therefore has not been straight-lined.

2. As Lessee

The Company has assessed that agreements
entered with the landlords contain lease of the
underlying space based on evaluation of terms
and conditions of the contracts with landlords
and are accounted for as such under Ind AS 116

b) Revenue Recognition

The Company's revenue primarily consists of
revenue for use of infrastructure facilities (Rentals)
and energy revenue for the provision of energy for
operations of sites. Rentals are not covered within
the scope of Ind AS 115, hence identification of
distinct performance obligation within Ind AS 115 do
not involve significant judgement.

Judgement is required to determine the transaction
price for the contract. The transaction price could be
either a fixed amount of customer consideration or
variable consideration with elements such as discounts,
service level credits, etc. The estimated amount of
variable consideration is adjusted in the transaction
price only to the extent that it is highly probable that
a significant reversal in the amount of cumulative
revenue recognised will not occur and is reassessed at
the end of each reporting period. The Company provides
sharing benefits to its customers based on slab defined
in the revenue contracts. Contract also contains clause
on Service Level Agreements (SLAs) benefits/penalties
dependent upon achievement of network uptime level
as mentioned in the contract.

These benefits/SLA penalties are called variable
consideration. There is no additional impact of variable
consideration as per Ind AS 115 since maximum
benefit is already being given to customer and the
same is deducted from revenue. There is no additional
impact of SLA as the Company already estimates SLA
penalty amount and the same is provided for at each
month end. This SLA is presented as net off with
revenue in the Statement of profit and loss.

c) Depreciation and useful lives of property plant
and equipment

Property, plant and equipment are depreciated over the
estimated useful lives of the assets, after taking into
account their estimated residual value. Management
reviews the estimated useful lives and residual values
of the assets annually in order to determine the amount

of depreciation to be recorded during any reporting
period. The useful lives and residual values are based
on the Company's historical experience with similar
assets and take into account anticipated technological
changes. The depreciation for future periods is adjusted
if there are significant changes from previous estimates.

d) Recoverability of trade receivable:

Judgements are required in assessing the
recoverability of trade receivables and determining
whether a provision against those receivables
is required. Factors considered in assessing the
recoverability of trade receivables include the credit
rating of the counterparty, the amount and timing of
anticipated future payments and any possible actions
that can be taken to mitigate the risk of non-payment.

e) Provisions:

Provisions and liabilities are recognized in the period
when it becomes probable that there will be a future
outflow of funds resulting from past operations or
events and the amount of cash outflow can be reliably
estimated. The timing of recognition and quantification
of the liability require the application of judgement
to existing facts and circumstances, which can be
subject to change. Since the cash outflows can take
in the future years, the carrying amounts of provisions
and liabilities are reviewed regularly and adjusted to
take account of changing facts and circumstances.

f) Impairment of non-financial assets including
investment property:

The Company assesses at each reporting date whether
there is an indication that an asset may be impaired.
If any indication exists, or when annual impairment
testing for an asset is required, the Company
estimates the asset's recoverable amount. An asset's
recoverable amount is the higher of an asset's or CGU's
fair value less costs of disposal and its value in use.
It is determined for an individual asset, unless the
asset does not generate cash inflows that are largely
independent of those from other assets or a groups of
assets. Where the carrying amount of an asset or CGU
exceeds its recoverable amount, the asset is considered
impaired and is written down to its recoverable amount.

I n assessing value in use, the estimated future cash
flows are discounted to their present value using
pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
specific to the asset. In determining fair value less costs
of disposal, recent market transactions are taken into
account, if no such transactions can be identified, an
appropriate valuation methodology is used.

g) Impairment of financial assets

The impairment provisions for financial assets are
based on assumptions about risk of default and
expected cash loss. The Company uses judgement in
making these assumptions and selecting the inputs to
the impairment calculation, based on Company's past
history, existing market conditions as well as forward
looking estimates at the end of each reporting period.

h) Defined benefit plans (gratuity benefits)

The cost of the defined benefit gratuity plan and other
post-employment benefits and the present value of
the gratuity obligation are determined using actuarial
valuations.An actuarial valuation involves making various

assumptions that may differ from actual developments
in the future. These include the determination of the
discount rate, future salary increases and mortality
rates. Due to the complexities involved in the valuation
and its long-term nature, a defined benefit obligation
is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.

i) Fair value measurement of financial instruments

When the fair value of financial assets and financial
liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets,
their fair value is measured using valuation techniques
including the Discounted Cash Flow (DCF) model. The
inputs to these models are taken from observable
markets where possible, but where this is not feasible,
a degree of judgement is required in establishing fair
values. Judgements include considerations of inputs
such as liquidity risk, credit risk and volatility. Changes
in assumptions about these factors could affect the
reported fair value of financial instruments.

j) Taxes

Significant management judgement is required to
determine the amount of deferred tax assets that
can be recognised, based on the likely timing and
the level of future taxable income together with
future tax planning strategies. The Company does
not expect availability of future taxable income
sufficient to utilise its deferred tax assets. Further
details on taxes are disclosed in note 44.

k) Property taxes on sites

The matter of levy of property tax on the company is sub-
judice before various authorities in India. The company
has accounted for the liability towards Property taxes in
its financial statements on the basis of best estimates
considering the demand notices received/ receivable in
various circles wherever it is applicable.

l) Asset retirement obligations

The Company has recognised a provision for
asset retirement obligations associated with
telecommunication towers.Such Provision is recognised
in respect of the costs for dismantling of infrastructure
equipment and restoration of sites under operating
leases, which are expected to be incurred at the end
of the lease term, based on the estimate provided by
the internal technical experts. In determining the fair
value of such provision, assumptions and estimates are
made in relation to discount rates, the expected cost to
dismantle and remove the plant from the site and the
expected timing of those costs.

The Company estimates that the costs would be
incurred at the end of the lease term and calculates
the provision using the DCF method based on the
discount rate that approximates interest rate of
risk free borrowings and current estimate of asset
retirement obligation duly adjusted for expected
inflationary increase in related costs.

Recent Accounting Pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards
or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to
time. For the year ended March 31,2025, MCA has not notified
any new standards or amendments to the existing standards
applicable to the Company.

3 (a) (i) Buildings include properties having carrying value of ' 479 Lakhs (Previous year ' 490 Lakhs) for which deeds of
conveyance have yet to be executed in favour of the Company and ' 0.07 Lakhs (March 31,2017'0.07 Lakhs) towards
cost of 70 shares of ' 100 each in a Co-operative Housing Society

3 (a) (ii) Buildings include Land related properties and Boundary Wall at Sites having carrying value of ' 4,523 Lakhs (Previous
year ' 4,755 Lakhs) before impairment.

3 (a) (iii) Property, Plant and Equipment (PPE) includes assets mortgaged as security (Refer Note No. 18.2)

3 (a) (iv) The Company carried out an impairment test of its property, plant and equipment in accordance with the Indian Accounting
Standards (Ind AS) 36 - 'Impairment of Assets' and concluded that there was no impairment loss for the financial year
ended March 31, 2025. Impairment Loss of the Previous year has been disclosed as exceptional item (Building ' 35
Lakhs and Plant & Equipments ' 1,508 lakhs).

16.2 Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of ' 10 per share. Each holder of equity shares is
entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to
receive any of the remaining assets of the Company, after distribution of all the preferential amounts. The distribution will
be in proportion to the number of equity shares held by the shareholders.

16.3 Shares reserved for issue under options :

The Foreign Currency Convertible Bonds (FCCB) holders have the option to convert FCCB into 490,816,093 Equity Shares
(Previous year 492,907,042). (Refer Note No. 22.1)

Nature ana purpose ot Reserves

17.1 Equity Component ot Compound Financial Instruments

Equity Component represents FCCB Series B1 & B3 Bonds compulsorily convertible into equity shares. (Refer Note No. 22.1)

17.2 Reconstruction Reserve

Created pursuant to scheme of arrangement approved by Hon'ble High Court in earlier years. It shall be utilised as per
provisions of Companies Act 2013.

17.3 Capital Reserve

Created On Forfeiture of Preferential Convertible Warrants. It shall be utilised as per provisions of Companies Act 2013.

17.4 Securities premium

Created on conversion of Employee Stock Options Scheme , Preferential Warrants and Foreign currency convertible
Bonds. It shall be utilised as per provisions of Companies Act 2013.

18.1 (a) In 2018, post the unprecedented shutdown and exits of major customers like Aircel, RCom, Tata Tele etc., the Company

suffered a significant fall in revenue and EBITDA and there was an urgent need to right size the debt levels. At that time,
the lenders of the Company chose to assign their respective debts in favour of Edelweiss Asset Reconstruction Company
Limited (“EARC”). As of March 31, 2025, 79.34% of Indian Rupee Debt of ' 322,625 Lakhs have been assigned in
favour of EARC acting in its capacity as Trustee of EARC Trust-SC 338 vide assignment agreement executed in favour of
EARC. The Company believed that once the assignment was completed, the debt would be restructured to sustainable
levels in a timely manner and accordingly, the Company presented multiple Resolution Plans starling from April 2018 for
consideration of lenders' consortium updating such plans from time to time after taking into account various developments
in telecom sector. However, for reasons best known to them, the said Resolution Plans submitted by the Company were
never considered by the lenders and also few lenders elected not to assign their respective debts to EARC.

(b) e National Company Law Tribunal, Mumbai Bench (“NCLT”) vide its order dated November 18, 2022 has
dismissed petition filed by Canara Bank for initiation of Corporate Insolvency Resolution Process (“CIRP”) under Section
7 of the Insolvency & Bankruptcy Code, 2016 (“IBC”). The Hon'ble Tribunal held that the business of the Company is
sustainable, it is a viable going concern under its current management and the overall financial health of the Company
is not bad enough to be admitted under CIRP. Thus, in view of aforementioned, the petition is dismissed, against which
Canara Bank filed an appeal before National Company Law Appellate Tribunal, at Delhi (“NCLAT”). The Hon'ble NCLAT,
vide order dated October 25, 2024, has, while allowing the said appeal, set aside the order passed by the Hon'ble NCLT
and remanded the case to the Hon'ble NCLT for fresh hearing of the original petition filed by Canara Bank, taking all
relevant facts into account. Accordingly, matter is pending for final hearing before the Hon'ble NCLT, Mumbai Bench.

(c) During the year ended March 31,2025, IDBI Trusteeship Services Limited (“ITSL”), on behest of Edelweiss Asset
Reconstruction Company Limited (“EARC”)/lenders, debited ' 13,059 lakhs, which includes upfront amount paid
by the Company for considering the OTS/Restructuring proposal to lenders. Thus, since May 2020 to till date overall
amount of ' 127,560 lakhs including above have been debited/paid from TRA account. Interest on borrowings is
calculated after adjusting these amounts from the principal.

(d) Additionally, ITSL, on the instruction of lenders of the Company, has realised ' 3,401 Lakhs by way of sale of pledged
equity shares. The said amount is reduced from the Lenders' outstanding amount and considered as other equity
towards contribution of promoter group company considering invocation of their pledged shares by the lenders.

(e) The Company received notices of recall of loans from three of the lenders claiming alleged default of ' 382,261 Lakhs,
' 24,812 Lakhs and ' 20,102 Lakhs in terms of Master Restructuring Agreement dated December 31,2011 during
financial year 2020-21. The Company has strongly refuted the claims and responded to said notices appropriately.
Thus, in absence of directions from lenders as stated above, the Company continues to mention terms of repayment
(Refer note No 18.3) and amount of Overdue (Refer note no. 18.4) as on March 31,2025 in terms of and in accordance
with the payment schedule, terms and conditions of Strategic Debt Restructuring Scheme as approved by then lenders.

(f) As per the arrangements with the Lenders, the Company is required to comply with certain covenants and non¬
compliance with these covenants may give rights to the lenders to demand Repayment of the loans. Considering the
alleged claims of lenders and to comply with the requirement of Ind AS -1 “Presentation of Financial Statement”,
the Company has, as an abundant precaution, classified Non-Current borrowings as Current borrowings. This
classification was made for the first time in the Balance Sheet as at March 31,2019 .

18.2 (a) (i) Specific Charge - Banks, Financial Institutions and Asset Reconstruction Trust of the erstwhile standalone

Company and erstwhile CNIL continue to have specfic charge on the assets or properties of respective
companies as existed on the effective date of merger i.e December 22, 2017.

(ii) In Addition to the specific charge, Personal guarantee of Mr. Manoj Tirodkar and sponsor support from Global Holding
Corporation Private Limited (GHC ) have been provided to Banks and Life Insurance Corporation of India (LIC).

at a fixed rate of exchange of ' 65.1386 to US$ 1.00 subject to certain adjustments as described in Terms and
Conditions of Series B1 Bonds; Floor Price in each case at a fixed rate of exchange on conversion of ' 65.1386
to US $1.00 subject to certain adjustments as described in Terms and Conditions of Series B1 Bonds.

b. The Series B1 Bonds do not bear any interest.

(iii) Terms and Conditions of the Series B2 Bonds:

a. The Series B2 Bonds bear interest at a fixed rate of 6.7310% p.a. payable semi-annually in arrears on
April 26 and October 26, beginning on the 12 months anniversary of the issuance of the Series B2 Bonds i.e.
on October 26, 2018.

b. The Series B2 Bonds are redeemable at 100% of its principal amount on October 27, 2022 unless previously
redeemed, converted or purchased and cancelled.

c. The Series B2 Bonds are convertible at the option of the holders of the Series B2 Bonds at any time from the
date of the issue of the Series B2 Bonds up to the close of business on October 27, 2022 into Equity Shares
at a conversion price equal to 10 per Share with a fixed rate of exchange on conversion of ' 65.1386 to
US $1.00 subject to certain adjustments as described in Terms and Conditions of Series B2 Bonds.

d. Following the occurrence of a Change of Control, the holder of each Series B2 Bond will have the right at such
holder's option to require the Company to redeem in whole but not in part such holder's Series B2 Bonds at
100.0% of their principal amount (“Change of Control Put Price”), together with accrued and unpaid interest
and default interest (if any) up to and including the date of payment of the Change of Control Put Price.

(iv) Terms and Conditions of the Series B3 Bonds:

a. The Series B3 Bonds are compulsorily convertible into fully paid equity shares of ' 10 each on October 27,
2022 at a fixed rate of exchange of ' 65.1386 to US$ 1.00 subject to certain adjustments as described in
Terms and Conditions of Series B3 Bonds;

b. The Series B3 Bonds do not bear any interest.

(v) Series B1 & Series B3 bonds have become compulsorily convertible upon maturity date i.e. October 27, 2022. The
Company has requested bondholders to share their respective details for converting bonds and crediting equity
shares to their respective account. However, the Company is awaiting the relevant details from the respective
bondholders. Series B2 Bonds are redeemable and have matured on October 27, 2022. The lead secured lender
has, however, informed the Company that till the entire outstanding Secured debt of the Secured lenders is fully
paid off, no other creditor including Series B2 Bondholders, which rank sub-ordinate to the secured creditors,
can be paid in priority. Hence, the Company could not redeem Series B2 Bonds on its maturity. Thus, as per the
Terms and Conditions of Series B2 Bonds, in case of default in redemption of Series B2 Bonds, conversion right of
bondholders will revive and /or will continue to be exercisable up to the date of receipt of redemption amount by
the Principal Agent / Trustee of the Series B2 Bonds.

(vi) As on March 31,2025, 27,597.50 Series B1 Bonds, 37,471 Series B2 Bonds and 10,281 Series B3 Bonds were
outstanding.

35. EXCEPTIONAL ITEMS:

In view of the current developments and challenges impacting the telecom sector, as elaborated in note no. 57, and considering
the dismantling activities pertaining to certain telecom sites as set out in note no. 58, the Company carried out impairment
assessment of its property, plant and equipment in accordance with the applicable provisions of Indian Accounting Standard
(Ind AS) 36 - Impairment of Assets.

Based on this assessment, it is concluded that the carrying amounts of these assets continue to be supportable by their
recoverable amounts, determined on a value-in-use basis. Accordingly, no impairment loss has been recognized for the
financial year ended March 31,2025 (Previous Year: ' 1,543 lakhs). The impairment loss recognized in the previous year was
disclosed under 'Exceptional Items' in the Statement of Profit and Loss.

36. ARBITRATION:

Pursuant to the Energy Management Agreement, Field Level Management Services Agreement and Suspension Agreement,
GTL Limited (“GTL”) had invoked arbitration proceedings against the Company and claimed an amount of ' 69,000 Lakhs
along with damages. Three retired Supreme Court Judges formed an Arbitral Tribunal and examined the underlying facts of the
matter. The Hon'ble Tribunal had passed an interim award dated December 17, 2019 directing the Company to pay an amount
of ' 44,000 Lakhs to GTL.

The Company preferred an appeal against the interim award before the Hon'ble Delhi High Court and the same had been
dismissed while confirming the interim award passed by the Hon'ble Arbitral Tribunal. In view of the Arbitration award and
dismissal of appeal by Hon'ble Delhi High Court, the Company had provided ' 44,000 Lakhs as claims against arbitration and
disclosed the same as exceptional items in the financial statements in FY 2019-20.

During the month of June 2020, EARC filed an appeal before the Hon'ble Delhi High Court (“EARC Appeal”) challenging the
interim Award passed by the Hon'ble Arbitral Tribunal dated December 27, 2019.The EARC appeal was disposed of by the
Hon'ble Delhi High Court on November 18, 2020 and modified the Interim Award to the extent that all payments directed
thereunder, would be deposited, not with the Company or in an Escrow Account to be maintained by the Company, but in the
TRA, created and maintained in accordance with the TRA Agreement. The said payments are to be kept deposited in the TRA
Account subject to further orders to be passed by the Hon'ble Arbitral Tribunal.

Subsequent to the said Judgment and Order dated November 18, 2020, EARC filed a Clarification Application and Review
Petition with regards to the said Judgment and Order dated November 18, 2020 before the Hon'ble Delhi High Court which
were dismissed on February 3, 2021 and February 4, 2022 respectively.

EARC thereafter filed a Special Leave Petition (SLP) before the Hon'ble Supreme Court of India, against the Hon'ble Delhi High
Court orders dated November 18, 2020 and February 4, 2022. EARC through Impleadment application has requested to the
Hon'ble Supreme Court to implead the non-assigning lenders of the Company to the said SLP. Company has filed its reply.

After hearing all the parties, on May 13, 2024, Hon'ble Supreme Court disposed of the said SLP of Appeal modifying the
Hon'ble Delhi HC order dated November 18, 2020 and directed that the amount shall be subject to the orders in suit pending
before the Bombay High Court”.

Meanwhile, the residual claim of ' 25,000 Lakhs by GTL is still pending before the Hon'ble Arbitral Tribunal. The final hearings
in the matter have concluded, and the proceedings stand reserved for the final award.

37. DISCLOSURE ON LEASES:

[A] Company as a lessor

The Company has entered into operating lease arrangement with its customers for Infrastructure provisioning. The following
table sets out the Maturity analysis of lease receivable for the lock in period of the customers after the reporting date:

39. CENVAT CREDIT:

During earlier years, as legally advised, the Company's CENVAT credit aggregating to ' 7,993 Lakhs was utilized for discharging
service tax liability of Chennai Network Infrastructure Limited (CNIL), an erstwhile Associate, which subsequently got merged
with the Company. CNIL also paid the same amount to the Service Tax Authority under Voluntary Compliance Encouragement
Scheme (VCES) in November, 2013. Subsequently, the Company filed a writ petition in Hon'ble Bombay High Court for seeking
restoration of this CENVAT credit and based on the Hon'ble Bombay High Court direction, CESTAT passed the order in March
2015 for allowing the Company to restore the said amount as CENVAT credit. The Service tax authorities have filed an appeal
with the High court challenging the CESTAT order passed in March 2015. The Company has been advised that there will not
be any cash outflows in this regard.

40. PROPERTY TAX:

The Hon'ble Supreme Court, in its order dated December 16, 2016, upheld that mobile telecommunication towers are subject
to property tax, thereby allowing States to levy such tax on mobile tower companies. While adjudicating a Special Leave
Petition (SLP) related to the Mumbai region, the Court granted liberty to challenge the retrospective application and the
quantum of property tax assessments before the appropriate forum.

Following this judgment, in January 2017, the Company filed an appeal before the Hon'ble Bombay High Court disputing the
quantum and other aspects of the property tax. This appeal was dismissed on April 18, 2017. Subsequently, the Company
filed a Special Leave Petition (SLP) before the Hon'ble Supreme Court, contesting the manner, components, and quantum
of the property tax. The SLP was heard on January 25, 2018, wherein the Hon'ble Supreme Court issued a notice to the
concerned Municipal Corporation and directed all Municipal Corporations to maintain status quo. Ultimately, by its order dated
January 2, 2019, the Hon'ble Supreme Court set aside the Bombay High Court's order and remanded the matter to the High
Court for fresh consideration on merits. Accordingly, the Company filed an amendment application before the Hon'ble Bombay
High Court, taking into account developments during the pendency of the SLP.

Separately, another infrastructure provider, ATC Telecom Private Limited (“ATC”), challenged the Gujarat High Court's order
concerning property tax rates on mobile towers following the 2011 amendment to the Gujarat Provincial Municipal Corporation
Act, 1949. The Hon'ble Supreme Court granted leave in September 2018 and the matter is currently pending for final hearing.

Further, on July 10, 2019, the Company filed another SLP before the Hon'ble Supreme Court challenging the quantum and
calculation of property tax demanded by the Nagpur Municipal Corporation. The Hon'ble Supreme Court stayed the High
Court's order, subject to the Company depositing 50% of the demand amount and tagged the matter with the ATC SLP.

In respect of certain sites where demand notices for property tax have been received, the Company has challenged the
same and retrospective levy—particularly regarding procedure and quantum—by filing writ petitions before relevant
High Courts. In most such cases, the High Courts have directed that no coercive action be taken until admission of the
matters.

As of March 31, 2025, the Company operates telecom sites across 25 circles in India. Out of these, property tax is not
applicable in 12 circles, and no demand notices have been received from local authorities in those jurisdictions. Furthermore,
in August 2023, the Department of Telecommunication (DoT) issued an order prohibiting levy of property tax on Infrastructure
Providers in Kolkata and West Bengal circles, pursuant to the West Bengal State Infrastructure Policy, 2023.

For the remaining 11 circles, the Company is involved in active litigation, either independently or alongside other Infrastructure
Providers.

The Government of India enacted the Telecommunication Act, 2023, portions of which came into effect on June 26, 2024.
Relevant to the Company's position is Section 14(3), which states about chargeability of property tax.

Relevant extract is as under:

“The telecommunication network installed on any property shall not be considered as part of such property, including for the
purposes of any transaction related to that property, or any property tax, levy, cess, fees or duties as may be applicable on that
property.”

Despite the enactment of this provision, some authorities continue to demand property tax. In order to prevent sealing of
operational sites, the Company has had to make such payments under protest.

Where directed by court orders, the Company has paid the property tax and, in subsequent years, continued to pay the basic
tax component as per demand notices under protest to avoid site closures. These payments have been accounted for as
expenses in the financials of the respective years. In cases where demand notices were issued and the Company did not
pursue litigation, the basic tax amount has been duly paid and recorded as expense. Remaining demands, based on their
specific facts and legal status, have been reported under contingent liabilities.

Given that, the matter remains sub judice with respect to the components of property tax and the absence of demand notices
for the majority of sites, the Company continues to disclose the amounts under either provisions or contingent liabilities, based
on the stage and nature of each dispute.

45. DISCLOSURE OF REVENUE RECOGNITION:

(a) Disaggregated Revenue information & Performance Obligation

The Company provides passive infrastructure on shared basis to telecom operators (Telcos) for hosting their active
network components. The business model of passive infrastructure sharing is based on building, owning, operating and
maintaining passive telecom infrastructure sites capable of hosting active network components of various technologies
of multiple Telcos. The Company operates solely within the geographic boundaries of India. The main source of revenue
includes Infrastructure Provisioning fee (IPF) and Reimbursements of Energy & Other Costs. It's an ongoing service
performance obligation based on long term contracts with the customers with pre-defined lock in periods. Contracts
are optimally designed based on fixed or actual contract basis matrix. Since the performance obligation is an ongoing
process, the same is billed on monthly basis/satisfaction of conditions in contract, which falls due for payments within
up to 30 days of billing or advance as per terms of contract. (Refer note no. 27 for Segregation of Revenue).

(b) Trade Receivable and contract balances

The timing of revenue recognition, billings and collections results in receivables, unbilled revenue and unearned revenue
on the Company's Balance Sheet. Amounts are billed in accordance with agreed-upon contractual terms on monthly basis.
The Company's receivables are rights to consideration that are unconditional. Unbilled revenues comprising revenues in
excess of billings from the contracts, which are classified as financial assets when the right to consideration is unconditional
and is due only within a month. Invoicing to the customers is based on the contracts and therefore, the timing of revenue
recognition is different from the timing of invoicing to the customer. Invoicing in excess of earnings is classified as unearned
revenue to the extent of collection. Trade receivables are presented net of provision in the Balance Sheet.

48. SEGMENT REPORTING:

The Company is predominantly in the business of providing “Telecom Towers” on shared basis and as such there are no
separate reportable segments. The Company's operations are only in India.

Revenue from Operations includes ' 127,137 Lakhs (previous year ' 129,458 Lakhs) towards aggregate amount of revenue from
three customers (previous year three customers), who individually contributes more than 10% of total revenue of the company.

These revenues are attributed to the Revenue from Telecom / Network Infrastructure Facilities, Energy and Other reimbursements.

49. FAIR VALUE:

Set out below, are the carrying amounts and fair value of the Company's financial assets and liabilities that are recognized in
the Financial Statements.

b) The carrying amounts of the following financial assets and financial liabilities are recorded at transaction cost/
amortised cost which is a reasonable approximation of their fair values.

Accordingly, the fair values of such financial assets and financial liabilities have not been disclosed separately in case of
the following:

i) Financial Assets:

- Cash and Cash equivalents

- Bank balances Including Deposits other than cash and cash equivalents

- Security Deposits

- Interest Receivable

- Trade Receivables and Unbilled Income

ii) Financial Liabilities:

- Lease Liabilities

- Trade Payables and Creditors for Capital Goods

- Other Financial Current Liabilities

- Borrowings Including Interest

- Deposits from Customer

Fair Valuation techniques used to determine fair value

The Company maintains procedures to value financial assets or financial liabilities using the best and most relevant data
available. The fair values of the financial assets and liabilities are included at the amount that would be received to sell
an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The following methods and assumptions were used to estimate the fair values:

i. Fair Value of mutual fund are reported as per Net Asset Value.

ii. The fair values of non-current loans/Borrowings and security deposits for leases act the initial recognition are
calculated based on Discounted Cash Flows technique (DCF) using a current lending rate relevant to the instrument.

iii. Fair value of trade receivable, cash & cash equivalents, other bank balances, trade payables, loans and other financial assets
and liabilities are approximate to their carrying amounts largely due to the short-term maturities of these instruments.

iv. Fair Value of financial instruments measured at amortized cost such as Deposits, Borrowings, Lease Liabilities etc.
are approximate to their Carrying values.

v. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data
are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.

51. FAIR VALUE HIERARCHY:

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation
techniques: -

Level 1: - Quoted prices / published NAV (unadjusted) in active markets for identical assets or liabilities, it includes fair value of
financial instruments traded in active markets and are based on quoted market prices at the balance sheet date and financial
instruments like mutual funds for which net assets value (NAV) is published by mutual fund operators as at the balance sheet date.
Level 2: - Inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly
(that is, as prices) or indirectly (that is, derived from prices). It includes fair value of the financial instruments, that are not
traded in an active market, which is determined by using valuation techniques. These valuation techniques maximize the use
of observable market data where it is available and rely as little as possible on the Group specific estimates. If all significant
inputs required to fair value an instrument are observable then instrument is included in level 2.

Level 3: - Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs), if one or
more of the significant inputs is not based on observable market data, the instrument is included in level 3.

The following table provides the fair value measurement hierarchy of the Company's Assets and Liabilities:

52. FINANCIAL RISK MANAGEMENT OBJECTIVE AND POLICIES:

The Company's principal financial liabilities comprise loans and borrowings including Interest thereon, Lease Liabilities, Trade payables,
Capex Creditors, deposits from Customers and others Financial Liabilities. The main purpose of these financial liabilities is to finance the
Company's operations, including Tower/Network upgradation projects under implementation. The Company's principal financial assets
include Investments, Deposits, loans and advances, receivables and cash and bank balances that are derived directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Risk Management Committee in consultation
with Audit Committee of the Board of Directors of the Company oversees the management of these risks. The focus of Risk
Management is to assess risks, monitor, evaluate and deploy mitigation measures to manage these risks within risk appetite.

1) Market Risk

Market risk is the risk that the fair value of future cash flows of financial instruments will fluctuate because of changes in market
prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk
and commodity risk. Financial Instrument affected by market risk includes loans and borrowings, deposits and mutual funds.

As the revenues from Company's tower business are dependent on the sustainability of Telecom sector, Company believes
that macro-economic factors, including the growth of Indian economy, interest rates as well as political & economic
environment, technological Obsolesce, Operators going out of the business have a significant direct impact on Company's
business, results of operations & financial positions. There are following positive developments in telecom sector:

1. Government of India has introduced new telecom policy that is expected to reform and simplify the regulatory and
licensing regime for telecommunications, even as it removes bottlenecks in creating telecom infrastructure, protects
users and provides a four-tiered structure for dispute resolution. Additionally in December 2024, the Department of
Telecommunication (“DoT”) extended its support to the telecom industry by dispensing with the requirement of bank
guarantee to be submitted for spectrum auctions held prior to the Telecom Reform package 2021 with certain conditions.

2. The growth of 5G technology, the rise of Al-driven solutions, and the increasing importance of cloud computing and
edge computing. Additionally, there's a focus on network disaggregation and virtualization, along with the development
of new revenue streams through business-to-business (B2B) offerings and innovative digital services.

3. In March 2025, Vodafone Idea Limited (“VIL”) announced that the Government of India has decided to convert a part
of their outstanding spectrum auction dues, including deferred dues repayable after expiry of the moratorium period
into equity shares to be issued to the Government. Further, VIL in its recent press release announced launch of its
5G services in Mumbai, Chandigarh and Patna and their plans to roll out in Delhi and Bangalore. During last year,
VIL raised equity of ' 26,00,000 lakhs including ' 18,00,000 lakhs from the largest FPO in India, promoter infusion
of ' 4,00,000 lakhs and conversion / equity issuance to key vendors of approx. ' 4,00,000 lakhs.

4. Bharti Airtel Limited and Reliance Jio Infocomm Limited continue to roll out new sites to penetrate their 5G network.

5. Hike in mobile call and data tariffs by telecom operators thereby increase in Average Revenue Per User (ARPU).

The above are clear indicators of an opportunity for Tower Companies in India, as many new locations will be required for
capacity expansion and greenfield coverage across India. In light of the same, the management of the Company believes
that the aforementioned events in telecom sector are positive developments which will lead to increase in demand for
its towers and thereby increase in the revenue and EBITDA levels. The Company has already mapped sites for proposed
4G/5G rollout by its customers.

(ii) Amounts in INR are recorded at the closing exchange rates applicable at the respective year end as stated on
the Reserve Bank of India website.

c) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market interest rates. Company's fixed rate long term borrowings, which constitute more than 95%
of the total borrowings, carry step up interest rate with a predetermined yield rate which is fixed throughout the
tenor of the borrowings, whereas floating rate long Term Borrowing is exposed to market rate fluctuations. As such,
considering the ratio of fixed rate and floating rate borrowings, risk exposure is at minimum level.

d) Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates
primarily to the Company's borrowings related to its foreign currency convertible bonds & foreign currency loan.

Foreign currency risk is managed by effective foreign risk management framework based on risk perception of the
management

Series B2 Foreign Currency Convertible Bonds are redeemable and have matured on October 27, 2022. The lead
secured lender has, however, informed the Company that till the entire outstanding Secured debt of the Secured
lenders is fully paid off, no other creditor including Series B2 Bondholders, which rank sub-ordinate to the secured
creditors, can be paid in priority. Hence, the Company could not redeem Series B2 Bonds on its maturity

e) Commodity Price Risk

The Company invests on upgradation of its tower assets which includes purchases of A class items like Battery
banks, Diesel Generators, SMPS and other electrical items. The prices of these items fluctuate based on the prices
of its raw material.

In case of battery bank the Lead price is based on LME rate (London Metal Exchange), with any variation in the LME
rates, the manufacturing price of battery also gets impacted.

Further, Company consumes Diesel and Electricity for running its tower sites. These rates for Diesel and Electricity
fluctuate based on central & state policies and geo political situations. Company has entered into contracts with
the Customers for recovery of Diesel and Electricity Expenses. These contracts are linked with actual Diesel and
Electricity Rates thus resulting in natural hedging.

Commodity price risk is managed by effective risk management framework with help of Company's Supply Chain
Management Team and Central Purchasing Committee based on risk perception.

2) Credit Risk

Credit risk refers to the risk of default of obligations by the counterparty resulting in a financial loss. The Company is
exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including
deposits with banks and investments in mutual funds.

Trade Receivables:

The Company periodically assesses the financial reliability of its customers, taking into account the current economic
trend, business challenges, historic trend of payments, bad debts & ageing of accounts receivables. The Company
provides Passive Telecom Infrastructure to Telecom Operators in India. During previous few years, all telecom companies
faced increased pressure on earnings and financing fronts, which in turn adversely impacted financing and fund-raising
plans of tower companies.

The Company lost substantial number of tenancies in last decade, due to various events which were beyond management
control, such as shutdown/exit of major telecom operators including Aircel Group, Reliance Communications and Tata
Teleservices, Business combination of Vodafone & Idea (VIL), Telenor & Airtel, etc. The Company believes that it has
binding long term contractual lock in arrangements with Aircel/other customers and accordingly, continues to pursue
its claim of approx. ' 15,41,651 Lakhs arising out these developments. One of the customers, is not paying its monthly
invoices raised by the Company on time and delaying the same by Two-Three months. Even after continuous follow¬
up, apart from making delayed payment, some of the customers are unilaterally making deductions. Additionally, due
to long pending overdue and uncertainty in collection the Company has already initiated the arbitration and recovery
proceedings against the defaulting customer. Change in energy billing methodology from fixed to actuals has taken place
for two of the the operators.

The Company, as a part of its risk management plan, has proactively taken various measures including negotiations,
legal measures to recover its dues from defaulting operator, receivables from one of the leading customer has reduced
from 4 months to 2.4 months. The Company is taking measures to ensure smooth operations and contracted network
time for customers which would enable the Company to keep the credit risk at moderate level. The Company has also
obtained security deposits from its customers which in turn mitigate the credit risk to that extent.

For trade receivables Company applies 'simplified approach' which requires expected lifetime losses to be recognised
from initial recognition of the receivables. The Company uses historical default rates to determine impairment loss on
the portfolio of trade receivables. At every reporting date these historical default rates are reviewed and changes in
the forward looking estimates are analyzed. The Company fully provides for receivables outstanding for over 6 months
unless collection is assured . In certain cases, it also makes provisions for receivables outstanding for less than 6 months
based on its estimates.

Financial instruments and Bank deposits

The Company considers factors such as track record, size of the institution, market reputation and service standards
to select the banks with which its balances and deposits are maintained. Pursuant to the Hon'ble Supreme Court order
dated May 13, 2024 an amount of ' 44,000 lakhs is to be earmarked. The Company does not maintain significant cash
and deposit balances other than those required for its day-to-day operations, OTS / restructuring and contingencies.

3) Liquidity Risk

Liquidity risk is that the company will not be able to settle or meet its obligation on time or at reasonable price. Company's
principal sources of liquidity are cash flows generated from its operations including deposits and advances received from
customers as a part of its contractual terms. In view of telecom sector developments affecting the Company, various
steps have been initiated by the Company to ensure that liquidity risk remains at low level.

The Company lost substantial number of tenancies in last decade, due to various events which were beyond management
control, such as shutdown / exit of major telecom customers including Aircel Group, Reliance Communications and Tata
Tele, Business combination of Vodafone & Idea (VIL), Telenor & Airtel, etc. The Company believes that it has binding
long term contractual lock in arrangements with Aircel/other operators and accordingly, continues to pursue its claim
of approximately ' 15,41,651 Lakhs arising out these developments. One of the Customers, is not paying its monthly
invoices raised by the Company on time and delaying the same by Two/Three months. Even after continuous follow¬
up, apart from making delayed payment, some of the customers are unilaterally making deductions. Additionally, Other
Customer has long pending overdue and there is uncertainty in collection. The Company has already initiated the
arbitration and recovery proceedings against the defaulting customer.

The Company, in these circumstances, has proactively taken various steps to ensure smooth operations and contracted
network uptime for its existing customers, namely VIL, Reliance Jio, Bharti Airtel, BSNL etc. These steps include reduction
in fixed/semi variable costs including wages, electricity and diesel charges, operations and maintenance charges,
ground rent, terminating non-paying site after following contractual process, initiating arbitration for recovery of dues
etc. Further, the Company is in the process of re-negotiating its arrangements with existing vendors These steps are
expected to enable the Company to remain EBITDA positive.

One of the secured lenders had filed an appeal before the Hon'ble National Company Law Appellate Tribunal, Mumbai
Bench (“NCLAT”) against dismissal of its Corporate Insolvency Resolution Process (CIRP) petition by National Company

53. CAPITAL MANAGEMENT:

For the purpose of the Company's capital management, capital includes issued equity capital, mandatorily convertible foreign
currency bonds, securities premium, all other equity reserves attributable to the equity holders of the Company. The primary
objective of the Company's capital management is to ensure continuity of the operating activities of the Company.

The Company manages its capital structure in light of changes in the requirements of the financial covenants. The funding
requirement is met through internal accruals of the Company.

In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it
meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.

No changes were made in the objectives, policies or processes for managing capital during the year ended March 31,2025.

• The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

• The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall: (a) Directly or indirectly lend or invest in other
persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or (b)
provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

• The Company has not received any fund from any person(s) or entity(s), including entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the (a) directly or indirectly lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or (b) Provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

• The Company does not have any such transaction which is not recorded in the books of accounts surrendered or
disclosed as income during the year in the tax assessments under the Income-tax Act, 1961.

• No proceeding has been initiated or pending against the Company for holding any benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

• The Company is not declared willful defaulter by any bank or financial institution or other lender.

56. The management and authorities have the power to amend Financial Statements in accordance with section 130 and 131 of
Companies Act, 2013.

57. GOING CONCERN:

The Company has from time to time informed about various developments in Indian Telecom Sector, which were beyond the
control of the Company and the management. The first set of issues included the landmark judgement of the Hon'ble Supreme
Court cancelling 122 2G telecom licenses in February 2012 (including licenses of Uninor, Videocon, Etisalat, Idea and Tata), the
Vodafone Tax issues, the 3G auctions and the unsustainable debt accumulated by the telecom companies. All these factors led
to mass exits of operators and significant scale down by the remaining. As a result, majority of the Company's telecom sites
turned into single tenant sites.

Thereafter, the year 2017-18 has seen unprecedented shutting down of some of the major telecom operators such as Aircel
Group (then largest customer of the Company), Tata Teleservices, Reliance Communication, Shyam Sistema (merged with
Reliance Communication) and Telenor (merged with Airtel). These events were beyond the control of the management. The
table below, clearly highlights the impact of tenancy loss the Company has faced over the last decade, despite having long
term binding contracts with telecom operators:

Resultantly, these operators abandoned tower sites of the Company making more than 14,000 towers sites unoccupied,
which was more than 50% of the total tower portfolio. These discontinuing operators did not make any payment of their
contractual dues to the Company, including rent payable to landlords, statutory dues such as property tax, NA tax, local body
tax, employees' dues and vendors' claims etc., many of which are pass through payments for the Company. As a result,
the Company was saddled with substantial costs and liabilities including rents, vendors' claims and statutory dues on such
unoccupied towers without any revenue.

This led to reduction in the revenue and a sharp decline in the Company's EBITDA, plummeting from over ' 1,10,000 Lakhs at
its peak to less than ' 20,000 Lakhs, resulted in erosion of Company's net worth and necessitating provision for impairment
of property, plant and equipment.

As a consequence of the above developments, there was an urgent need to right size the debt levels. At the time, the
majority of then lenders of the Company chose to assign their respective debts in favor of Edelweiss Asset Reconstruction
Company Limited (“EARC”). The Company believed that once the assignment was completed, the debt would be restructured
to sustainable levels in a timely manner and accordingly, the Company presented multiple Resolution Plans starting from
April 2018 for consideration of lenders' consortium updating such plans from time to time after taking into account various
developments in telecom sector affecting the business of the Company.

However, for reasons best known to the lenders, the said Resolution Plans submitted by the Company were never considered
by the lenders and also few lenders elected not to assign their respective debts to EARC. Further, a Techno-Economic Viability
study for better understanding of the realistic sustainable debt was not carried out.

Additionally, the Company has received notices of recall of loans from the lenders claiming alleged default in terms of Master
Restructuring Agreement dated December 31,2011. The Company has strongly refuted the claims as lenders were fully aware
that post ARC sale it was essential to restructure. In the meantime, lenders also liquidated shares pledged with them, thereby
appropriating ' 3,401 Lakhs towards borrowings. The above events cast significant doubt on the Company's ability to continue
as a Going Concern.

Despite the above developments, there are following positive developments in telecom sector, which will lead to stabilizing
telecom sector:

1. Government of India has introduced new telecom policy that is expected to reform and simplify the regulatory and
licensing regime for telecommunications, even as it removes bottlenecks in creating telecom infrastructure, protects

users, and provides a four-tiered structure for dispute resolution. Additionally in December 2024, the Department
of Telecommunication (“DoT”) extended its support to the telecom industry by dispensing with the requirement of
bank guarantee to be submitted for spectrum auctions held prior to the Telecom Reform package 2021 with certain
conditions.

2. In March 2025, Vodafone Idea Limited (“VIL”) announced that the Government of India has decided to convert a part of
their outstanding spectrum auction dues, including deferred dues repayable after expiry of the moratorium period into
equity shares to be issued to the Government. Further, VIL in its recent press release announced launch of its 5G services
in Mumbai, Chandigarh and Patna and their plans to roll out in Delhi and Bangalore. During last year, VIL raised equity of
' 26,00,000 lakhs including ' 18,00,000 lakhs from the largest FPO in India, promoter infusion of ' 4,00,000 lakhs and
conversion / equity issuance to key vendors of approx. ' 4,00,000 lakhs.

3. Bharti Airtel Limited and Reliance Jio Infocomm Limited continue to roll out new sites to penetrate their 5G network.

4. Hike in mobile call and data tariffs by telecom operators thereby increase in Average Revenue Per User (ARPU).

The above are clear indicators of an opportunity for Tower Co's in India, as many new locations will be required for capacity
expansion and greenfield coverage across Pan India circles. In light of the same, the management of the Company believes
that the aforementioned events in telecom sector are positive developments which will lead to increased demand for its
towers and thereby increase in the revenue and EBITDA levels. The Company has already mapped its sites for proposed 4G/5G
roll out by its customer.

Further, the Hon'ble National Company Law Tribunal, Mumbai Bench (“NCLT”) vide its order dated November 18, 2022 has
dismissed petition filed by one of the secured lenders for initiation of Corporate Insolvency Resolution Process (“CIRP”) under
Section 7 of the Insolvency & Bankruptcy Code, 2016 (“IBC”). The Hon'ble NCLT observed in its order that the business of the
Company is sustainable, it is viable going concern under its current management and overall financial health of the Company
is not bad enough to be admitted under CIRP. Presently, the National Company Law Appellate Tribunal has remanded back the
matter to NCLT for hearing afresh and the said matter is pending for hearing.

In addition to the above, various resource optimization initiatives undertaken by the Company can lead to stabilization and
revival. The Company is also regular in payment of statutory dues, taxes, employee dues etc. Further, the Company continues
to pursue contractual claims of approx. ' 15,41,651 Lakhs from various customers in respect of premature exits by them in
the lock in period and OTS/debt restructuring by lenders. During the year ended March 31,2025, the Company paid ' 13,059
lakhs to its lenders including upfront amount for considering the OTS/ Restructuring proposal to lenders. Considering above
facts, the Company does not have any intention to discontinue its operations or liquidate its operating assets, the Company
continues to prepare the books of account on Going Concern basis.

58. UNAUTHORIZED DISMANTLING/THEFT OF UNOCCUPIED SITES

As stated in note no. 57, the Company and the telecom sector as a whole, suffered a series of setbacks and existential
challenges over last decade. All these factors, which were beyond the control of the management and the Company, led to
either closing down of operations by telecom operators or consolidation among other telecom operator. Resultantly, despite
having long term contracts with the telecom operators, the Company lost around 68,276 tenancies since 2012 from such
discontinuing telecom operator.

The discontinuing operators abandoned tower sites of the Company making more than 14,000 towers sites unoccupied, which
was more than 50% of the total tower portfolio. Post abandonment of these towers, the discontinuing operators didn't make
payment of their contractual dues including rent payable to landlords, statutory dues, employees' dues and vendors' claims
etc., many of which are pass through payments for the Company. As a result, the Company was saddled with substantial
costs and liabilities including rents, vendors' claims and statutory dues on such unoccupied towers without any revenue. The
Company has already litigated with such discontinued operators to recover its contractual dues, which are amounting to more
than ' 15,41,651 Lakhs.

The Company, on monthly basis, has been requesting EARC being Monitoring Institution to allow payments due to the landlords
of the unoccupied sites, the same is yet to be approved by EARC. The Company had also attempted to salvage unoccupied
tower sites and accordingly resolution plans submitted by the Company included payment of rent to landowners, settlement
to vendors and employees. However, none of the resolution plans were considered by the lenders till date.

Due to non-receipt of the rental amounts, the disgruntled landowners have sent legal notices and filed various cases including
criminal cases against the Company and its officials. Moreover, many of the landowners blocked access to our Company's
employees to the sites. Exploiting such situations, unknown miscreants / disgruntled landowners have also resorted to
unauthorized dismantling / theft of towers and equipment's attached thereto.

During the year ended March 31,2025, 363 sites (Previous Year 903 sites) got dismantled out of the above unoccupied sites.
This has resulted into a loss (net off WDV of useful items taken to stores) of ' 242 Lakhs for the year ended March 31,2025
(Previous year ' 641 Lakhs) which is included in other expenses in the Financial Statements.

To mitigate the risk of dismantling and in order to protect its assets from such miscreants, the Company has already initiated
various steps which includes carrying out additional surveys, discussion with landowners, legal actions against such
miscreants, recovering site material, lodging of police complaints / FIR and insurance claim etc. Additionally, the Company has
proactively implemented Tower Vigilance Teams (TVT) in areas prone to theft to prevent the dismantling and theft of towers and
tower materials. This strategic deployment of TVT has yielded significant positive outcomes, with the Company successfully
curbing a high number of tower theft incidents. In few cases, thieves have been arrested by the police before unauthorized
dismantling and theft of towers / material. However, the risk of unauthorized dismantling and theft of towers and material
persists until the comprehensive resolution of unpaid liabilities on unoccupied towers is achieved.

59. The figures for the corresponding previous year have been regrouped/rearranged wherever necessary, to make them
comparable.

60. These financial statements have been approved for issue by the Board of Directors at their meeting held on May 08, 2025.

As per our report of even date For and on behalf of the Board of Directors

For CVK & Associates Vikas Arora Charudatta Naik

Chartered Accountants Whole Time Director Chairman

Firm Regd. No. 101745W DIN-09785527 DIN: 00225472

Shriniwas Y. Joshi Bhupendra Kiny

Partner Chief Financial Officer

Membership No: 032523

Nitesh Mhatre

Mumbai Company Secretary

Date: May 08, 2025 Membership No:A18487


 
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