BSE Prices delayed by 5 minutes... << Prices as on Jun 30, 2025 - 3:59PM >>   ABB  6076.3 ATS - Market Arrow  [0.11]  ACC  1918.15 ATS - Market Arrow  [-0.17]  AMBUJA CEM  576.8 ATS - Market Arrow  [0.28]  ASIAN PAINTS  2341.35 ATS - Market Arrow  [-0.76]  AXIS BANK  1199.4 ATS - Market Arrow  [-2.11]  BAJAJ AUTO  8383 ATS - Market Arrow  [-0.70]  BANKOFBARODA  248.7 ATS - Market Arrow  [3.05]  BHARTI AIRTE  2007.9 ATS - Market Arrow  [-0.99]  BHEL  266.25 ATS - Market Arrow  [0.83]  BPCL  331.5 ATS - Market Arrow  [-0.47]  BRITANIAINDS  5836 ATS - Market Arrow  [0.75]  CIPLA  1505.3 ATS - Market Arrow  [0.17]  COAL INDIA  391.95 ATS - Market Arrow  [-0.72]  COLGATEPALMO  2407.65 ATS - Market Arrow  [1.11]  DABUR INDIA  484.65 ATS - Market Arrow  [-0.26]  DLF  837.6 ATS - Market Arrow  [-0.98]  DRREDDYSLAB  1283.7 ATS - Market Arrow  [-1.34]  GAIL  190.85 ATS - Market Arrow  [-0.05]  GRASIM INDS  2842.75 ATS - Market Arrow  [-0.77]  HCLTECHNOLOG  1727.7 ATS - Market Arrow  [0.15]  HDFC BANK  2000.7 ATS - Market Arrow  [-0.68]  HEROMOTOCORP  4237 ATS - Market Arrow  [-1.94]  HIND.UNILEV  2294.75 ATS - Market Arrow  [-0.49]  HINDALCO  695 ATS - Market Arrow  [-0.37]  ICICI BANK  1445.8 ATS - Market Arrow  [-1.09]  INDIANHOTELS  760.4 ATS - Market Arrow  [-0.95]  INDUSINDBANK  871.8 ATS - Market Arrow  [1.64]  INFOSYS  1601.3 ATS - Market Arrow  [-0.45]  ITC LTD  416.5 ATS - Market Arrow  [-0.58]  JINDALSTLPOW  939.4 ATS - Market Arrow  [0.02]  KOTAK BANK  2163.1 ATS - Market Arrow  [-2.03]  L&T  3675 ATS - Market Arrow  [-0.10]  LUPIN  1936.5 ATS - Market Arrow  [-0.02]  MAH&MAH  3184.15 ATS - Market Arrow  [-0.67]  MARUTI SUZUK  12398.95 ATS - Market Arrow  [-1.95]  MTNL  52.36 ATS - Market Arrow  [0.81]  NESTLE  2465.55 ATS - Market Arrow  [0.32]  NIIT  130.85 ATS - Market Arrow  [-0.34]  NMDC  70.02 ATS - Market Arrow  [0.13]  NTPC  334.95 ATS - Market Arrow  [-0.89]  ONGC  244.15 ATS - Market Arrow  [0.51]  PNB  110.5 ATS - Market Arrow  [3.90]  POWER GRID  299.8 ATS - Market Arrow  [0.07]  RIL  1500.65 ATS - Market Arrow  [-1.02]  SBI  820.35 ATS - Market Arrow  [1.86]  SESA GOA  460.85 ATS - Market Arrow  [-0.69]  SHIPPINGCORP  223.8 ATS - Market Arrow  [-1.41]  SUNPHRMINDS  1678.65 ATS - Market Arrow  [-0.55]  TATA CHEM  937 ATS - Market Arrow  [0.34]  TATA GLOBAL  1099.2 ATS - Market Arrow  [-2.11]  TATA MOTORS  688.05 ATS - Market Arrow  [0.20]  TATA STEEL  159.75 ATS - Market Arrow  [-1.02]  TATAPOWERCOM  405.6 ATS - Market Arrow  [-0.78]  TCS  3461.05 ATS - Market Arrow  [0.52]  TECH MAHINDR  1683 ATS - Market Arrow  [0.47]  ULTRATECHCEM  12072.35 ATS - Market Arrow  [-1.33]  UNITED SPIRI  1427 ATS - Market Arrow  [-1.08]  WIPRO  266 ATS - Market Arrow  [0.36]  ZEETELEFILMS  146.2 ATS - Market Arrow  [1.35]  

Tata Teleservices (Maharashtra) Ltd.

Directors Report

NSE: TTMLBE BSE: 532371ISIN: INE517B01013INDUSTRY: Telecom Services

BSE   Rs 66.19   Open: 67.35   Today's Range 65.21
67.35
 
NSE
Rs 66.09
-0.93 ( -1.41 %)
-0.86 ( -1.30 %) Prev Close: 67.05 52 Week Range 50.01
111.48
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 12920.12 Cr. P/BV -0.68 Book Value (Rs.) -97.26
52 Week High/Low (Rs.) 111/50 FV/ML 10/1 P/E(X) 0.00
Bookclosure 28/09/2018 EPS (Rs.) 0.00 Div Yield (%) 0.00
Year End :2025-03 

Your Directors present the 30th Annual Report on the business and
operations of Tata Teleservices (Maharashtra) Limited (referred to
as "TTML" or the "Company"), together with the audited financial
statements for the financial year ended March 31,2025, and other
accompanying reports, notes, and certificates.

Company Overview

The Company, equipped with Unified Licences (UL) - Access Service
Authorization, operates in Mumbai and Maharashtra License
Service Area (LSA), serving the regions of Maharashtra and Goa.

Operating under the brand name of "Tata Tele Business Services"
("TTBS"), the Company provides Smart Digital Solutions tailored
to meet the needs of businesses across the country. Solutions
include Connectivity, Business Communications, Security,
Marketing and Managed Services. Our commitment to offering
best-in-class customer support ensures that businesses
experience exceptional service throughout their journey.
The Company is committed to being a reliable partner in its
customers' digital transformation, aiming to unlock their full
potential by democratizing technology, ensuring it is both
accessible and affordable.

Financial Highlights

The financial highlights of the Company for the year ended March 31,2025, are as follows:

Particulars

2024-25

2023-24

Total Income

1,316.14

1,200.23

Expenditure

737.26

664.23

Earnings before Interest, Tax, Depreciation and Amortization (EBITDA)

578.88

536.00

Finance & Treasury Charges

1,686.27

1,614.00

Depreciation and Amortization expenses

167.93

150.44

Profit/(Loss) before Exceptional Items and Tax

(1,275.32)

(1,228.44)

Exceptional Items

-

-

Profit/(Loss) after Tax

(1,275.32)

(1,228.44)

Other Comprehensive Income/(Loss)

(1.46)

0.91

Total Comprehensive Loss for the Year

(1,276.78)

(1,227.53)

Dividend and Appropriations

In view of the accumulated losses and loss during the financial
year 2024-2025, the Directors regret their inability to recommend
any dividend for the year under review. No appropriations are
proposed to be made for the year under review.

As per Regulation 43A of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"), the Dividend Distribution Policy is
disclosed in the Corporate Governance Report and is available
on the Company's website at
https://www.tatatelebusiness.com/
policies-ttml/

Company Initiatives

A. Customer Centric Initiatives

The Company continued to enhance Customer Experience
by introducing new-age digital platforms that enable
effortless interactions for our customers. Some of the key
enhancements include:

• Launch of eTRACK - Automated ticket allocation &
Field Force tracking platform with real-time visibility of
engineers and tracking flexibility for customers.

• Feedbacks went Digital with TNPS, the first of its kind
InChat feedback capturing mechanism on WhatsApp.

• Customer Centricity Program 3.0 - Engaged teams
Engaged Customers.
With an objective to deepen our
engagement and a better understanding of customer's
needs and market insights, the Leadership & HQ Team
engaged with Enterprise Customers.

• Launch of Virtual Service Manager ("VSM") - The 24/7
VSM unit is designed to support customer calls and
service coordination, enabling Service Managers (SMs) to
focus more on customer needs and relationship-building.
By ensuring consistent service levels, the VSM unit
enhances operational efficiency and provides valuable
data for further analytics.

• Recognizing Customer Service Heroes - We are in the

Top 15 across Group Companies in the 'Making Customer
Smile' Contest 2025 - A Tata Group Contest run by the
Customer Centricity Team, Tata Group.

• eBonding continues to spread its wings and is now
extended to more carrier customers.

• iManage, our Self-care platform integrated with the
PayEX platform for a Seamless & Instant payment
experience. Additionally, Multi-Factor Authentication &
Password change policy was implemented in iManage
for enhanced security.

• Close to 4900 Customer Appreciations received for
our In-House and Partner teams.

The Company's Customer Service solutions have
been awarded with
multiple recognitions across
industry forums
.

B. Product Initiatives

The Company provides Smart Digital Solutions tailored to
meet the needs of businesses. Solutions include Connectivity,
Business Communications, Security, Marketing, and
Managed Services. The Company's primary focus is to enable
Small & Medium Enterprises (SMEs), with digital solutions to
expand reach, streamline operations, and enhance customer
as well as employee experiences.

Strategic collaborations with global technology leaders
have enhanced the Company's portfolio ensuring
businesses access solutions that address unique challenges.
These solutions empower SMEs to confidently connect,
collaborate, and transform.

The Company thereby empowers SMEs to confidently
connect, collaborate and transform themselves.

Key Launches

Key product launches in FY25 include the
following:

Smart Internet Telephony: Revolutionizing Business
Communication

Smart Internet Telephony leverages Voice over Internet
Protocol (VoIP) technology to facilitate high-quality voice
calls over the internet, eliminating the need for traditional
phone lines. This solution ensures seamless connectivity,
enabling businesses to enhance customer interactions and
streamline internal communications. By integrating voice
services with internet connectivity, organizations can reduce
communication costs, improve flexibility, and support
remote work scenarios.

Managed Wi-Fi: Delivering Seamless and Secure
Connectivity

TTBS Managed Wi-Fi service offers businesses a fully
managed, secure, and reliable Wi-Fi network tailored to
the unique needs of SMEs. Beyond basic connectivity, this
solution provides proactive monitoring, maintenance, and
support, ensuring optimal performance and freeing internal
IT resources. With features like centralized management
and enhanced security protocols, businesses can offer
seamless connectivity to employees and guests, enhancing
productivity and user satisfaction.

SD-WAN iFLX Edge: Intelligent Network Traffic
Management

SD-WAN iFLX Edge is a smart networking solution that
intelligently manages and optimizes network traffic
across multiple connections. It ensures high performance,
secure connectivity, and simplified network operations
by dynamically routing traffic based on real-time network
conditions. This enhances application performance, reduces
latency, and provides a resilient network infrastructure,
crucial for businesses relying on cloud applications and
remote operations.

SD-WAN Ready ILL: Robust Networking with Enhanced
Security

Combining the reliability of Internet Leased Lines (ILL)
with next-generation security features, SD-WAN Ready
ILL offers SMEs a robust networking solution that delivers
agility, efficiency, and protection. This integration allows for
intelligent traffic management, enhanced security protocols,
and improved application performance, ensuring businesses
have a secure and efficient network infrastructure to support
their operations.

These solutions collectively empower businesses to
enhance their communication infrastructure, optimize
network performance, and drive innovation through
advanced technologies.

C. Customer Engagement Initiatives

To strengthen our connection with customers, we continue
to engage with them through Tech Workshops and Do Big
Forums. These programs are designed to share valuable
industry insights, showcase new product launches, and
address industry challenges through technology.

The Company partnered with leading OEMs to host
knowledge-sharing sessions that provided customers
with cutting-edge expertise and best practices. These
sessions were well-received, reinforcing our commitment
to empowering customers, building trust, and driving
collaborative innovation.

D. HR Initiatives
(1) Life @TTBS

Building a culture of recognition:

• Our employee recognition program 'Encore' celebrates and
rewards employees for their exceptional work, achievements
and contributions, as well as for exemplifying the behaviours
aligned with our core values of Faster, Simpler and Closer.
It promotes instant and continuous recognition amongst
colleagues and fuels their inspiration to Do Big.

• 326 awards were presented to employees for creating a
positive impact on their own/team's performance.

• The Employee Townhalls witnessed the distribution of
another 16 awards for path-breaking improvement in the
organization's performance.

• 55 recognitions were shared for taking ownership and
embracing risks to explore new ideas, even though these may
not have been successful.

• 239 employees were also honoured with recognition for
demonstrating our values of Faster, Simpler, Closer in day-to¬
day work.

• Overall, employees were granted more than 636 awards
during the year, reinforcing our culture of recognition.

Culture of wellbeing amongst employees:

• Under the employee assistance program known as SaBal, at
TTBS, all employees have access to counselling resources.

• Additionally, various sessions focused on physical and mental
well-being are offered both online and offline.

Engagement, Connect & Celebrations:

• A variety of engagement events are scheduled monthly,
including Cultural Rituals, Employee Connects, Leadership
Reach-outs, Knowledge Sharing Sessions, Team Connects and
Festival Celebrations.

• TTL has also launched "Chief Listening Officer", an AI-powered
chatbot to real-time measure & act on employee pulses
which also enables TTL to identify & mitigate the risk of
attrition proactively.

Culture Transformation Program:

• Rooted in our cultural ethos of "Faster, Simpler and Closer",
TTL has initiated a culture transformation journey "Parivartan"
with an emphasize on building collaboration, experimentation
and ownership (CEO) culture in the organization.

• As a part of the Parivartan Initiative, TTL has launched an
internal campaign of "Be Our Next CEO". TTL has also identified
70 Change Champions from diverse functions, regions, levels
and experiences to promote inclusivity in the transformation
process. These Change Champions have successfully identified
and completed over 20 cross-functional CEO projects that
align with the organization's future growth agenda targets
and effectively harness diverse perspectives.

• To systematically foster collaboration, TTL has introduced
"Knowledge Cafe", a cross-functional knowledge-sharing
session and "Xplore Sprint", a cross-functional short-term
bubble assignments designed to bridge organizational silos.

• To promote a culture of experimentation, TTL has launched
"Do Big iHub" platform to democratize the innovation process
and also has established "Focus Fridays" during which the
employees are encouraged to digitally detox and step away
from their routine tasks to concentrate on strategic initiatives
critical for the organization's future growth.

Women Development Program:

TTBS has curated a focused mid management women's
development program, AspireHer, to enable and empower their
growth in the organization. This comprehensive program of 10
months comprizes leadership masterclasses, coaching, leadership
mentoring, external company immersions, action learning
projects & secondments.

(2) Building Future-Skills Readiness

TTBS provides all employees with access to eLearning platforms,
encouraging them to pursue courses relevant to their current
roles and future skills, such as Generative AI, laaS, SaaS, Cloud
Fundamentals, Cyber Security, Industry Selling, Data Analytics and
Project Management.

Leadership Training:

2 Senior leaders and 1 emerging leader participated in Tata
Management Training Centre (TMTC) workshops for developing
Strategic management skills. Programs they participated in
Tata Group Strategic Leadership Seminar (TGSLS), Tata Group
Executive Leaders Seminar (TGELS) and Tata Group eMerging
Leaders Seminar (TGMLS) conducted at TMTC.

Organizational Culture Training:

58 people-managers attended 'Being a Coach' Classroom
workshops to facilitate a culture of coaching in the organization.
This workshop enabled our people managers with the knowledge
and skills necessary to conduct purposeful, forward-looking
conversations during annual appraisals.

Digital Learning:

• 354 learning paths and 3004 courses were completed by 323
unique employees, clocking 5005 hours of training on Digital
Learning Experience Platforms (LinkedIn, Skillsoft, UDEMY,
HMM Spark).

• Employees also leveraged the digital platforms to prepare
for external certification on Cloud, Security, and AI topics in
accordance with the OEM tie-ups of TTL.

• Building on the foundation of functional expertize, we
expanded our approach to developing behavioural
competencies in FY25. Based on the feedback received from
employees and managers and in line with organizational
initiatives, we curated customized learning pathways: 'Skill
Quotient' and 'CEO Behaviours'.

• Popular courses & critical skills focused upon digital platforms:
Learning Agility, Critical Thinking, Innovation, Perseverance,
Resilience, Collaboration, Design Thinking, Accountability,
Data Analytics, Customer Alignment, Customer Experience
Management, Managing Results, Managing People,
and Technology.

Do Big Voyage:

The Do Big Voyage induction program aims to provide
comprehensive support and development opportunities for
new employees as they transition into their roles within the
organization. It is an approach to ensure that new hires not only
adapt to their positions but also thrive and contribute effectively
to the organization's success. The objective is to develop a World
Class On-boarding Program that aligns new joining to TTBS's
vision, values and culture, while supporting them transition into
their new role effectively.

Holding Company

Pursuant to the provisions of the Companies Act, 2013 (the "Act"),
Tata Teleservices Limited ("TTSL") and Tata Sons Private Limited
are the holding companies of your Company.

Pursuant to Section 47(2) of the Act, since October 17, 2018, TTSL
has become entitled to additional voting rights of 26.26% in
respect of the Redeemable Preference Shares ("RPS") of H 100/-
each held in the Company. Accordingly, TTSL has a total of 74.56%
voting rights in the Company, in respect of equity shares and RPS
of the Company held by it. The RPS are non-convertible.

Subsidiary, Associate and Joint Venture
Company

The Company does not have any subsidiary, associate or joint
venture company within the meaning of relevant provisions of
the Act.

Directors' Responsibility Statement

Based on the framework of internal financial controls and
compliance systems established and maintained by the Company,
the work performed by the internal, statutory, cost and secretarial
auditors and external consultant(s), including the audit of internal
financial controls over financial reporting by the statutory auditors
and the reviews performed by Management and the relevant
Board Committees, including the Audit Committee, the Board is
of the opinion that the Company's internal financial controls were
adequate and effective during the financial year under review.

Accordingly, pursuant to the provisions of Section 134(5) of the
Act, your Directors, to the best of their knowledge and belief and
according to information and explanation obtained by them,
confirm that:

1. i n the preparation of the annual financial statements
for the year ended March 31, 2025, the applicable
accounting standards have been followed, and there are no
material departures;

2. they have selected such accounting policies and applied
them consistently and made judgments 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 ended March 31, 2025, and of the loss of the
Company for that period;

3. they have taken proper and sufficient care 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 financial statements on a
going-concern basis;

5. they have laid down internal financial controls to be followed
by the Company and that such internal financial controls are
adequate and are operating effectively;

6. they have devised systems to ensure compliance with the
provisions of all applicable laws and that such systems are
adequate and operating effectively.

Corporate Structure - Directors and Key
Managerial Personnel

Board of Directors, Meetings, and its Committees

As of March 31, 2025, the Board of Directors is comprised of 6
(six) Directors. Of the 6 (six) Directors, 5 (five) are Non-Executive
Directors and 1 (one) Managing Director. The Non-Executive
Directors included 1 (one) Chairman and 3 (three) Independent
Directors (including a Woman Director). The composition of
the Board is in conformity with the provisions of the Act and
Regulation 17 of the Listing Regulations.

Further, all the Directors and Senior Management Personnel of the
Company have affirmed compliance with the Code of Conduct for
the financial year 2024-2025, and the declaration in this respect
appears elsewhere in the Annual Report.

Resignations and Appointments

During the year under review,

• Hiroo Mirchandani (DIN:06992518), Non-Executive
Independent Director, retired from the office of Independent
Director of the Company upon completion of the second term
on March 8, 2025. The Board placed on record its appreciation
for the significant contributions made by her during her
association of 10 years with the Company.

• Dr Vaijayanti Pandit (DIN:06742237), on the recommendation
of the Nomination and Remuneration Committee, was
appointed as an Additional Director in the category of Non¬
Executive Independent Director by the Board with effect
from March 9, 2025. She holds the office as an Additional
Director till the ensuing AGM of the Company and is eligible
for appointment at the ensuing AGM. The appointment of
Dr Vaijayanti Pandit as an Independent Director for a period
starting from March 9, 2025, and ending on January 11, 2028,
is subject to the approval of the Members of the Company
at the ensuing AGM and she shall not be liable to retire by
rotation. The Company has received a declaration from Dr
Vaijayanti Pandit that she fulfils the criteria of Independence
as prescribed under the provisions of the Act read with the

Schedules and Rules issued thereunder as well as Regulation
17 of the Listing Regulations (including statutory re-enactment
thereof for the time being in force). Accordingly, a resolution
has been included in the notice of AGM for your approval.

Director Retiring by Rotation

In accordance with the relevant provisions of the Act and in
terms of the Articles of Association of the Company, Amur
Swaminathan Lakshminarayanan (DIN:08616830) retires by
rotation at the ensuing AGM and, being eligible, offers himself
for re-appointment. The Board recommends his appointment for
your approval in the best interests of the Company. The relevant
details of Amur Swaminathan Lakshminarayanan forms part of the
Notice convening the 30th AGM.

Independent Directors

All the Independent Directors of the Company have given
declarations and confirmed that they meet the criteria
of 'Independence' as stipulated under the Act and the
Listing Regulations.

Key Managerial Personnel

There were no changes in the Key Managerial Personnel of the
Company during the year under review.

Meetings of the Board of Directors

The details of the composition of the Board, its committees,
their meetings held and the attendance of the Directors at such
meetings are provided in the Corporate Governance Report,
which forms part of this Report.

Board Evaluation

The Board of Directors carried out an annual evaluation of
its performance, performance of Board, Committees and
individual Directors pursuant to the provisions of the Act and the
Listing Regulations.

The performance of the Board, the Committees, individual
Directors and the Chairman was evaluated by the Board after
seeking inputs from all the Directors through a questionnaire
wherein the Directors evaluated the performance on a scale of
one to five based on the following criteria:

a) Criteria for Board performance evaluation include degree
of fulfilment of key responsibilities, Board structure
and composition, establishment, and delineation of
responsibilities to Committees, effectiveness of Board
processes, information and functioning, Board Culture and
Dynamics, Quality of relationship between the Board and
the Management.

b) Criteria for Committee performance evaluation include the
degree of fulfilment of key responsibilities, the adequacy
of Committee Composition, the effectiveness of meetings,
committee dynamics, Quality of the Relationship of the
Committee with the Board, and the management.

c) Criteria for performance evaluation of individual Directors
include fulfilment of the independence criteria as specified
in the Listing Regulations and their independence from
the Management, Attendance, Contribution at meetings,
guidance, and support for Management outside Board/
Committee meetings.

Kumar Ramanathan, Chairman of the Nomination and
Remuneration Committee ("NRC"), was nominated to conduct
one-on-one discussions with the Directors to seek their feedback
on the Board and other Directors.

The NRC also reviewed the performance of the individual Directors.

In a separate meeting of Independent Directors, the performance
of Non-Independent Directors and the performance of the Board
was evaluated. Additionally, the views of the Non-Executive
Directors and an Executive Director were also taken.

The Board and the NRC reviewed the performance of individual
Directors on the basis of criteria such as the contribution of the
individual Directors to the Board and Committee meetings like,
preparedness on the issues to be discussed, meaningful and
constructive contributions and inputs in meetings, among others.

Moreover, in the Board meeting that followed the meeting
of the Independent Directors and the meeting of the NRC, the
performance of the Board, its committees, individual Directors
and Chairman was also discussed. Performance evaluation of
Independent Directors was done by the entire Board, excluding
the Independent Director being evaluated.

Safety

The Company has a well-defined and practised Environment,
Health and Safety ("EHS") policy in place. The Company's EHS
Policy comprises guidelines and standardized practices, based
on robust processes. It advocates proactively improving its
management systems to minimize health and safety hazards,
thereby ensuring compliance in all operational activities.

To minimize and mitigate risks related to fire safety and physical
security, the Company has taken up various safety initiatives
that include:

• ISO 45001:2018 Certification.

• First aid and fire safety web-based training including Building
and Office Evacuation, CPR - Cardiopulmonary Resuscitation,
Building evacuation and Fire Safety Awareness for all on-
roll employees.

• Presentation-based awareness sessions for off-roll /
field employees.

• Dissemination of employee safety awareness through safety
awareness week, emails, SMS, videos (Do's and Don'ts)
and quizzes.

• Engagement with Regional Safety Officers (RSOs).

• Physical audit of offices and network sites through an
in-house team.

• Emergency mock fire drills.

• Introduction of Work Permit Process, Toll Box Talk &
LOTO implementation.

• Regular Environment, Health & Safety Committee meetings at
Regional and Corporate levels.

• Audit of HIRA (Hazardous Identification & Risk Assessment) &
taking corrective action thereon.

• Safety Benchmarking exercise within and outside
Group Companies.

The overall completion status of web-based Safety and Health
training for all on-roll employees as on March 31, 2025, stands
close to 98%.

Policies and Procedures

Policy on Directors' Appointment and
Remuneration and Other Details

The Policy of the Company on Directors' appointment, including
criteria for determining qualifications, positive attributes and
independence of a Director and the Policy on remuneration of
Directors, Key Managerial Personnel and other employees are at
Annexure - IA and Annexure - IB and form part of this Report.

Risk Management

Pursuant to Regulation 21 of the Listing Regulations, the Board of
Directors of the Company have constituted a Risk Management
Committee to frame, implement and monitor the risk
management plan for the Company. The Committee comprises
of two Independent Directors and one Executive Director.

The Company has framed the Risk Management Policy to
manage the risks included in all the activities of the Company by
proactively mitigating adversities.

The scope of the Risk Management Committee includes
monitoring and reviewing the risk management plan and ensuring
its effectiveness. The Audit Committee has additional oversight in
the area of financial risks and controls. The major risks identified
by the businesses and functions are systematically addressed
through mitigating actions on a continuing basis. Businesses and
functions systematically manage major risks through continuous
mitigation actions. The risk management framework, explained in
the Management Discussion and Analysis section of this Report,
identifies risks that could potentially threaten the Company's
existence or impact operations.

Internal Financial Controls and their Adequacy

The Company has established and maintained adequate internal
financial controls with respect to financial statements. Such
controls have been designed to provide reasonable assurance
with regard to providing reliable financial and operational
information. During the year under review, such controls were
operating effectively, and no material weaknesses were observed.

Vigil Mechanism/Whistle Blower Policy

The Company has established a vigil mechanism in the form
of a Whistle Blower Policy for Directors, employees, and other
stakeholders of the Company to report their genuine concerns
about unethical behaviour, actual or suspected fraud or violation
of the Tata Code of Conduct or other policies of the Company,
details of which are provided in the Corporate Governance Report,
which form part of this report. As a requirement of the Tata Code
of Conduct, all stakeholders are also provided access to the
Whistle Blower mechanism.

The policy provides for adequate safeguards against victimization
of Directors/employees who avail of the mechanism and provides
for direct access to the Chairperson of the Audit Committee.

The Whistle Blower Policy is available on the Company's website
at
https://www.tatatelebusiness.com/policies-ttml/.

Corporate Social Responsibility

Details of the Corporate Social Responsibility ("CSR") Policy and
initiatives taken by the Company on CSR activities during the year
under review have been provided in
Annexure - II to this Report.
The CSR policy of the Company is available on the Company's
website at
https://www.tatatelebusiness.com/policies-ttml/.

Pursuant to the provisions of Section 135 of the Act, the Company
is not required to constitute a CSR Committee due to incurring
continuous losses for more than three financial years.

Related Party Transactions

In line with the requirements of the Act and the Listing
Regulations, the Company has formulated a policy on Related
Party Transactions, which is available on the Company's website at
https://www.tatatelebusiness.com/policies-ttml/. During the year
under review, all transactions entered into with related parties
were approved by the Audit Committee.

Further, the Company has obtained prior approval of the Members
for all material transactions/proposed transactions entered/to be
entered into between the Company and TTSL, a related party, for
an aggregate value of
H 200 Crores (Rupees Two Hundred Crores
Only) per annum and the Company and Tata Communications
Limited, related party, for an aggregate value of
H 235 Crores
(Rupees Two Hundred Thirty-Five Crores Only) per annum for the
financial years 2024-2025, 2025-2026 and 2026-2027.

The details of transactions with related parties as per Form AOC-2
are provided in
Annexure - III of this Report.

Particulars of Loans, Guarantees or
Investments

The Company falls within the scope of the definition of
"infrastructure company" as provided in the Act. Accordingly,
the Company is exempted from the provisions of Section 186 of
the Act with regard to loans made, guarantees given or security
provided by the Company. Additionally, the Company has not
made any investment in the securities of other corporate bodies
during the year under review.

Deposits

The Company has not accepted any deposits from the public,
during the year under review within the meaning of Section
73 of the Act read with the Companies (Acceptance of Deposit)
Rules, 2014. No amount on account of principal or interest on
deposits from the public was outstanding as of the date of the
balance sheet.

Disclosures as per the Sexual Harassment of
Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013

The Company has zero tolerance for sexual harassment at
workplace and has adopted a policy on prevention, prohibition,
and redressal of sexual harassment at workplace, in line with the
provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules
thereunder, for prevention and redressal of complaints of sexual
harassment at workplace. The objective of this policy is to lay clear
guidelines and provide the right direction in case of any reported
incidence of sexual harassment across the Company's offices and
take appropriate decisions in resolving such issues.

Further, the Company has complied with provisions relating to
the constitution of the Internal Complaints Committee as required
under the said act.

During the year under review, the Company received one
complaint of sexual harassment which was investigated
and closed.

Details of Application Made or Proceedings
Pending, if any, Under the Insolvency and
Bankruptcy Code, 2016

Nil, during the year under review.

Details of Difference Between Amount of
the Valuation done at the time of one Time
Settlement and the Valuation done while
Taking Loan from the Banks or Financial
Institutions

Not applicable.

Particulars of Employees

Disclosure pertaining to remuneration and other details as
required under Section 197(12) of the Act read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is annexed as
Annexure - IV to this Report.

The statement containing particulars of employees as required
under Section 197(12) of the Act read with Rule 5(2) and 5(3) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, forms part of this Report. Pursuant to
Section 136(1) of the Act, this report is being sent to the Members
of the Company, excluding the aforesaid information. However, a
copy of this statement may be obtained by the Members by writing
to the Company Secretary at
investor.relations@tatatel.co.in.

Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings
and Outgo

Pursuant to Section 134(3)(m) of the Act read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, the details of Conservation of
Energy, Technology Absorption and Foreign Exchange Earnings
and Outgo are as follows:

(A) Conservation of Energy:

(i) Steps Taken or Impact on Conservation of Energy:

a. Electricity and diesel generators are used for the
powering of the Company's Core locations and other
network equipment. The Company regularly reviews
power consumption patterns across its network and
has implemented Smart Rack Solution & Free Cooling
Unit green initiative in order to optimize power
consumption, which resulted in substantive cost
savings and reduction of carbon foot print. Some of
the major optimization projects undertaken during the
year are:

• Network Optimization: 68 Network Nodes
locations switched off post network re-architecture
and optimization.

• Total space surrendered - 1,535 Sq. Ft. (Network
leased locations space surrender).

b. The Green initiative & Network Optimization project
on energy conservation has resulted in a reduction of
2.01 Million units of energy consumption and a carbon
foot-print reduction of 1,152 TCO2 for the financial year
2024-2025.

(ii) Steps taken by the Company for utilizing alternate

sources of energy:

The Company have initiated the adoption of renewable

Green Energy at 4 Major Network locations.

(iii) Capital Investment on Energy Conservation

Equipment:

(a) H 0.52 Crores for Smart Racks and Free cooling Unit.

(b) The Company is investing H 5.75 Crores in Group
Captive Open Access for purchasing of solar power
and power purchase agreement (PPA) signing off
in progress.

(B) Technology absorption:

The Company have initiated the following new technologies

for energy conservation.

• Smart Rack - Self-contained unit that provides cooling to
telecom equipment.

• Free Cooling Unit - Utilizes naturally cool outdoor air to
cool equipment room.

(C) Foreign Exchange Earnings and Outgo:

(' in Crores)

Particulars

2024-2025

2023-2024

Earnings

-

-

Outgo

0.47

0.76

Capital Goods

8.13

36.64

Significant and Material Orders Passed by the
Regulators or Courts or Tribunals Impacting
the Going Concern Status and the Company's
Operation in Future

During the year under review, there were no significant or material
orders passed by the regulators, courts or tribunals impacting the
going concern status and the Company's operations in the future.

Material Changes and Commitments

No material changes and commitments have occurred after
the close of the year till the date of this Report which affect the
financial position of the Company except as disclosed elsewhere
in this Report.

Extract of Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the
Act, the Annual Return as of March 31, 2025, is available on the
Company's website at
https://www.tatatelebusiness.com/ttml-
annual-return/

Credit Rating

Please refer to the 'Corporate Governance Report' for the details.

Auditors

Statutory Auditors

Pursuant to the provisions of Section 139 of the Act read with the
Companies (Audit and Auditors) Rules, 2014, Price Waterhouse
Chartered Accountants LLP, having Firm Registration No.
012754N/N500016 were appointed as Statutory Auditors of the
Company for a second term of five years from the conclusion of
the 27th AGM of the Company held in 2022 until the conclusion
of the 32nd AGM to be held in the year 2027.

Cost Auditors

Section 148 of the Act read with Companies (Audit and Auditors)
Rules, 2014 (the "Rules"), requires every telecommunication
company to get its cost records audited by the Cost Accountants
in practice and file the cost audit report with the Central
Government within 180 days of the closure of the financial year.

The Board of Directors of your Company have on the
recommendation of the Audit Committee, approved the re¬
appointment and remuneration of M/s. Sanjay Gupta & Associates,
Cost Accountants, as Cost Auditors of the Company for conducting
cost audit for the financial year 2025-2026. A resolution seeking
approval of the Members for ratifying the remuneration payable
to the cost auditors for the financial year 2025-2026 is included
in the Notice of the ensuing AGM. Your Board recommends
it for your approval. The Cost Audit Report for the year ended
March 31,2024, has been filed within the due date.

Internal Auditors

The Board have appointed M/s. Ernst & Young LLP, as Internal
Auditors for conducting internal audit of the Company for the
financial year 2024-2025.

Secretarial Auditors, Secretarial Audit Report,
Secretarial Auditors' Observations and
Directors' Comments

Pursuant to the provisions of Section 204 of the Act and the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Board of Directors of the Company
had appointed M/s. Makarand M. Joshi & Co., Practicing Company
Secretaries, to undertake the secretarial audit of the Company
for the year ending March 31, 2025. The Secretarial Audit Report
in Form MR-3 is annexed as
Annexure - V to this Report. The
Secretarial Auditors' Report does not contain any qualification,
reservation, adverse remark, or disclaimer.

Statutory Auditors' Observations and
Directors' Comments

The Statutory Auditors' Report for the financial year ended March
31,2025, does not contain any qualification, reservation, adverse
remark, or disclaimer.

Frauds Reported by the Auditors

The Company's Statutory Auditors, Internal Auditors, Cost
Auditors and Secretarial Auditors have not reported any instance
of fraud during the period under review.

Management Discussion and Analysis Report

A detailed report on Management Discussion and Analysis, as
required under Regulation 34 of the Listing Regulations for the
year under review, is presented in a separate section, forming part
of this Report.

Corporate Governance Report

A report on Corporate Governance is presented in a separate
section that forms part of this Report. A certificate from Price
Waterhouse Chartered Accountants LLP regarding compliance
with conditions of corporate governance as specified in the
Listing Regulations by the Company is annexed hereto.

The Company has complied with the mandatory requirements of
Corporate Governance prescribed under the Listing Regulations.

Compliance with Secretarial Standards

The Company has devised proper systems to ensure compliance
with the provisions of all applicable Secretarial Standards
issued by the Institute of Company Secretaries of India and
that such systems are adequate and operating effectively and
through which the Company has complied with all applicable
Secretarial Standards.

Business Responsibility and Sustainability
Report

As per Regulation 34 of the Listing Regulations, a Business
Responsibility and Sustainability Report is attached and forms
part of this Report.

Acknowledgements

The Directors wish to place on record their sincere appreciation
for the assistance and continuous support extended by the
Company's employees & their families, shareholders, customers,
financial institutions, banks, vendors, channel partners,
and investors for their continued support. Additionally,
the Directors would also like to thank the Department of
Telecommunications, the Central and State Governments and
others associated with the activities of the Company for their
co-operation.

For and on behalf of the Board of Directors
A. S. Lakshminarayanan

Place: Mumbai Chairman

Date: April 23, 2025 (DIN:08616830)

 
STOCKS A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z|Others

Mutual Fund A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others

SEBI Registration No's: NSE / BSE / MCX : INZ000166638. Depository Participant: IN- DP-224-2016.
AMFI Registered Number - 29900 (ARN valid upto 24th July 2025) - AMFI-Registered Mutual Fund Distributor since June 2008.
Compliance Officer :- Name: Ch.V.A. Varaprasad, Mobile No.: 9393136201, E-mail: varaprasad.challa@rlpsec.com
Grievance Cell: rlpsec_grievancecell@yahoo.com , rlpdp_grievancecell@yahoo.com
Procedure to file a complaint on SEBI SCORES: Register on SCORES portal. Mandatory details for filing complaints on SCORES: Name, PAN, Address, Mobile Number, E-mail ID. Benefits: Effective Communication, Speedy redressal of the grievances.
Copyrights @ 2014 © RLP Securities. All Right Reserved Designed, developed and content provided by