BHARTI AIRTEL Auditors Report

Report on the Standalone Ind AS financial statements

We have audited the accompanying standalone Ind AS financial statements of Bharti Airtel Limited (“the Company”), which comprise the standalone Balance Sheet as at March 31, 2017, the standalone Statement of Profit and Loss including other comprehensive income, the standalone Cash Flow Statement and standalone Statement of changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Ind AS financial statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and the Companies (Indian Accounting Standards) Amendment Rules, 2016 issued by Ministry of Corporate Affairs. This responsibility includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error

Auditor’s Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the rules made thereunder We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether these standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on these standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, these standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2017, its profit including other comprehensive income and its cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to Note 22(i)(f)(v) to the standalone Ind AS financial statements which describes the uncertainties related to the legal outcome of the Department of Telecommunications’ demand with respect to One Time Spectrum Charge. Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure 1 a statement on the matters specified in paragraphs 3 and 4 of the Order

2. As required by Section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The Balance Sheet, Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) In our opinion, these standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and the Companies (Indian Accounting Standards) Amendment Rules, 2016 issued by Ministry of Corporate Affairs.;

(e) On the basis of written representations received from the directors as on March 31, 2017, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report dated May 9, 2017 in “Annexure 2” to this report;

(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 and Companies (Audit and Auditors) Amendment Rules, 2017, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer 19 to the standalone Ind AS financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 9 to the standalone Ind AS financial statements;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company;

iv. The Company has provided requisite disclosures in Note 15 to these standalone Ind AS financial statements as to the holding of Specified Bank Notes on November 8, 2016 and December 30, 2016 as well as dealings in Specified Bank Notes during the period from November 8, 2016 to December 30, 2016. Based on our audit procedures and relying on the management representation regarding the holding and nature of cash transactions, including Specified Bank Notes, we report that these disclosures are in accordance with the books of accounts maintained by the Company and as produced to us by the Management.

Annexure 1

Annexure referred to in paragraph 1 of ‘Report on other Legal and Regulatory Requirements’

Re: [BHARTI AIRTEL LIMITED] (‘the Company’)

(i) (a) The Company has maintained proper records showing full particulars with respect to most of its fixed assets, and is in the process of updating quantitative and situation details with respect to certain fixed assets in the records maintained by the Company.

(b) The capitalised fixed assets are physically verified by the management according to a regular programme designed to cover all the items over a period of three years. Pursuant to the planned programme during the year, a substantial portion of fixed assets and capital work in progress has been physically verified by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noted on such verification.

(c) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company

(ii) The management has conducted physical verification of inventory (other than inventory with third parties) at reasonable intervals during the year and no material discrepancies were noticed on such physical verification.

(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to companies, firms, limited liability partnership firm or other parties covered in the register maintained under Section 189 of the Companies Act, 2013. Accordingly, the provision of clause 3(iii)(a), (b) and (c) of the Order are not applicable to the Company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and securities granted in respect of which provisions of Section 185 and 186 of the Companies Act, 2013 are applicable and hence not commented upon.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 148(1) of the Companies Act, 2013, related to the service of telecommunication and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of records with a view to determine whether they are accurate or complete.

(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, value added tax, cess and other material statutory dues applicable to it. The provisions relating to duty of excise are not applicable to the Company

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, value added tax, cess and other material undisputed statutory dues were outstanding, as at the year end, for a period of more than six months from the date they became payable.

(b) According to the records of the Company, the dues outstanding of income-tax, sales-tax, service tax, duty of customs, value added tax and cess on account of any dispute, are as follows:

Name of Statutes	Nature of the Dues	Amount Disputed (In Rs.Mn)	Period to Which It Relates	Forum where The Dispute Is Pending
Andhra Pradesh Value Added Tax Act, 2005	Sales Tax	87	2004-13	Tribunal
Bihar Value Added Tax Act, 2005	Sales Tax	58	2005-10	Tribunal
Bihar Value Added Tax Act, 2005	Sales Tax	0	2015-16	Assistant Commissioner
Bihar Value Added Tax Act, 2005	Sales Tax	82	2010-15	Joint Commissioner, Appeal
Bihar Value Added Tax Act, 2005	Sales Tax	2	2006-07	Commercial Tax Officer
Bihar Value Added Tax Act, 2005	Sales Tax	1	2016-17	Deputy Commissioner
Chhattisgarh Value Added Tax Act, 2003	Sales Tax	0	2005-07	Assistant Commissioner
Gujarat Value Added Tax Act, 2003	Sales Tax	1	2005-07	Assistant Commissioner
J&K General Sales Tax	Sales Tax	34	2004-07	High Court , Jammu & Kashmir
Karnataka VAT Act, 2003	Sales Tax	291	2005-06	Assistant Commissioner
Karnataka VAT Act, 2003	Sales Tax	2	2016-17	Joint Commissioner
Kerala Sales Tax Act	Sales Tax	1	2002-05	Tribunal
Kerala Sales Tax Act	Sales Tax	0	2005-11	Commercial tax Officer
Kerala Sales Tax Act	Sales Tax	16	2005-10	Deputy Commissioner, Appeal
Kerala Sales Tax Act	Sales Tax	0	2008-10	Intelligence Officer Squad
Kerala Value Added Tax Act, 2003	Sales Tax	71	2006-07	High Court of Kerala
Kerala Value Added Tax Act, 2003	Sales Tax	44	2007-12	Asst. Commissioner, Spl Circle III, Ernakulam
Kerala Value Added Tax Act, 2003	Sales Tax	0	2016-17	Intelligence Officer, Ernakulam
Kerala Value Added Tax Act, 2003	Sales Tax	0	2015-16	Intelligence Inspector, Squad No. I, Tellichery
Kerala Value Added Tax Act, 2003	Sales Tax	0	2015-16	Intelligence Inspector, Squad No. 3, Ernakulam
Kerala Value Added Tax Act, 2003	Sales Tax	1	2005-17	Commercial tax Officer
Madhya Pradesh Value Added Tax Act, 2002	Sales Tax	24	2006-13	Tribunal
Madhya Pradesh Value Added Tax Act, 2002	Sales Tax	22	1997-04	Deputy Commissioner, Appeal
Madhya Pradesh Value Added Tax Act, 2002	Sales Tax	1	2008-10	Deputy Commissioner
Madhya Pradesh Value Added Tax Act, 2002	Sales Tax	0	2004-08	Commercial Tax Officer
Maharashtra Sales Tax Act	Sales Tax	0	2003-04	Joint Commissioner, Appeal
Punjab Value Added Tax Act, 2005	Sales Tax	30	2003-04	High Court
Punjab Value Added Tax Act, 2005	Sales Tax	1	2008-10	Tribunal
Punjab Value Added Tax Act, 2005	Sales Tax	1	2002-03	Jt. Director( Enforcement)
Punjab Value Added Tax Act, 2005	Sales Tax	1	2009-16	Deputy Excise and Taxation Commissioner
UP Value Added Tax Act	Sales Tax	6	2008-10	High court
UP Value Added Tax Act	Sales Tax	21	2002-05	Assistant Commissioner
UP Value Added Tax Act	Sales Tax	9	2005-10	Tribunal
UP Value Added Tax Act	Sales Tax	1	2007-08	Joint Commissioner
UP Value Added Tax Act	Sales Tax	2	2003-10	Joint Commissioner, Appeal
UP Value Added Tax Act	Sales Tax	2	2014-16	Additional Commissioner
UP Value Added Tax Act	Sales Tax	9	2003-17	Deputy Commissioner
UP Value Added Tax Act	Sales Tax	11	2005-13	Assessing officer
Uttarakhand Value Added Tax Act, 2005	Sales Tax	0	2013-14	AO
West Bengal Value Added Tax Act, 2003	Sales Tax	3	1997-12	Tribunal
West Bengal Value Added Tax Act, 2003	Sales Tax	0	1996-97	The Deputy Commissioner of Commercial Taxes
West Bengal Value Added Tax Act, 2003	Sales Tax	0	1995-98	Commercial Tax Officer
West Bengal Value Added Tax Act, 2003	Sales Tax	9	2005-06	Revision Board
Sub Total (A)		844

Finance Act, 1994 (Service tax provisions )	Service Tax	278	1995-08	Supreme Court
Finance Act, 1994 (Service tax provisions )	Service Tax	7	2002-07	High court
Finance Act, 1994 (Service tax provisions )	Service Tax	9,966	1995-12	Tribunal
Finance Act, 1994 (Service tax provisions )	Service Tax	7	1999-16	Commissioner Adjudication
Finance Act, 1994 (Service tax provisions )	Service Tax	19	2003-10	Commissioner Appeal
Finance Act, 1994 (Service tax provisions )	Service Tax	382	2003-13	Commissioner of Service Tax
Sub Total (B)		10,659
Income Tax Act, 1961	Income Tax	128	2001-03, 2004-08	Supreme Court
Income Tax Act, 1961	Income Tax	10,622	1996-97, 2003-10	High Court
Income Tax Act, 1961	Income Tax	31,580	1995-2011	Income Tax Appellate Tribunal
Income Tax Act, 1961	Income Tax	2,882	1998-2015	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Income Tax	16	1994-95, 199698, 2004-16	Assessing Officer
Sub Total (C)		45,228
Custom Act, 1962	Custom Act	4,128	2001-05	Supreme Court
Custom Act, 1962	Custom Act	189	2003-12	Tribunal
Sub Total (D)		4,317
Grand Total:		61,048

The above mentioned figures represent the total disputed cases without any assessment of Probable, Possible and Remote, as done in case of Contingent Liabilities. Of the above cases, total amount deposited in respect of Sales Tax is Rs.302 Mn, Service Tax is Rs.452 Mn, Income Tax is Rs.11,056 Mn and Custom Duty is Rs.2,141 Mn.

(viii) Based on our audit procedures for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to a financial institution, bank, debenture holders or government.

(ix) In our opinion and according to information and explanations given by the management, monies raised by the company by way of term loans were applied for the purpose for which they were raised.

(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the company or on the company by the officers and employees of the Company has been noticed or reported during the year.

(xi) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.

(xii) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3(xi) of the order are not applicable to the Company and hence not commented upon.

(xiii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, transactions with the related parties are in compliance with Section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence not commented upon.

(xv) Based on our audit procedures performed for the purpose of reporting the true and fair view ofthe financial statements and according to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him.

(xvi) According to the information and explanations given to us, the provisions of Section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company

For S. R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration No: 101049W / E300004

per Nilangshu Katriar

Partner

Membership No: 58814

Place: New Delhi

Date: May 9, 2017

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of
Bharti Airtel Limited ("the Company"), which comprise the Balance Sheet
as at March 31, 2015, the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.

Management''s Responsibility for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these standalone financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgements
and estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal financial control
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder. We conducted our
audit in accordance with the Standards on Auditing issued by the
Institute of Chartered Accountants of India, as specified under Section
143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from material
misstatement.

An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company''s
preparation of the financial statements that give a true and fair view
in order to design audit procedures that are appropriate in the
circumstances but not for the purpose of expressing an opinion on
whether the Company has in place an adequate internal financial
controls system over financial reporting and the effectiveness of such
controls. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the Company''s Directors, as well as evaluating the
overall presentation of the financial statements. We believe that the
audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the standalone financial
statements.

Opinion

In our opinion and to the best of our information and according to the
explanations given to us, the standalone financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at March 31, 2015, its profit, and its cash flows for the year ended on
that date.

Emphasis of Matters

We draw attention to Note 26(ii)(g)(vii) to the standalone financial
statements which, describes the uncertainties related to the legal
outcome of Department of Telecommunications'' demand with respect to One
Time Spectrum Charge. Our opinion is not qualified in respect of this
matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure 1 a
statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;

(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books;

(c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;

(d) In our opinion, the aforesaid standalone financial statements
comply with the Accounting Standards specified under section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of written representations received from the directors
as on March 31, 2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2015, from being
appointed as a director in terms of section 164 (2) of the Act;

(f) With respect to the other matters to be included in the Auditor''s
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its
financial position in its standalone financial statements ? Refer Note
26(ii)and Note 53(b) to the standalone financial statements;

ii. The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
on long-term contracts including derivative contracts ? Refer Note 51
to the standalone financial statements;

iii. There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.

Annexure 1

Annexure referred to in paragraph 1 of ''Report on other Legal and
Regulatory Requirements''

Re: BHARTI AIRTEL LIMITED (''the Company'')

(i) (a) The Company has maintained proper records showing full
particulars with respect to most of its fixed assets, however, is in
the process of updating quantitative and situation details with respect
to certain fixed assets in the records maintained by the Company.

(b) The capitalised fixed assets are physically verified by the
management according to a regular programme designed to cover all the
items over a period of three years. Pursuant to the programme, a
portion of fixed assets and capital work in progress has been
physically verified by the management during the year, which in our
opinion is reasonable having regard to the size of the Company and
nature of its assets. The Company is in the process of reconciling the
quantitative and situation details of the physical verification results
with the records maintained by the Company and as informed to us, the
impact is not expected to be material.

(ii) (a) The Inventory (other than inventory with third parties) has
been physically verified by the management during the year. In our
opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to size of the
Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.

(iii) According to the information and explanations given to us, the
Company has neither granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
under Section 189 of the Act. Accordingly, Clause 3(iii) of the Order
is not applicable to the Company for the current year and hence not
commented upon.

(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased are of proprietary nature for which suitable alternative
sources do not exist for obtaining comparative quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business, for the purchase of inventory,
fixed assets and for the sale of goods and services. During the course
of our audit, we have neither observed nor have been informed of any
major weakness or continuing failure to correct any major weaknesses in
the aforesaid internal control system.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under Section 148(1) of the Act and are of
the opinion that prima facie, the prescribed accounts and records have
been made and maintained. We have not, however, made a detailed
examination of records with a view to determine whether they are
accurate or complete.

(vii) (a) The Company is generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, employees'' state insurance, income-tax, sales-tax, wealth-tax,
service tax, duty of customs, value added tax, cess and other material
statutory dues applicable to it. The provisions relating to duty of
excise are not applicable to the Company.

(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, employees''
state insurance, income-tax, sales-tax wealth-tax, service tax, duty of
customs, value added tax, cess and other material undisputed statutory
dues were outstanding as at the year end, for a period of more than six
months from the date they became payable.

(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, duty of customs, value
added tax and cess on account of any dispute, are as follows:

Name of Statutes Nature of the Amount Period to which
Dues Disputed it relates
(in Rs.
Mn)

Andhra Pradesh VAT Act Sales Tax 41 2005-10

Andhra Pradesh VAT Act Sales Tax 46 2010-13

Bihar Value Added
Sales Tax Act Sales Tax 34 2007-08

Bihar Value Added Sales
Tax Act Sales Tax 31 2006-13

Bihar Value Added Sales
Tax Act Sales Tax 29 2005-08

Gujarat Sales Tax Act Sales Tax 1 2006-07

Himachal Pradesh Value
Added Tax Act Sales Tax 1 1999-02

J&K General Sales Tax Sales Tax 34 2004-07

Karnataka Sales Tax Act Sales Tax 291 2005-06

Karnataka Sales Tax Act Sales Tax 1 2001-06

Kerala Sales Tax Act Sales Tax 1 2011-12

Kerala Sales Tax Act Sales Tax 1 2005-13

Kerala Sales Tax Act Sales Tax 11 2005-06

Kerala Sales Tax Act Sales Tax 0 2009-13

Kerala Sales Tax Act Sales Tax 2 2002-05

Kerala Value Added Tax Act Sales Tax 5 2005-06

Kerala Value Added Tax Act Sales Tax 71 2006-07

Kerala Value Added Tax Act Sales Tax 20 2007-09

Madhya Pradesh Commercial
Sales Sales Tax 24 2007-12
Tax Act

Madhya Pradesh Commercial
Sales Sales Tax 0 2005-07
Tax Act

Madhya Pradesh Commercial
Sales Sales Tax 0 2004-08
Tax Act

Madhya Pradesh Commercial
Sales Sales Tax 2 2008-13
Tax Act

Madhya Pradesh Commercial
Sales Sales Tax 22 1997-04
Tax Act

Maharashtra Sales Tax Act Sales Tax 9 2003-04

Maharashtra Sales Tax Act Sales Tax 0 2003-04

Orissa Value Added Tax Act Sales Tax 1 2006-07

Punjab Sales Tax Act Sales Tax 0 2009-10

Punjab Sales Tax Act Sales Tax 30 2003-04

Punjab Sales Tax Act Sales Tax 1 2002-03

Punjab Sales Tax Act Sales Tax 1 2008-10

UP VAT Act Sales Tax 21 2002-12

UP VAT Act Sales Tax 21 2002-05

UP VAT Act Sales Tax 2 2005-10

UP VAT Act Sales Tax 6 2008-11

UP VAT Act Sales Tax 1 2003-04

UP VAT Act Sales Tax 12 2005-07

West Bengal Sales Tax Act Sales Tax 0 1996-97

West Bengal Sales Tax Act Sales Tax 0 1995-96

West Bengal Sales Tax Act Sales Tax 9 2005-06

West Bengal Sales Tax Act Sales Tax 3 1997-12

Sub Total (A) 787

Finance Act, 1994
(Service tax Service Tax 301 2004-08
provisions)

Finance Act, 1994
(Service tax Service Tax 7 2000-07
provisions)

Finance Act, 1994
(Service tax Service Tax 1 2003-06
provisions)

Finance Act, 1994
(Service tax Service Tax 23 2002-07
provisions)

Finance Act, 1994
(Service tax Service Tax 5 1995-97
provisions)

Finance Act, 1994
(Service tax Service Tax 10,230 1995-12
provisions)

Sub Total (B) 10,566

Income Tax Act, 1961 Income Tax 6 2002-04

Income Tax Act, 1961 Income Tax 11,685 1996-97;
2001-02;
2004-10

Income Tax Act, 1961 Income Tax 17,240 2003-11

Income Tax Act, 1961 Income Tax 19,603 1995-2003;
2004-14

Income Tax Act, 1961 Income Tax 1,392 1994-95;
1996-98;
2004-15

Sub Total (C) 49,926

Custom Act, 1962 Custom Act 4,128 2001-06

Custom Act, 1962 Custom Act 126 2006-10

Sub Total (D) 4,254

Name of Statutes Forum where the dispute is pending

Andhra Pradesh VAT Act Tribunal

Andhra Pradesh VAT Act Deputy

Commissioner,Commercial Taxes,
Punjagutta

Bihar Value Added Sales Tax Act Assistant Commissioner

Bihar Value Added Sales Tax Act Joint Commissioner, Appeal

Bihar Value Added Sales Tax Act Tribunal

Gujarat Sales Tax Act Assistant Commissioner

Himachal Pradesh Value Added
Tax Act Additional Commissioner

J & K General Sales Tax High Court , Jammu & Kashmir

Karnataka Sales Tax Act Assistant Commissioner

Karnataka Sales Tax Act Commercial tax Officer

Kerala Sales Tax Act Commercial tax Officer

Kerala Sales Tax Act Commercial tax Officer

Kerala Sales Tax Act Deputy Commissioner, Appeal

Kerala Sales Tax Act Intelligence Officer Squad

Kerala Sales Tax Act Tribunal

Kerala Value Added Tax Act Deputy Commissioner, Appeal

Kerala Value Added Tax Act High Court of Kerala

Kerala Value Added Tax Act Assistant Commissioner, Spl
Circle III, Ernakulam

Madhya Pradesh Commercial
Sales Tax Act Appellate authority

Madhya Pradesh Commercial
Sales Tax Act Assistant Commissioner

Madhya Pradesh Commercial
Sales Tax Act Commercial tax Officer

Madhya Pradesh Commercial
Sales Tax Act Deputy Commissioner

Madhya Pradesh Commercial
Sales Tax Act Deputy Commissioner, Appeal

Maharashtra Sales Tax Act High Court, Mumbai

Maharashtra Sales Tax Act Joint Commissioner, Appeal

Orissa Value Added Tax Act Additional Commissioner

Punjab Sales Tax Act Commissioner

Punjab Sales Tax Act High Court

Punjab Sales Tax Act Jt. Director( Enforcement)

Punjab Sales Tax Act Tribunal

UP VAT Act Assessing officer

UP VAT Act Assistant Commissioner

UP VAT Act Commercial tax Officer

UP VAT Act High court

UP VAT Act Joint Commissioner Appeal

UP VAT Act Tribunal

West Bengal Sales Tax Act The Deputy Commissioner of
Commercial Taxes


West Bengal Sales Tax Act Commercial tax Officer

West Bengal Sales Tax Act Revision Board

West Bengal Sales Tax Act Tribunal

Finance Act, 1994 Supreme Court

Finance Act, 1994 Commissioner Adjudication

Finance Act, 1994 Commissioner Appeal

Finance Act, 1994 High court

Finance Act, 1994 Supreme Court

Finance Act, 1994 Tribunal

Income Tax Act, 1961 Supreme Court

Income Tax Act, 1961 High Court

Income Tax Act, 1961 Income Tax Appellate Tribunal

Income Tax Act, 1961 Commissioner of Income Tax (Appeals)

Income Tax Act, 1961 Assessing Officer

Custom Act, 1962 Supreme Court

Custom Act, 1962 Tribunal

The above mentioned figures represent the total disputed cases without
any assessment of Probable, Possible and Remote, as done in case of
contingent liabilities.Of the above cases, total amount deposited in
respect of sales tax is Rs. 291 Mn, Service tax is Rs. 330 Mn, Income
tax is Rs. 10,115 Mn and Custom Duty is Rs. 2,138 Mn.

d) There were no amounts which were required to be transferred to the
investor education and protection fund by the Company in accordance
with the relevant provisions of the Companies Act, 1956 (1 of 1956) and
rules made thereunder.

(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred cash losses in the current and
immediately preceding financial year.

(ix) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.

(x) According to the information and explanations given to us, the
Company has given guarantee for loans taken by others from banks or
financial institutions, the terms and conditions whereof, in our
opinion, are not prima- facie prejudicial to the interest of the
Company.

(xi) Based on the information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
were obtained.

(xii) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud by the Company and no material fraud on the Company has
been noticed or reported during the year.

For S. R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration No: 101049W

per Nilangshu Katriar

Partner

Membership No: 58814

Place: New Delhi

Date: April 28, 2015

We have audited the accompanying financial statements of Bharti Airtel
Limited ("the Company"), which comprise the Balance Sheet as at March
31, 2014, and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and a summary of significant accounting
policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
accounting principles generally accepted in India, including the
Accounting Standards notified under the Companies Act, 1956 ("the Act")
read with General Circular 8/2014 dated April 4, 2014 issued by the
Ministry of Corporate Affairs. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.

An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the entity''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:

(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit for
the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.

Emphasis of Matter

We draw attention to 26(ii)(g)(vii) to the financial statements which
describe the uncertainties related to the legal outcome of Department
of Telecommunications'' demand with respect to One Time Spectrum Charge.
Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
Sub-section (4A) of Section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;

(b) In our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;

(c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss,
and Cash Flow Statement comply with the Accounting Standards notified
under the Companies Act, 1956, read with General Circular 8/2014 dated
4 April 2014 issued by the Ministry of Corporate Affairs;

(e) On the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of Clause (g) of Sub-section (1) of
Section 274 of the Companies Act, 1956.

Annexure referred to in paragraph 1 of ''Report on Other Legal and
Regulatory Requirements'' our report of even date


(i) (a) The Company has maintained proper records showing full
particulars with respect to most of its fixed assets, however, is in
the process of updating quantitative and situation details with respect
to certain fixed assets in the records maintained by the Company.

(b) The Company has physical verification program of covering all fixed
assets over a period of three years. Pursuant to the program, during
the year, a substantial portion of planned physical verification of
fixed assets and capital work in progress has been conducted which, in
our opinion, is reasonable having regard to the size of the Company and
the nature of its assets. No material discrepancies were noticed on
such verification.

(c) There was no substantial disposal of fixed assets during the year.

(ii) (a) The inventory has been physically verified by the management
during the year. In our opinion, the frequency of verification is
reasonable.

(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.

(iii) According to the information and explanations given to us, the
Company has neither granted nor taken any loans, secured or unsecured,
to or from companies, firms or other parties covered in the register
maintained under Section 301 of the Act. Accordingly, Clause (iii) of
the Companies (Auditor''s Report) Order, 2003, (as amended) is not
applicable to the Company for the current year and hence not commented
upon.

(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased are of proprietary nature for which suitable alternative
sources do not exist for obtaining comparative quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business for the purchase of inventory,
fixed assets and for the sale of goods and services. During the course
of our audit, we have neither observed nor have been informed of any
major weakness or continuing failure to correct any major weaknesses in
the aforesaid internal control system.

(v) In our opinion, there are no contracts or arrangements that need to
be entered in the register maintained under Section 301 of the
Companies Act, 1956. Accordingly, the provisions of Clause 4(v)(b) of
the Order is not applicable to the Company and hence not commented
upon.

(vi) The Company has not accepted any deposits from the public.

(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.

(viii) We have broadly reviewed the books of accounts maintained by
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of records with a view to
determine whether they are accurate or complete.

(ix) (a) The Company is generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, investor education and protection fund, employees'' state
insurance, income-tax, sales-tax, wealth-tax, service tax, customs duty
and cess and other material statutory dues applicable to it. The
provisions relating to excise duty is not applicable to the Company.

(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees'' state insurance, income-tax,
sales-tax, wealth-tax, service tax, customs duty, cess and other
material undisputed statutory dues were outstanding, at the year end,
for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty and cess
on account of any dispute, are as follows:

Name of Statutes Nature of the Amount
Dues Disputed
(in Rs. Mn)

Andhra Pradesh VAT Act Sales Tax 26

Andhra Pradesh VAT Act Sales Tax 4

Andhra Pradesh VAT Act Sales Tax 1

Bihar Value Added Sales
Tax Act Sales Tax 34

Bihar Value Added Sales
Tax Act Sales Tax 20

Bihar Value Added Sales
Tax Act Sales Tax 16

Bihar Value Added Sales
Tax Act Sales Tax 11

Gujarat Sales Tax Act Sales Tax 1

Himachal Pradesh Value
Added Tax Sales Tax 1
Act

J&K General Sales Tax Sales Tax 34

Karnataka Sales Tax Act Sales Tax 291

Karnataka Sales Tax Act Sales Tax 1

Kerala Sales Tax Act Sales Tax 5

Kerala Sales Tax Act Sales Tax 2

Kerala Sales Tax Act Sales Tax 11

Kerala Sales Tax Act Sales Tax 0

Kerala Sales Tax Act Sales Tax 2

Madhya Pradesh Commercial
Sales Sales Tax 6
Tax Act

Madhya Pradesh
Commercial Sales Sales Tax 0
Tax Act

Madhya Pradesh
Commercial Sales Sales Tax 0
Tax Act

Madhya Pradesh
Commercial Sales Sales Tax 18
Tax Act

Madhya Pradesh
Commercial Sales Sales Tax 22
Tax Act

Maharashtra Sales Tax Act Sales Tax 9

Maharashtra Sales Tax Act Sales Tax 0

Orissa Value Added Tax Act Sales Tax 1

Punjab Sales Tax Act Sales Tax 0

Punjab Sales Tax Act Sales Tax 30

Punjab Sales Tax Act Sales Tax 1

Punjab Sales Tax Act Sales Tax 1

UP VAT Act Sales Tax 21



Name of Statues Period to which Forum where the dispute
it relates is pending

Andhra Pradesh VAT Act 2007-10 Commercial tax Officer

Andhra Pradesh VAT Act 2006-07 Deputy Commissioner

Andhra Pradesh VAT Act 2005-06 Deputy Commissioner,
Commercial Taxes

Bihar Value Added Sales
Tax Act 2007-08 Asst Commissioner

Bihar Value Added Sales
Tax Act 2006-08 Commissioner

Bihar Value Added Sales
Tax Act 2012-13 High court

Bihar Value Added Sales
Tax Act 2005-07 Tribunal

Gujarat Sales Tax Act 2006-07 Assistant Commissioner

Himachal Pradesh Value
Added Tax Act 1999-02 Additional Commissioner

J&K General Sales Tax 2004-07 High Court, Jammu &
Kashmir

Karnataka Sales Tax Act 2005-06 Assistant Commissioner

Karnataka Sales Tax Act 2001-06 Commercial tax Officer

Kerala Sales Tax Act 2005-06 Commissioner (Appeals)

Kerala Sales Tax Act 2005-13 Commercial tax Officer

Kerala Sales Tax Act 2005-06 Deputy Commissioner,
Appeal

Kerala Sales Tax Act 2009-13 Intelligence Officer
Squad

Kerala Sales Tax Act 2002-05 Tribunal

Madhya Pradesh Commercial
Sales Tax Act 2008-11 Appellate authority

Madhya Pradesh Commercial
Sales Tax Act 2005-07 Assistant Commissioner

Madhya Pradesh Commercial
Sales Tax Act 2004-08 Commercial tax Officer

Madhya Pradesh Commercial
Sales Tax Act 2006-10 Deputy Commissioner

Madhya Pradesh Commercial
Sales Tax Act 1997-04 Deputy Commissioner,
Appeal

Maharashtra Sales Tax Act 2003-04 High Court, Mumbai

Maharashtra Sales Tax Act 2003-04 Joint Commissioner,
Appeal

Orissa Value Added Tax Act 2006-07 Additional Commissioner

Punjab Sales Tax Act 2009-10 Commissioner

Punjab Sales Tax Act 2003-04 High Court

Punjab Sales Tax Act 2002-03 Jt. Director
( Enforcement)

Punjab Sales Tax Act 2008-10 Tribunal

UP VAT Act 2002-12 Assessing officer



Name of Statutes Nature of the Amount
Dues Disputed
(in Rs. Mn)


UP VAT Act Sales Tax 21

UP VAT Act Sales Tax 2

UP VAT Act Sales Tax 6

UP VAT Act Sales Tax 1

UP VAT Act Sales Tax 12

West Bengal Sales Tax Act Sales Tax 0

West Bengal Sales Tax Act Sales Tax 0

West Bengal Sales Tax Act Sales Tax 11

West Bengal Sales Tax Act Sales Tax 1

Sub Total (A) 624

Finance Act, 1994 (Service tax Service Tax 301
provisions)

Finance Act, 1994 (Service tax Service Tax 25
provisions)

Finance Act, 1994 (Service tax Service Tax 1
provisions)

Finance Act, 1994 (Service tax Service Tax 22
provisions)

Finance Act, 1994 (Service tax Service Tax 5
provisions)

Finance Act, 1994 (Service tax Service Tax 9,720
provisions)

Sub Total (B) 10,074

Income Tax Act, 1961 Income Tax 6

Income Tax Act, 1961 Income Tax 2,330

Income Tax Act, 1961 Income Tax 17,337

Income Tax Act, 1961 Income Tax 5,491

Income Tax Act, 1961 Income Tax 12,977

Sub Total (C) 38,141

Custom Act, 1962 Custom Act 4,329

Custom Act, 1962 Custom Act 134

Sub Total (D) 4,463


Name of Statues Period to which Forum where the dispute
it relates is pending

UP VAT Act 2002-05 Assistant Commissioner

UP VAT Act 2005-10 Commercial tax Officer

UP VAT Act 2008-11 High court

UP VAT Act 2003-09 Joint Commissioner
Appeal

UP VAT Act 2005-07 Tribunal

West Bengal Sales Tax Act 1996-98 Assistant Commissioner

West Bengal Sales Tax Act 1995-96 Commercial tax Officer

West Bengal Sales Tax Act 2005-08 Revision Board

West Bengal Sales Tax Act 2011-12 Tribunal

Sub Total (A)

Finance Act, 1994
(Service tax provisions) 2004-08 High Court

Finance Act, 1994
(Service tax provisions) 1999-07 Commissioner
Adjudication

Finance Act, 1994
(Service tax provisions) 2003-06 Commissioner Appeal

Finance Act, 1994
(Service tax provisions) 2002-07 High court

Finance Act, 1994
(Service tax provisions) 1995-97 Supreme Court

Finance Act, 1994
(Service tax provisions) 1995-10 Tribunal

Sub Total (B)

Income Tax Act, 1961 2002-04 Supreme Court

Income Tax Act, 1961 1996-97; 2001- High Court
02, 2003-10

Income Tax Act, 1961 2003-04 to Income Tax Appellate
2009-11 Tribunal

Income Tax Act, 1961 1995-2003; Commissioner of Income
2004-13 Tax (Appeals)

Income Tax Act, 1961 1994-95; 1996- Assessing Officer
98; 2005-13

Sub Total (C)

Custom Act, 1962 2001-06 Supreme Court

Custom Act, 1962 2006-10 Tribunal

Sub Total (D)

The above mentioned figures represent the total disputed cases without
any assessment of Probable, Possible and Remote, as done in case of
contingent liabilities. Of the above cases, total amount deposited in
respect of sales tax is Rs. 227 Mn, Service tax is Rs. 54 Mn, Income Tax is
Rs. 11,199 Mn and Custom Duty is Rs. 2,138 Mn.

(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.

(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.

(xii) According to the information and explanations given to us and
based on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.

(xiii) In our opinion, the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, the provisions of Clause 4(xiii) of
the Companies (Auditor''s Report) Order, 2003 (as amended) are not
applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of Clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 (as amended) are not applicable to the Company.

(xv) According to the information and explanations given to us, the
Company has given guarantee for loans taken by others from bank or
financial institutions, the terms and conditions whereof in our opinion
are not prima- facie prejudicial to the interest of the Company.

(xvi) Based on information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
were obtained.

(xvii) According to the information and explanations given to us and on
overall examination of the balance sheet of the Company, we report that
funds amounting to Rs. 105,265 Mn raised on short-term basis (primarily
represented by capital creditors, network cost payable, deferred
revenue and trade creditors) have been used for long-term investment
(primarily represented by fixed assets and investment in it''s
subsidiaries).

(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
Section 301 of the Companies Act, 1956.

(xix) The Company did not have any outstanding debentures during the
year.

(xx) The Company has not raised any money by public issues during the
year.

(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud by the Company and no material fraud on the Company has
been noticed or reported during the year.

For S. R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration No: 101049W

per Nilangshu Katriar

Partner

Membership No: 58814

Place: Gurgaon
Date : April 29, 2014