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Thirtieth - MTNL

1 ThirtiethAnnual Report2015-16 mahanagar telephone nigam limited (A Nav Ratna Company)2 MISSION OF mahanagar telephone nigam limited "Committed to remain market leader in providing world-class telecomand IT related services at an affordable prices and achieve international standards in all respects".VISION OF mahanagar telephone nigam limited "To be leading intergrated player in telecom, diversifying into related business in order to expand significantly,keeping customer delight as the aim".3 CONTENTS Page Board of Directors 42. Statutory Information 53. Details of Registrars and Transfer Agents 64. Directors Report 7-205. Annexures to Director s Report Annexure I Secretarial Audit Report for the Financial Year 21-23 Ended 31st March, 2016 Annexure II Certificate from the Practising Company Secretary 24 regarding compliance with Corporate Governance under Listing Agreement/Regulations Annexure III Reply of mtnl to Qualifications in Secretarial Audit Repo

1 Thirtieth Annual Report 2015-16 MAHANAGAR TELEPHONE NIGAM LIMITED (A Nav Ratna Company)

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1 1 ThirtiethAnnual Report2015-16 mahanagar telephone nigam limited (A Nav Ratna Company)2 MISSION OF mahanagar telephone nigam limited "Committed to remain market leader in providing world-class telecomand IT related services at an affordable prices and achieve international standards in all respects".VISION OF mahanagar telephone nigam limited "To be leading intergrated player in telecom, diversifying into related business in order to expand significantly,keeping customer delight as the aim".3 CONTENTS Page Board of Directors 42. Statutory Information 53. Details of Registrars and Transfer Agents 64. Directors Report 7-205. Annexures to Director s Report Annexure I Secretarial Audit Report for the Financial Year 21-23 Ended 31st March, 2016 Annexure II Certificate from the Practising Company Secretary 24 regarding compliance with Corporate Governance under Listing Agreement/Regulations Annexure III Reply of mtnl to Qualifications in Secretarial Audit Report 25 and Compliance Certificate regarding Compliance of Conditions of Corporate Governance (2015-16).

2 Annexure IV MGT 9 ( Extract of Annual Return) 26-41 Annexure V Corporate Governance Report 42-56 Annexure VI- Business Responsibility Report For Financial Year 2015-2016 57-64 Annexure VII Management Discussion and Analysis Report 65-74 (Enterprise Risk Management Policy of mtnl for the financial) year 2015-16)6. Auditors Report 75-907. Annual Accounts (Balance Sheet, Profit & Loss Account, Consolidated 91-169 Balance Sheet, Profit & Loss Account & Cash Flow Statement)8. Annexure to Directors Report for the Financial Year 2015-16 170-1749. Comments of C&AG & Reply of mtnl Management for the 175-180 Financial Year 2015-1610. Statement Containing Salient Features of the Financial Statement 181-183 of Subsidiaries/Associate Companies/Joint Ventures (AOC-1) 11.

3 Millennium Telecom limited - Directors Report, Auditors Report, 184-216 Balance Sheet, Cash Flow Statement for the Financial year 2015-1612. mahanagar telephone (Mauritius) limited Auditors Report, Balance Sheet 217-244 for the Financial year 2015-164 BOARD OF DIRECTORS(AS ON )Shri CMD & Director (Finance)Shri Sunil Kumar Director (HR&EB)Shri Sanjeev Kumar Director (Tech)Shri Amit Yadav Director (Government Nominee) Lynda Yaden Director (Government Nominee)Shri Ashok Mittal Independent DirectorShri Rakesh nangia Independent DirectorCOMPANY SAYALREGISTERED AND CORPORATE OFFICEM ahanagar Doorsanchar Sadan5th Floor, 9, CGO Complex,Lodhi Road,new Delhi - 110 003 Tel : 011-24319020, Fax : 011-24324243 CIN : / AUDITORSM/s.

4 V. K. DHINGRA & Accountants1-E/15, Jhandewalan Extension, New Delhi 110055 Phone : 011- 23528511, 23638325, Fax : 011- 23549789M/S MEHRA GOEL & Accountants 505, Chiranjiv Tower, 43 Nehru Place, New Delhi-110019 Phone: 011- 26419527, 26430349 Fax: 011- 26217981 COST AUDITORM/s R. M. Bansal & AccountantsFlat No. 260, Pocket A, Sarita Vihar, New Delhi-110076 Phone: 09415134328 BANKERSS tate Bank of India, new Delhi/MumbaiIndian Overseas Bank, New Delhi/MumbaiPunjab National Bank, Delhi/MumbaiICICI Bank, new Delhi/MumbaiOriental Bank of Commerce, New DelhiCentral Bank of India, Mumbai/DelhiDena Bank, new Delhi/MumbaiBank of Baroda, new Delhi Union Bank of India, new Delhi/MumbaiUnited Bank of India, new DelhiIndian Bank, new Delhi,Axis Bank, new Delhi/MumbaiSyndicate Bank, new DelhiCorporation Bank, new DelhiAllahabad Bank, new DelhiIDBI Bank, new DelhiState Bank of Hyderabad, New DelhiPunjab & Sindh Bank, New DelhiYes Bank limited , New DelhiIndusInd Bank, MumbaiAndhra BankJammu & Kashmir Bank Ltd.

5 6 REGISTRARS AND TRANSFER AGENTS M/s. Beetal Financial & Computer Services (P) Ltd. 3rd Floor, Beetal House, 99,Madangir, Behind Local Shopping Centre Near Dada Harsukhdas Mandir, New Delhi - 110 062. Ph: 011-29961281-82, Fax : 011-29961284 E-mail : Website: E-Voting Agency : national Securities Depository Ltd.(nSDL)E-mail ID: Scrutinizer : M/s Hemant Singh & Associates Company Secretaries Investor HelpdeskPh: 011-24317225, Fax: 011-24316655E-mail: Annual General Meeting on Friday 30th September, 2016 at 11:30 AM at Auditorium, mahanagar Doorsanchar Sadan, 9 CGO Complex, Lodhi Road, New Delhi-110003 The Annual Report can also be accessed at and websites of Stock S REPORTToThe Shareholders, of mahanagar telephone nigam LimitedDear Shareholders,Your Directors present the 30th Annual Report of your Company together with the Financial Statements and the Report of the Auditors as well as comments of Comptroller & Auditor General of India on the Financial Statements for the financial year ended on March 31, REVIEW OF mtnl FOR THE FY 2015-16 The achievements / initiatives taken by mtnl during the year 2015-16 are as follows.

6 Redeployment of Smaller Capacity Broadband Exchanges: 108 numbers of Digital Subscriber Line Access Multiplexer (DSLAMs) have been redeployed near subscriber premises in Delhi and 100 in Mumbai each thereby reducing copper length and enhancing the quality of broadband service. This has improved customer experience and reduced the number of complaints. Provision of High Speed Broadband and Wi-Fi at the Hon ble residences: mtnl is executing High Speed Broadband on FTTH (Fiber to the Home) and Wi-Fi project at the residences of Hon ble MPs in Delhi for total number of 790 Hon ble MPs residences. Out of these 731 FTTH connections have already been provided and Physical installation has been completed for Wi-Fi Services in 587 residences.

7 Mumbai City Surveillance (MCS) Project: mtnl Mumbai as a consortium partner with M/s L&T have been executing the Mumbai surveillance project for about ` 281 Cr involving installation of 6000 cameras at 1500 locations. First phase has already been completed with installation of 1235 cameras. State-of-the-Art Data Centre: mtnl has established two state-of-the-art Tier-III certified Datacenters at Worli and Belapur for collocation of equipments of Mumbai City Surveillance Project. Services are being managed by a dedicated team of mtnl on 24x7 basis. Higher data rates to mobile customers: To improve network capabilities and provide better speed/quality of service to its customers mtnl has planned to upgrade the existing 3G network of Mumbai with enhanced Downlink speed of Mbps as against Mbps speeds in the existing network.

8 An On line testing tool (IPTESTER) has been introduced for monitoring the status on real time basis of the BTS/node-B equipments and Broadband Equipments. The free night calling facility has been introduced for all landline customers for making local calls to any network in Delhi and Mumbai between 10 PM to 7 AM. From 1st May, 2015 local call pulse rate has been introduced for STD calls (at 180 seconds duration) for all landline customers of mtnl to any network anywhere in India between 10 PM to 7 AM. Free Incoming National Roaming Facility for all mtnl Mobile customers introduced Free Up-gradation of the broadband bandwidth plans to minimum 2 Mbps speed has been implemented as per plan.

9 Jodi Plan has been introduced in which mtnl mobile customer can make local calls to one mtnl landline number and one mtnl mobile number at a reduced rate of 20 paise / Launched attractive plan for FTTH broadband with speed at 10 Mbps (Fair usage data download limit of 25GB at the monthly service charge of `790/). Other plans provide 20 Mbps- 50 Mbps with fair usage download ranging from 45 GB to 200 GB at a monthly service charge ranging of `1200/- to `2990/-. Free Trial 2 Mbps Broadband Plan with free usage for one month from the date of installation for existing Landline subscribers was introduced on promotional offer for three RESULTS FOR THE 2015-16 Sources and Application of Funds for the FY 2015-16 are given below.

10 - (IN CRORES `)StandaloneConsolidated2015-162014-1520 15-162014-15 Income from Operations 3, 3, 3, 3, Expenditures (excluding Interest & prior period adjustments) 5, 5, 5, 5, Operating Profit/(Loss) (1, ) (1, ) (1, ) (1, )Other Income Interest 1, 1, 1, 1, Profit/(Loss) before Tax (2, ) (2, ) (2, ) (2, )Exceptional Items - - - - Tax Provision for the Year ( ) - ( ) Prior Period Adjustments ( ) ( ) ( ) ( )Profit/ (Loss) for the Year from Continuing Operations (2, ) (2, ) (2, ) (2, )Profit/ (Loss) for the Year from Discontinuing Operations ( ) ( )Profit/ (Loss) for the Year (2, ) (2, ) (2, )(2, )