Your Directors are pleased to present their Twenty Second Annual Report together with the Audited Financial Statements for theyear ended March 31,2025.
(' in Lakhs)
Particulars
FY 2024-25
FY 2023-24
Revenue from Operations
134,407
137,201
Other Income
2,162
5,124
Total Revenue
136,569
1,42,325
Profit / (Loss) before Depreciation & Amortization Expenses, Finance Costs, Exceptional
29,741
41,715
Item & Tax
Less: Depreciation & Amortization Expenses
24,405
27,799
Profit / (Loss) before Finance Costs, Exceptional Item & Tax
5,336
13,916
Less: Finance Costs
92,851
80,509
Profit / (Loss) before Exceptional Items & Tax
(87,515)
(66,593)
Less: Exceptional Items [Impairment of Assets]
-
1,543
Profit / (Loss) before Tax
(68,136)
Less: Tax Expenses
Profit / (Loss)
Other Comprehensive Income
(51)
(38)
Total Comprehensive Income
(87,566)
(68,174)
The Figures for the corresponding previous year have been regrouped /reclassified wherever necessary to make them comparable.
Results of Operations
Key Highlights of the Company for the financial year ended March 31,2025 are as under:
• Total Revenue from Operations for current financial year stands at ' 134,407 Lakhs as against ' 137,201 Lakhs forthe previous financial year.
• Normalized EBITDA for current financial year stands at ' 18,018 Lakhs as against ' 19,826 Lakhs for the previousfinancial year.
Telecom Sector Developments and its impact
The Company has from time to time informed about various developments in Indian Telecom Sector, which were beyondthe control of the Company and the management. The first set of issues included the landmark judgement of the Hon'bleSupreme Court cancelling 122 2G telecom licenses in February 2012 (including licenses of Uninor, Videocon, Etisalat, Ideaand Tata), the Vodafone Tax issues, the 3G auctions and the unsustainable debt accumulated by the telecom companies.All these factors led to mass exits of operators and significant scale down by the remaining. As a result, majority of theCompany's telecom sites turned into single tenant sites.
Thereafter, the year 2017-18 has seen unprecedented shutting down of some of the major telecom operators such as AircelGroup (then largest customer of the Company), Tata Teleservices, Reliance Communication, Sistema Shyam (merged withReliance Communication) and Telenor (merged with Airtel). The table below, clearly highlights the impact of tenancy loss theCompany has faced over the last decade, despite having long term binding contracts with telecom operators:
Sr.
No.
Events of Tenancy Loss
No. ofTenancy
Period
Comments
1.
Cancellation of 2G licenses
4,319
Upto December 2017
Supreme Court Judgement oncancellation of 122 2G telecom licenses
2.
Slower 3G/BWA growth
4,750
Since FY 2012-2013
Industry slowdown following the
3.
Operator scale back due to auction
3,500
Supreme Court verdict
4.
Aircel default of commitment ofadditional 20,000 tenancies
15,200
May 2014
Legal and financial issues
5.
RCom shutdown of wireless business
1,386
August & September 2017
Unsustainable business due to
6.
TATA exit from wireless business
2,910
Since May 2017
competition
7.
Merger of Vodafone - Idea (VIL)
3,275
Since April 2018
Forced industry consolidation due to
8.
Consolidation of Telenor with Airtel
1,395
During 2018-19
9.
Aircel filing of bankruptcy
23,727
January 2018
Unsustainable business due tocompetition
10.
BSNL exits due to uncertainty ofcollection
1,767
Since FY 2018-19
11
Exit during business course withvarious reasons
6,047
Since April 2013
Aggregate tenancy loss from 2012to 2025
68,276
Resultantly, these operators abandoned tower sites of the Company making more than 14,000 towers sites unoccupied,which is more than 50% of the total tower portfolio. These discontinuing operators did not make any payment of theircontractual dues to the Company, including rent payable to landlords, statutory dues such as property tax, NA tax, local bodytax, employees' dues and vendors' claims etc., many of which are pass through payments for the Company. As a result,the Company was saddled with substantial costs and liabilities including rents, vendors' claims and statutory dues on suchunoccupied towers without any revenue. The Company has requested Edelweiss Asset Reconstruction Company Limited(“EARC”) being Monitoring Institution, on regular basis for making payments due to the landlords of the unoccupied sites,however, the same is yet to be approved.
The Company had also attempted to salvage unoccupied tower sites and accordingly resolution plans submitted by theCompany included payment of rent to landowners, settlement to vendors and employees. However, none of the resolutionproposals were considered by the lenders.
Due to non-receipt of the rental amounts from the discontinuing operators as per contractual arrangement, pendingapproval of payment requests of the Company with the Monitoring Institution and non-resolution of issue of unpaid liabilitiestowards unoccupied towers, the rentals to landlords for those unoccupied sites remained unpaid. As a result, the disgruntledlandowners have issued legal notices and initiated various legal proceeding including criminal cases against the Company,its directors and its officials. Furthermore, many of the landowners blocked access to our Company's employees to the sites.Exploiting these circumstances, certain unknown miscreants / disgruntled landowners have also resorted to unauthorizeddismantling / theft of towers and equipment's attached thereto.
The Company, on its part, are taking various mitigation measures to protect its assets such as carrying out additional surveyof its sites, discussion with landowners for convincing them for not resorting to such actions; negotiating with customers /telecom operators for getting new tenants on such unoccupied towers, deployment of Tower Vigilance Team (TVT), submissionof proposal to lenders for unfeasible sites etc. Strategic deployment of TVT has yielded significant positive outcomes, with theCompany successfully curbing a high number of tower theft incidents.
Despite continuous efforts of the Company, its Board of Directors and the management to protect its assets, 363 sites gotdismantled during the financial year ended March 31, 2025 out of unoccupied sites. The Company continues to pursueits insurance claims and appropriate actions against the landlords / unknown miscreants including filing FIR, whereverapplicable.
Need for restructuring of debt
Due to the unprecedented shutdowns / bankruptcies and consolidation in telecom sector over past 8-9 years, the Company'sdebt has become unsustainable necessitating urgent restructuring to bring it to a sustainable level. The Company believes thatlenders need to restructure the debt in time bound manner after completing TEV study as per Reserve Bank of India's guidelinesand accordingly continues to actively engage with its lenders to arrive at mutual acceptable resolution.
Since 2010, the Company has repaid an aggregate of approximately ' 19,348 crores to its lenders towards debt servicing, incash and equity conversions. This demonstrates the Company's consistent efforts to maximize recovery for lenders, despite theprolonged challenges faced by the telecom sector.
Meanwhile, one of the secured lenders viz. Canara Bank filed petition before the National Company Law Tribunal, Mumbai Bench(“NCLT”) under Insolvency & Bankruptcy Code, 2016 for initiation of Corporate Insolvency Resolution Process (“CIRP”), which gotdismissed on November 18, 2022. The said lender has filed an appeal against this order before the Hon'ble National CompanyLaw Appellate Tribunal (“NCLAT”). The NCLAT in its final order October 25, 2024, has, while allowing the said appeal, set asidethe order passed the Hon'ble NCLT and remanded the case to the Hon'ble NCLT for fresh hearing of the original petition filed byCanara Bank, taking all relevant facts into account. Accordingly, the matter is pending for final hearing before the NCLT.Nevertheless, the Company has received sanction from Canara Bank towards One-time Settlement, which has been accepted by theCompany. Currently, the Company is in process of complying with the terms and conditions of the said sanction, which is subject to therequisite approvals. Further, the Company is in discussion with other lenders for One-time Settlement (OTS) / Restructuring of debts.
Going Concern
Events, as stated in Financial Statements for the year ended March 31,2025, cast significant doubt on the Company's abilityto continue as a going concern. However, there are following positive developments in telecom sector, which will lead tostabilizing telecom sector
1. Government of India has introduced new telecom policy that is expected to reform and simplify the regulatory andlicensing regime for telecommunications, even as it removes bottlenecks in creating telecom infrastructure, protectsusers, and provides a four-tiered structure for dispute resolution. Additionally in December 2024, the Department ofTelecommunication (“DoT”) extended its support to the telecom industry by dispensing with the requirement of bankguarantee to be submitted for spectrum auctions held prior to the Telecom Reform package 2021 with certain conditions.
2. In March 2025, Vodafone Idea Limited (“VIL”) announced that the Government of India has decided to convert a partof their outstanding spectrum auction dues, including deferred dues repayable after expiry of the moratorium periodinto equity shares to be issued to the Government. Further, VIL in its recent press release announced launch of its 5Gservices in Mumbai, Chandigarh and Patna and their plans to roll out in Delhi and Bangalore. During last year, VIL raisedequity of ' 26,00,000 lakhs including ' 18,00,000 lakhs from the largest FPO in India, promoter infusion of ' 4,00,000lakhs and conversion / equity issuance to key vendors of approx. ' 4,00,000 lakhs.
3. Bharti Airtel Limited and Reliance Jio Infocomm Limited continue to roll out new sites to penetrate their 5G network.
4. Hike in mobile call and data tariffs by telecom operators thereby increase in Average Revenue Per User (ARPU).
The above are clear indicators of an opportunity for Tower Co's in India, as many new locations will be required for capacityexpansion and greenfield coverage across Pan India circles. In light of the same, the management of the Company believesthat the aforementioned events in telecom sector are positive developments which will lead to increased demand for itstowers and thereby increase in the revenue and EBITDA levels.
It was also observed in the order dated November 18, 2022 passed by the Hon'ble NCLT that the business of the Company issustainable, it is a viable going concern under its current management and the overall financial health of the Company is notbad enough to be admitted under CIRP.
In addition to the above, various resource optimization initiatives undertaken by the Company, can lead to stabilization andrevival. The Company is also regular in payment of statutory dues, taxes, employee dues etc. Further, the Company alsocontinues to pursue contractual claims of approx. ' 15,46,854 Lakhs from various operators in respect of premature exits bythem in the lock in period and OTS/debt restructuring by lenders. During the year ended March 31,2025, the Company paid' 13,059 lakhs to its lenders including upfront amount for considering the OTS/ Restructuring proposal to lenders.
Considering the above and as the Company does not have any intention to discontinue its operations or liquidate its assets,the Company continues to prepare the books of account on Going Concern basis.
The details in respect of recent developments at macro and micro economic level are covered under Management Discussionand Analysis (MD&A) Report, which forms part of the Annual Report.
The MD&A Report for the year under review, as stipulated under Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) is presented in a separate section forming partof the Annual Report.
The details in respect of debt resolution plan are provided in separate section under the heading “Debt Resolution Plan” underMD&A Report, which forms part of the Annual Report.
The Company has not transferred any amount to the General Reserve for the financial year ended March 31,2025.
Since your Company has posted losses for the current financial year, your Directors express their inability to recommend anydividend on the paid up Equity Share Capital of the Company for the financial year ended March 31,2025.
As per Regulation 43A of the Listing Regulations, top 1,000 listed companies based on market capitalization shall formulate adividend distribution policy, which shall be disclosed on the website of the listed entity. Accordingly, the Dividend DistributionPolicy is available on the Company's website www.gtlinfra.com.
a. The movement of Eauitv shares due to allotment of shares is as under:
No. of EquityShares
Equity Shares as on April 1,2024
12,80,70,20,947
Add: Allotments of Equity Shares to Bond Holders upon conversion of Bonds during the year
20,90,948
Equity Shares as on March 31,2025
12,80,91,11,895
Add: Allotments of Equity Shares to Bond Holders upon conversion of Bonds post March 31,2025
Equity Shares as on September 03, 2025
The Company has only one class of equity shares and it has not issued equity shares with differential rights or sweatequity shares.
Further to information furnished in the previous year Directors' Report, 9,27,27,522 equity shares allotted to Trust areyet to be listed due to pending receipt of requisite details from Bondholders.
b. Foreign Currency Convertible Bonds (FCCBs)
The details of outstanding Foreign Currency Convertible Bonds are as follows:
No. of Series
Total No. of
No. of
B1 Bonds
B2 Bonds
B3 Bonds
Bonds
Equity
(of US$ 1,000
Shares upon
each)
conversion
FCCBs allotted
80,745
86,417
30,078
197,240
Converted till date
53,147.5
48,946
19,797
121,890.5
79,39,77,620
Balance as September 03, 2025
27,597.5
37,471
10,281
75,349.5
* Series B1 and B3 bonds have become compulsorily convertible upon maturity date i. e. October 27,2022. The Company has requested
bondholders to share their respective details for converting bonds and crediting equity shares to their respective accounts. However, theCompany is still awaiting the relevant details of bondholders w.r.t. Series B1 Bonds and Series B3 Bonds.
** Series B2 Bonds are redeemable and have matured on October 27,2022. The lead lender has informed the Company that till the time
the entire outstanding secured debt of the secured lenders is fully paid off, no other creditor including Series B2 bondholders, which ranksub-ordinate to the secured creditors, can be paid in priority. Hence, the Company could not redeem Series B2 Bonds on its maturity.In terms of Terms and Conditions of Series B2 Bonds, bondholders can exercise their right for conversion of bonds into equity shares tillthe date of receipt of redemption amount by the Principal Agent / Trustee of the Series B2 bonds.
If bonds are converted into equity shares of the Company, the number of equity shares would go up by 49,08,16,093.
During the year under review, the Company has not accepted any public deposits under chapter V of the Companies Act, 2013(the “Act”) from public or from its members.
Save and except as discussed in this Annual Report, no material changes have occurred and no commitments were given bythe Company thereby affecting its financial position between the end of the financial year to which these financial statementsrelate and the date of this report.
During the financial year the Company has shifted its Registered office from 3rd Floor, Global Vision, Electronic Sadan-||,MIDC, TTC Industrial Area, Mahape, Navi Mumbai - 400 710 to 7th Floor, Building No. A, Plot EL-207, MIDC, TTC IndustrialArea, Mahape, Navi Mumbai - 400 710, Maharashtra, India with effect from December 16, 2024.
Pursuant to the provisions of Section 134(3)(c) of the Companies Act, 2013, the Board of Directors, to the best of theirknowledge and ability, in respect of financial year ended March 31,2025 confirm that:
i. in the preparation of the annual accounts, the applicable accounting standards had been followed and there were nomaterial departures;
ii. they had selected such accounting policies and applied them consistently and made judgments and estimates thatare reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the loss of the Company for that period;
iii. they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with theprovisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detectingfraud and other irregularities;
iv. they had prepared the annual accounts on a going concern basis;
v. they had laid down internal financial controls to be followed by the Company and that such internal financial controlsare adequate and were operating effectively; and
vi. they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systemswere adequate and operating effectively.
Mr. Vikas Arora (DIN: 09785527), Director of the Company, retires by rotation at the ensuing Annual General Meeting (“AGM”)and being eligible, offers himself for re-appointment.
The Board of Directors, on the recommendation of Nomination & Remuneration Committee, re-appointed Mr. Vikas Arora asthe Whole-time Director of the Company. The Board has placed appropriate resolution for re-appointment of Mr. Arora asthe Whole-time Director for a period of 3 years effective from November 10, 2025 for consideration of members.
Background of the Director proposed to be appointed / re-appointed along with other required details forms part of Notice.
During the year, Mr. N. Balasubramanian (DIN: 00288918), Dr. Anand P. Patkar (DIN: 00634761) and Mr. Vinod Agarwala(DIN: 01725158) ceased to be Independent Directors of the Company w.e.f. September 15, 2024 upon completion of theirrespective second tenure as an Independent Directors. The Board places on record its appreciation for their invaluablecontribution and guidance provided to the Company.
Mr. Ajit Shanbhag was appointed as Chief Financial Officer and Key Managerial Personnel (“KMP”) under Section 203 of theCompanies Act, 2013 w.e.f. August 08, 2025 in place of Mr. Bhupendra J. Kiny, who ceased to be Chief Financial Officer andKMP w.e.f. August 07, 2025. The Board places on record its appreciation for Mr. Kiny for the valuable contribution providedto the Company.
Pursuant to the provisions of Section 203 of the Act, currently, Mr. Vikas Arora - Whole-time Director, Mr. Ajit Shanbhag -Chief Financial Officer and Mr. Nitesh A. Mhatre - Company Secretary are the Key Managerial Personnel of the Company.
All the Independent Directors of the Company have furnished a declaration to the effect that they meet the criteria ofindependence as provided in Section 149(6) of the Act.
The Board of Directors met ten (10) times during the financial year, the details of which are given in Corporate GovernanceReport that forms part of this Report.
The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual directorspursuant to the provisions of the Act and Corporate Governance requirements as prescribed by the Listing Regulations.
The performance of the Board and its Committees was evaluated by the Board after seeking inputs from all the Board / Committeemembers on the basis of the criteria such as composition of the Board / Committee and structure, effectiveness of Board / Committeeprocesses, providing of information and functioning etc. The Board and the Nomination and Remuneration Committee also reviewedthe performance of the individual directors on the basis of the criteria such as attendance in Board / Committee meetings, contributionof the individual director to the Board and committee meetings like preparedness on the issues to be discussed etc.
In a separate meeting of Independent Directors, performance of non-independent directors, performance of Board as a whole andperformance of the Chairman were evaluated taking into account the views of executive directors and non-executive directors.
The Company has put in place appropriate policy on Directors' Appointment and remuneration and other matters as requiredby Section 178(3) of the Act, which is provided in the Policy Dossier that has been uploaded on the Company's websitewww.gtlinfra.com. Further, salient features of the Company's Policy on Directors' remuneration have been disclosed in theCorporate Governance Report, which forms part of this Report.
The information required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014, as amended, is given below:
i. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for thefinancial year and the percentage increase in remuneration of each director, chief financial officer, company secretaryor manager, if any, in the financial year:
Executive Directors
Ratio to medianremuneration
% increase in remunerationin the financial year
Mr. Vikas Arora
1:34.04
5%#
Non-executive Directors**
Ratio to median
% increase in remuneration
(sitting fees only)
remuneration
in the financial year
Mr. Manoi G. Tirodkar
N.A.
Mr. N. Balasubramanian
Dr. Anand P Patkar
Mr. Charudatta K. Naik
Mr. Vinod B. Agarwala
Mrs. Sunali Chaudhry
Ms. Dina S. Hatekar
Chief Financial Officer
Mr. Bhupendra J. Kiny
Company Secretary
Mr. Nitesh A. Mhatre
5% #
** Since Non-executive Directors received no remuneration, except sitting fee for attending Board / Committee meetings, the requireddetails are not applicable.
# Considered only CTC while calculation.
ii. The percentage increase / (decrease) in the median remuneration of employees in the financial year: 10%
iii. The number of permanent employees on the rolls of the Company: 787
iv. Average percentage increase already made in the salaries of employees other than the managerial personnel in lastfinancial year and its comparison with the percentage increase in the managerial remuneration and justification thereofand point out if there are any exceptional circumstances for increase in the managerial remuneration:
The average annual increase in salaries of employees is 8.87%. Increase in the managerial remuneration for the year was 5%.
v. Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms that the remuneration is as per the remuneration policy of the Company.
The details in respect of adequacy of internal financial controls with reference to the Financial Statements are included in theMD&A Report, which forms part of the Annual Report.
The details pertaining to composition of Audit Committee are included in the Corporate Governance Report, which forms partof this report.
M/s. CVK & Associates (FRN: 101745W), Chartered Accountants were appointed as the Statutory Auditors of the Company fora tenure of 5 years commencing of the Twentieth (20th) AGM held on September 28, 2023 until the conclusion of the TwentyFifth (25th) AGM to be held in the year 2028. The Statutory Auditors' Report does not contain any qualification, reservation,adverse remark or disclaimers. As regards the Auditors' opinion regarding material uncertainty related to Going Concern, theCompany has furnished required details / explanations in Note no. 57 to Notes to the Financial Statements.
In terms of Section 148 (1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended, since theCompany's business (Infrastructure Provider Category - I) is not included in the list of industries to which these rules areapplicable, the Company is not required to maintain cost records.
The Board had appointed Mr. Chetan A. Joshi, Practising Company Secretary, to conduct the Secretarial Audit of the Companyfor the financial year 2024-25. The Secretarial Audit Report for the financial year ended March 31,2025 is given in AnnexureA (Form No. MR - 3) forming part of this Report.
Further, in terms of Regulation 24A of the Listing Regulations, a Secretarial Compliance Audit Report given by PractisingCompany Secretary is annexed as Annexure B to this Report.
In accordance with the recent amendments to the Listing Regulations, the Board has recommended to the members for theirapproval for appointment of Mr. Chetan A. Joshi,Practising Company Secretary, as the Secretarial Auditor of the Company, fora term of 5 (five) consecutive financial years commencing from the financial year 2025-26 to the financial year 2029-30.
The Company has complied with applicable secretarial standards as prescribed by the Institute of Company Secretary of India.
In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention,Prohibition & Redressal) Act, 2013(“POSH Act”) and the Rules made thereunder (as amended), the Company has in place a policy which mandates no tolerance againstany conduct amounting to sexual harassment of women at workplace. The Company has constituted Internal Complaints Committee(s)to redress and resolve any complaints arising under the POSH Act. The Company has not received any complaints during the year.
The Company is fully compliant with the provisions of the Maternity Benefit Act, 1961 (as amended). All eligible womenemployees are provided maternity leave and related benefits in accordance with statutory requirements. The Companyalso extends additional support through flexible work arrangements, medical assistance, and a supportive workplaceenvironment to ensure the well-being of employees during and after maternity.
A separate section on risks and their management is provided in the MD&A Report forming part of this Report. The AuditCommittee and the Risk Management Committee monitor the risk management plan and ensures its effectiveness. It isimportant for members and investors to be aware of the risks that are inherent in the Company's businesses. The major risksfaced by the Company have been outlined in this section to allow members and prospective investors to take an independentview. The Company strongly urges Shareowners/ Investors to read and analyze these risks before investing in the Company.
During the year under review, the Company has neither provided any loans / corporate guarantees nor made any investment.
All related party transactions entered into during the financial year were on an arms' length basis and were in ordinary courseof business. None of the transactions with related parties falls under the scope of Section 188(1) of the Act. Accordingly, astatement pursuant to provisions of Section 129(3) of the Act in Form No. AOC-2 is not required to be furnished.
The Policy on Related Party Transactions as approved by the Board is uploaded on the Company's websitewww.gtlinfra.com.
The Company does not have Subsidiary or Joint Venture Company. Accordingly, a statement pursuant to provisions of Section129(3) of the Act in Form No. AOC-1 is not required to be furnished.
The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and other details are furnished inAnnexure C of this Report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.
The CSR Policy is available on the Company's website www.gtlinfra.com.
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return having all the available informationof the Company as on March 31,2025 is available on the Company's website athttps://www.gtlinfra.com/wp-content/uploads/2025/08/GTLINFRA MGT7 2025.pdf
The Company has complied with the Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of the Regulation 46of the Listing Regulations. A separate Report on Corporate Governance along with the Certificate of the Auditor, M/s CVK &Associates, Chartered Accountants, Mumbai confirming compliance of conditions of Corporate Governance as required underRegulation 34(3) of the Listing Regulations forms part of this Report.
The Company has formulated and published a Whistle Blower Policy, details of which are furnished in the CorporateGovernance section, thereby establishing a vigil mechanism for directors and permanent employees for reporting genuineconcerns, if any. The policy is available on the Company's website at www.gtlinfra.com.
Regulation 34(2) of the Listing Regulations, as amended, inter-alia, provides that the Annual Report of the top 1000 listedentities based on market capitalization (calculated as on 31st March of every Financial Year), shall include a BusinessResponsibility and Sustainability Report (BRSR). Accordingly, the Company has presented its BRSR for the Financial Year2024-25, which is part of this Annual Report as Annexure D.
a. Conservation of Energy:
During the year, the Company continued its efforts towards conservation of energy by way of reduction of dieselconsumption at telecom tower sites through several initiatives of energy efficiency and fuel savings as under:
i) the steps taken or impact on conservation of energy:
a. Phase wise implementation of Li-Ion (LFP) Battery Bank with the salient features like higher depth ofdischarge (DoD), fast charging and with a high load carrying capacity viz a viz VRLA battery bank with thesame AH rating. This feature provides the sound battery backup in case of long time EB failures resulting inreduction of DG run hrs and fuel consumption.
b. Implementation of Adaptive Charging at sites where currently operator has increased their load byimplementing 5G (NR) or capacity enhancement in existing 4G (LTE) to optimize DG upgradation cost and atthe same time increasing DG efficiency thereby saving fuel.
c. Implementation of Preventive Maintenance activity through App based tool resulting in improved governanceand monitoring of DG sets and EB availability. This has helped Energy (fuel and EB) optimization.
d. Operating high EB availability sites with optimal fuel stock, thus reducing wastage as well as making sitesFuel Free. A total of 3,555 sites are operating as Green sites.
e. New EB Connection done at 37 Sites which were diesel dependent, now operating with optimal dieselutilization.
f. Constant monitoring of excessive energy use sites to identify root causes and rectify the same, therebycontrolling the excess consumption and conserving Energy.
ii) the steps taken by the Company for utilizing alternate source of energy:
Undertaking Proof of Concept trials for introducing new technologies like Li Ion Batteries, as a potentialreplacement of Lead acid Batteries and Diesel Generators in extremely high dependent tower sites with excessiveEnergy consumption and such other steps currently under evaluation by the Company.
iii) the capital investment on energy conservation equipment:
Not Applicable
b. Technology Absorption:
Efforts made towards technology absorption
The benefits derived like product improvement, cost reduction, productdevelopment or import substitution
The Company has not absorbed,
In case of imported technology (imported during last 3 years reckoned from
adopted and innovated any new
the beginning of the financial year) following information may be furnished.
technology. Hence, the details
a.
b.
the details of technology importedthe year of import
relating to technology absorptionare not furnished.
c.
whether the technology been fully absorbed?
d.
if not fully absorbed, the areas where absorption has not takenplace, reasons thereof
1
the expenditure incurred on Research and Development
No expenditures
were incurred during the year.
c. Foreign Exchange Earnings and Outgo:
During the year under review, the inflow and outgo of foreign exchange in actual terms were ' Nil respectively.
The associate base of the Company as on March 31,2025 stood at 787. For full details / disclosures refer to the HumanResources section in the MD&A Report, which forms part of the Annual Report.
In terms of the provisions of Section 197(12) of the Act read with sub-rules 2 & 3 of Rule 5 of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014, as amended, names and other particulars of the top ten employeesin terms of remuneration drawn and the name of every employee who is in receipt of such remuneration as stipulated insaid Rules are required to be set out in a statement to this Report. This Report is being sent to the Members excluding theaforesaid statement. In terms of Section 136 of the Act, the said statement is open for inspection at the Registered Office ofthe Company. Any Member interested in obtaining a copy of the same may write to the Company Secretary at the RegisteredOffice of the Company. None of the employees listed in the said statement is related to any Director of the Company.
Your Directors wish to place on record their appreciation and acknowledge with gratitude the support and cooperationextended by the customers, employees, vendors, bankers, financial institutions, investors, media and both the Central andState Governments and their Agencies and look forward to their continued support.
On behalf of the Board of Directors,
Mumbai Charudatta K. Naik
September 03, 2025 Chairperson