As we enter FY 2025-26, Tata Communications is well-
positioned with a sharpened strategic focus, continued
digital growth, and a roadmap for delivering sustainable,
long-term value.

On a standalone basis, the revenue from operations for
FY 2024-25 was H7,277.86 crore, lower by 8.93% over the
previous year's revenue of H7,991.68 crore. The profit after
tax (‘PAT') attributable to shareholders for FY 2024-25 was
H1,050.87 crore as compared to PAT of H638.63 crore for the
previous year. These changes reflect the impact of the hive-
off of the Company's new-edged digital services business
to Novamesh Limited, a wholly-owned subsidiary of the
Company at the start of the financial year. The increase in
PAT is additionally attributable to the exceptional income
from land monetisation during the year.

On a consolidated basis, the revenue from operations for FY
2024-25 was H23,108.59 crore, higher by 11.18% over the previous
year's revenue of H20,784.68 crore. The PAT attributable to
shareholders and non-controlling interests for FY 2024-25
was H1,836.78 crore as compared to H969.58 crore for the
previous year. The growth in consolidated revenue is driven by
additional revenue and synergies from the entities acquired
during the previous financial year, gain on land monetisation
and strategic divestment of Tata Communications Payment
Solutions Limited by the Company during the year.

Dividend

The Board recommends a dividend of H25/- per fully paid equity
share on 285,000,000 equity shares of face value H10/- each,
for the financial year ended March 31, 2025. The Board has
recommended dividend based on the parameters laid down
in the Dividend Distribution Policy, which can be accessed at
www.tatacommunications.com/resource/corporate-
resources/policies/tcl-dividend-distribution-policy/.

The dividend on equity shares is subject to approval of the
Members at the Annual General Meeting (‘AGM') scheduled
to be held on Wednesday, July 9, 2025.

The dividend, once approved by the Members, will be paid,
subject to deduction of tax at source, on or after Thursday,
July 10, 2025. If approved, the dividend will result in a cash
outflow of H712.5 crore. The dividend on equity shares is
250% of the paid-up value of each share. The total dividend
pay-out works out to 38.79% of the consolidated profit after
tax attributable to shareholders and non-controlling interest
for FY 2024-25.

The Company has fixed Thursday, June 19, 2025 as the ‘Record
Date' and will close the Register of Members from Friday,
June 20, 2025 till Monday, June 23, 2025 (both days
inclusive) for determining entitlement of Members to final
dividend for the financial year ended March 31, 2025, if
approved at the AGM.

Share Capital

As on March 31, 2025, the authorised share capital of the
Company consisted of 400,000,000 equity shares of H10/-

each, and the paid-up equity share capital consisted of
285,000,000 equity shares of H10/- each. During FY 2024-25,
the Company has not issued any shares, securities /
instruments convertible into equity shares, sweat equity
shares or shares with differential voting rights.

The Members, at the 37^th AGM, vide special resolution
approved ‘Tata Communications Limited - Employee Stock
Unit Plan 2023' (‘Plan') to create, offer, issue, grant and allot
from time to time, in one or more tranches, up to 30,00,000
(Thirty Lakh) employee stock units (‘RSUs') to eligible
employees of the Company. The Plan has been formulated
in accordance with the provisions of the Companies Act,
2013 (‘Act') and SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 (‘SBEB Regulations').
The Nomination and Remuneration Committee (‘NRC')
administers the Plan and functions as the Compensation
Committee for the purposes of SBEB Regulations.

The statutory disclosures as mandated under the SBEB
Regulations and a certificate from the Secretarial Auditor
confirming implementation of the above-mentioned Plan in
accordance with SBEB Regulations and Members' approval,
is hosted on the website of the Company at https://www.
tatacommunications.com/investors/results/.

Eligible employees shall be granted RSUs, as determined
by the NRC, which will vest as per the approved vesting
schedule and are exercisable into fully paid-up equity shares
_of H10/_- each of the Company, on the terms and _conditi_{ons as}
provided under the Plan, in accordance with the provisions
of applicable laws and regulations for the time being in
force. During the year under review, 7,06,281 (Seven Lakh Six
Thousand Two Hundred and Eighty-One) RSUs were granted
to eligible employees of the Company and its subsidiaries.

Transfer to Reserves

The Board of Directors has decided to retain the entire
amount of profit for financial year 2024-25 in the statement
of profit and loss.

Subsidiary and Associate Companies

As on March 31, 2025, the Company had 67 subsidiaries
and 3 associates. There has been no material change in the
nature of business of the subsidiaries.

A report on the financial position of each of the subsidiaries
and associates as per the Act as provided in Form AOC-1 is
attached to the financial statements of the Company.

Further, pursuant to the provisions of Section 136 of the Act,
the standalone and consolidated financial statements of
the Company along with relevant documents and separate
audited financial statements in respect of subsidiaries, are
available on the website of the Company at https://www.
tatacommunications.com/investors/results/.

Restructuring and Acquisitions

External Restructuring:

Pursuant to a Share Purchase Agreement (‘SPA') dated
November 13, 2024, the Company sold its entire stake in its
wholly-owned subsidiary Tata Communications Payment
Solutions Limited (‘TCPSL') to Transaction Solutions
International (India) Private Limited. Upon completion of all
conditions precedent to the transactions stipulated under
the SPA and receipt of a no-objection certificate from
Reserve Bank of India, TCPSL ceased to be a wholly-owned
subsidiary of the Company effective February 28, 2025.

Internal Restructuring:

During FY 2024-25, your Company has undertaken various
internal restructuring activities for simplifying its existing
layered group structure of subsidiaries, as follows:

1. The Company completed the transfer of its identified
new-edged digital services business as a going concern
to its wholly-owned subsidiary, Novamesh Limited,
effective April 1, 2024.

2. Tata Communications MOVE B.V. and Tata
Communications MOVE Nederland B.V., wholly-
owned indirect subsidiaries of the Company ceased
to exist effective June 1, 2024 on account of their
merger with their immediate parent company i.e., Tata
Communications (Netherlands) B.V., also a wholly-
owned subsidiary of the Company.

3. The entire shareholding of Campaign Registry Inc.,
an indirect wholly-owned subsidiary incorporated
in US was transferred from Buc Mobile Inc., to Tata
Communications (Netherlands) B.V., both wholly-
owned subsidiaries of the Company, with effect from
August 1, 2024.

4. Subsequent to the fresh issuance of 10,41,088 ordinary
shares to the Company followed by the cancellation
of the entire existing share capital issued to Tata
Communications International Pte. Limited (‘TCIPL'),
an indirect wholly-owned subsidiary of the Company,
Tata Communications (UK) Limited became a direct
wholly-owned subsidiary of the Company effective
September 27, 2024.

5. On December 20, 2024, Tata Communications Middle
East Technology Services LLC (‘TC METS') acquired
99.5% shareholding of Solutions Infini FZ-LLC (‘SI UAE')
through a capital infusion. Thereafter, SI UAE transferred
its entire business to TC METS vide an Intra-Group
Business Transfer Agreement effective January 1, 2025.

6. Kaleyra UK Limited, transferred its entire business
to Tata Communications (UK) Limited through an
Intra-Group Business Transfer Agreement effective
February 1, 2025.

7. Through an Asset Transfer Agreement, the entire
assets and assumed liabilities of Buc Mobile, Inc.
were transferred to Kaleyra US Inc. with effect from
February 1, 2025.

8. Pursuant to an Agreement dated January 30, 2025,
the entire stake of Kaleyra Dominicana S.R.L. was
transferred from Kaleyra US Inc. to Tata Communications
(Netherlands) B.V. On completion of the transaction,
Kaleyra Dominicana S.R.L. became a wholly-owned
subsidiary of Tata Communications (Netherlands) B.V.
from February 1, 2025.

9. Pursuant to the investment made by the Company in Tata
Communications (Netherlands) B.V. (‘TC Netherlands')
and subsequent buy back of its existing share capital,
TC Netherlands has become a direct wholly-owned
subsidiary of the Company effective April 4, 2025.

10. Tata Communications SVCS Pte. Ltd., through an Intra¬
Group Business Transfer Agreement dated March 31,
2025 transferred its entire business to another step-
down subsidiary of the Company, viz., TC Networks
Switzerland SA effective April 1, 2025.

11. Tata Communications (Hong Kong) Limited, a step down
wholly owned subsidiary of the Company, incorporated
TC (Shanghai) Network Services Company Limited
in People's Republic of China as its wholly-owned
subsidiary with effect from April 18, 2025.

Directors’ Responsibility Statement

Based on the framework of internal financial controls and
compliance systems established and maintained by the
Company, the work performed by the internal, statutory, cost
and secretarial auditors and external consultants, including
the audit of internal financial controls over financial reporting
by the statutory auditors and the reviews performed by
Management and the relevant Board committees, including
the Audit Committee, the Board is of the opinion that the
Company's internal financial controls were adequate and
effective during financial year 2024-25.

Pursuant to Section 134(5) of the Act, the Board of Directors,
to the best of its knowledge and ability, confirm that for the
year ended March 31, 2025:

i. In the preparation of the annual accounts, the applicable
accounting standards have been followed and there are
no material departures;

ii. They have selected such accounting policies and applied
them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company at the
end of the financial year and of the profit and loss of the
Company for that period;

iii. They have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding assets of the Company and for preventing
and detecting fraud and other irregularities;

iv. They have prepared the annual accounts on a
going concern basis;

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

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

Directors and Key Managerial Personnel

• The Members of the Company at the AGM held
on July 17, 2024, approved the re-appointment of
Mr. A. S. Lakshminarayanan as the Managing Director
and Chief Executive Officer of the Company for a
second term commencing from November 26, 2024 till
April 13, 2026 (both days inclusive).

• Ms. Sangeeta Anand was appointed as an Additional
Director (Non-Executive, Independent) on the Board
of the Company with effect from September 5, 2024.
Vide a Special Resolution passed through postal ballot
on October 27, 2024, the Members of the Company
approved the appointment of Ms. Sangeeta Anand as
a Non-Executive, Independent Director of the Company
for a term of three consecutive years commencing
from September 5, 2024 to September 4, 2027 (both
days inclusive).

• On completion of her second term as an Independent
Director, Ms. Renuka Ramnath ceased to be a director
on the Board and Chairperson of the Board with effect
from December 8, 2024. The Board extends its heartfelt
gratitude to Ms. Renuka Ramnath for her invaluable
guidance and steadfast leadership over the past decade.

• Mr. N. Ganapathy Subramaniam, Non-Executive, Non¬
Independent Director was elected as the Chairperson
of the Board of Directors of the Company with effect
from March 14, 2025.

On the recommendation of the NRC, the Board of Directors
appointed Mr. Sujit Kumar Varma as an Additional Director
(Non-Executive, Independent) of the Company with
effect from April 22, 2025, for a term of five consecutive
years. A proposal for his appointment will be placed
before the Members for approval at the ensuing AGM
scheduled to be held on July 9, 2025.

Mr. Varma fulfils the criteria of independence under
Regulation 16(1)(b) and Regulation 25(8) of the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (‘SEBI Listing
Regulations') and Section 149(6) of the Act, 2013.

All appointments to the Board are subject to receipt of
clearance from the Ministry of Information and Broadcasting
under the Policy Guidelines for Uplinking and Downlinking
of Television Channels from India dated November 9, 2022,
applicable to the Company and the Company has obtained
necessary approvals prior to appointment of the new director.

Pursuant to the provisions of Section 149 of the Act and
Regulation 25(8) of the SEBI Listing Regulations, the
Independent Directors have submitted declarations stating

that each of them fulfil the criteria of independence as
provided in Section 149(6) of the Act along with rules framed
thereunder and Regulation 16(1)(b) of the SEBI Listing
Regulations. There has been no change in the circumstances
affecting their status as Independent Directors of the
Company. In the opinion of the Board, the Independent
Directors are competent, experienced, proficient and possess
necessary expertise and integrity to discharge their duties
and functions as Independent Directors. The Independent
Directors of the Company have undertaken requisite steps
towards the inclusion of their names in the data bank of
Independent Directors maintained with the Indian Institute
of Corporate Affairs.

None of the Company's directors are disqualified from being
appointed as a director as specified in Section 164 of the
Act. All directors have further confirmed that they are not
debarred from holding the office of a director under any
order from SEBI or any other authority.

In accordance with the provisions of Section 152 of the
Act and the Articles of Association of the Company,
Mr. Ankur Verma retires by rotation at the ensuing AGM and
being eligible, has offered himself for re-appointment.

During the year under review, the Non-Executive Directors of
the Company had no pecuniary relationship or transactions
with the Company, other than receipt of sitting fees,
commission, reimbursement of expenses incurred by them
for the purpose of attending meetings of the Board and
its committees or other Company events and any other
transactions as approved by the Audit Committee or the
Board which are disclosed under the Notes to Accounts.
For more details about the directors, please refer to the
Corporate Governance Report.

During the year there was no change in the Key Managerial
Personnel (‘KMP') of the Company.

Pursuant to the provisions of Section 203 of the Act, the Key
Managerial Personnel of the Company are:

• Mr. A. S. Lakshminarayanan - Managing Director & Chief
Executive Officer;

• Mr. Kabir Ahmed Shakir - Chief Financial Officer;

• Mr. Zubin Adil Patel - Company Secretary & Head
Compliance.

Number of Meetings of the Board

Seven Board meetings were held during FY 2024-25.
For details of meetings of the Board, please refer to the
Corporate Governance Report, which is a part of this Report.

Board Evaluation

The Board of Directors has carried out an annual evaluation
of its own performance, performance of Board committees
and that of individual directors pursuant to the provisions of
the Act and SEBI Listing Regulations.

The performance of the Board, its committees and individual
directors was evaluated by the Board after seeking inputs

from all directors on the basis of criteria established on the
Guidance Note on Board Evaluation issued by the SEBI on
January 5, 2017, such as the board / committee composition
and structure, effectiveness of board processes / committee
meetings, information and functioning, etc.

In a separate meeting of the Independent Directors,
performance of Non-Independent Directors and the Board as
a whole was evaluated, taking into account the views of the
Executive Director and Non-Executive Directors. Separate
discussions were also held by the Chairperson of the NRC
with each of the Non-Independent Directors.

The Board and the NRC reviewed the performance of
individual directors on the basis of criteria such as the
contribution of the individual director to the Board and
committee meetings, like preparedness on the issues to be
discussed, meaningful and constructive contribution and
inputs in meetings, etc.

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

Policy on Director’s Appointment and
Remuneration and other details

The Company's policy on director's appointment and
remuneration and other matters provided in Section 178(3)
of the Act, has been disclosed in the Corporate Governance
Report, which is a part of this Report, and is also available on
www.tatacommunications.com/investors/governance/.

Internal Financial Control Systems and their
adequacy

The details with respect to internal financial controls and
their adequacy are included in the Management Discussion
and Analysis Report, which is a part of this Report.

Audit Committee

The details of the Audit Committee, including its composition
terms of reference, attendance, etc., are included in the
Corporate Governance Report, which is a part of this Report.
The Board has accepted all the recommendations of the
Audit Committee and hence, there is no further explanation
to be provided for in this Report.

Vigil Mechanism

The Company has adopted a Whistleblower Policy and has
established a vigil mechanism for directors and employees to
report their concerns. For more details on the Whistleblower
Policy please refer to the Corporate Governance Report
and the Business Responsibility and Sustainability
Report (‘BRSR').

Auditors

Statutory Auditor and Statutory Auditor’s Report

At the 36^th AGM held on June 29, 2022, the Members
approved re-appointment of M/s. S.R. Batliboi & Associates
LLP, Chartered Accountants (Firm Registration No. 101049W
/ E300004) as Statutory Auditors of the Company to hold
office for a second term of five consecutive years from the
conclusion of 36^th AGM till the conclusion of the 41^st AGM to
be held in the year 2027.

The Statutory Auditor's Report for FY 2024-25 does not
contain any qualifications, reservations, adverse remarks
or disclaimers.

The Statutory Auditors of the Company have not reported
any fraud as specified under Section 143(12) of the Act, for
the year under review.

Secretarial Auditor and Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Act and the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, as amended, the Company had
appointed a practising company secretary, Mr. U. C. Shukla,
(FCS No. 2727 / CP No. 1654), to undertake the Company's
secretarial audit for financial year 2024-25.

The report of the Secretarial Auditor in Form MR-3 for
the financial year ended March 31, 2025 is attached to this
Report. The Secretarial Audit Report does not contain any
qualifications, reservations, adverse remarks or disclaimers.

In terms of Regulation 24A of the SEBI Listing Regulations,
the Board of Directors at its meeting held on April
22, 2025, approved the appointment of M/s. Parikh &

Associates, Company Secretaries (Firm Registration
No.: P1988MH009800) as the Secretarial Auditors of the
Company, for a term of five consecutive years commencing
from FY 2025-26, subject to the approval of the Members of
the Company. A proposal for appointment of M/s. Parikh &
Associates, Company Secretaries as the Secretarial Auditor of
the Company will be placed before the Members for approval
at the ensuing AGM scheduled to be held on July 9, 2025. M/s.
Parikh & Associates, have complied with their independence
status and an arm's length relationship with the Company.

Cost Auditor

As per Section 148 of the Act read with the Companies (Cost
Records and Audit) Rules, 2014, as amended, the Company is
required to prepare and maintain cost records and have the
cost records audited by a Cost Accountant and accordingly,
it has prepared and maintained such cost accounts and
records. The Board, on the recommendation of the Audit
Committee, appointed Ms. Ketki D. Visariya, Cost Accountant
(Firm Registration No. 102266) as the Cost Auditor of the
Company for FY 2025-26 under section 148 and all other
applicable provisions of the Act. Ms. Visariya has confirmed

that she is free from disqualification specified under section
141(3) and proviso to Section 148(3) read with section 141(4)
of the Act and that her appointment meets the requirements
of section 141(3)(g) of the Act. She has further confirmed
her independent status and an arm's length relationship
with the Company.

The remuneration payable to the Cost Auditor is required
to be placed before the Members in a General Meeting for
their ratification. Accordingly, a resolution seeking Members'
ratification for the remuneration payable to Ms. Visariya is
included in the Notice convening the AGM.

Risk Management

The Board of Directors of the Company has formed a Risk
Management Committee for monitoring and reviewing
the risk management plan and ensuring its effectiveness.
The Audit Committee has additional oversight in the area
of financial risks and controls. Major risks identified by
businesses and functions are systematically addressed
through mitigating actions on a continuous basis.

Further information on development and implementation of
risk management policy has been covered in the Management
Discussion and Analysis Report, which forms part of this
Integrated Annual Report.

For more details on the key risks identified and mitigation
plans, please refer to the Risk Management section of this
Integrated Annual Report.

Particulars of Loans, Guarantees or Investments
under Section 186

Your Company falls within the scope of a company providing
infrastructural facilities under Schedule VI to the Act.
Accordingly, the Company is exempt from the provisions
of Section 186 of the Act with regards to loans, guarantees
and investments.

Related Party Transactions

In line with the requirements of the Act and the SEBI Listing
Regulations, the Company has formulated a policy on Related
Party Transactions (‘RPT Policy') which can be accessed on
the Company's website at www.tatacommunications.com/
investors/governance. The RPT Policy was last reviewed and
amended by the Board at its meeting held on April 22, 2025,
on the recommendation of the Audit Committee.

All related party transactions are placed before the Audit
Committee for review and approval. Prior omnibus approval
is obtained for transactions which are of a repetitive nature
and are in the ordinary course of business and at arm's
length pricing.

During the year under review, the Company obtained
approval of the Members for the following material related

party transactions with STT Global Data Centres India
Private Limited, an associate company, exceeding the value
of H1,000 crore together with the existing transactions
during the financial year, as per the requirements of SEBI
Listing Regulations -

1. Related Party Transaction(s) with STT Global Data
Centres India Private Limited, an associate company, for
sale of the Company's property at Ambattur, Chennai.

2. Related Party Transaction(s) with STT Global Data
Centres India Private Limited, an associate company, for
leaseback arrangements.

None of the transactions with related parties falls under
the scope of Section 188(1) of the Act. There have been no
materially significant related party transactions between
the Company and its subsidiaries, Directors, KMPs, or the
relatives of Directors and KMPs, except for those disclosed in
the financial statements. Accordingly, particulars of contracts
or arrangements with related parties referred to in Section
188(1) of the Act along with the justification for entering into
such a contract or arrangement in Form AOC-2, does not
form part of the Board's Report.

Corporate Social Responsibility

A brief outline of the Corporate Social Responsibility (‘CSR')
Policy of the Company and the CSR initiatives undertaken
during the year under review are set out in Annexure I of this
Report in the format prescribed in the Companies (Corporate
Social Responsibility Policy) Rules, 2014, as modified. For
other details regarding the Corporate Social Responsibility,
Safety and Sustainability Committee, please refer to the
Corporate Governance Report, which is a part of this Report.
The CSR Policy is also available on the Company's website at
www.tatacommunications.com/investors/governance.

Annual Return

As per the requirements of Section 134(3)(a) read with
Section 92(3) of the Act and the rules framed thereunder,
including any statutory modifications / amendments
thereto for the time being in force, the Annual Return for
FY 2024-25 is available on www.tatacommunications.com/
investors/results/.

Particulars of Employees

The information required under section 197 of the Act
read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, as
amended, is given below:

a. The ratio of the remuneration of each Director to the
median remuneration of the employees of the Company
and percentage increase in remuneration of each
Director, Chief Executive Officer, Chief Financial Officer

b. The percentage increase in the median remuneration of
employees in the financial year:

4.10%*

c. The number of permanent employees on the rolls of
Company: 5,852* employees as on March 31, 2025

d. Average percentile increase already made in the salaries
of employees, other than the managerial personnel
in the last financial year, and its comparison with the
percentile increase in the managerial remuneration
and justification thereof and point out if there are
any exceptional circumstances for increase in the
managerial remuneration:

During the course of the year, the total average increase
was approximately 3.70%* for employees based in India,
after accounting for promotions and other event-based
compensation revisions. The increase in the managerial
remuneration for the year was 4.00%*.

e. 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 statement
containing names of top ten employees in terms of
remuneration drawn and the particulars of employees
as required under section 197(12) of the Act read with
Rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules,
2014, as amended, is provided in a separate annexure
forming part of this Report. The Report and the
accounts are being sent to the Members excluding the
aforesaid annexure. In terms of Section 136 of the Act,
the said annexure is open for inspection. Any Member
interested in obtaining a copy of the same may write
to the Company Secretary at investor.relations@
tatacommunications.com.

*Effective April 1, 2024, the Company transferred its new-edged
digital services business along with employees associated with
this business to Novamesh Limited, a wholly-owned subsidiary
of the Company. As a result, these values for FY2024-25 are not
comparable with the values reported in the previous year.

Disclosure Requirements

As per SEBI Listing Regulations, the Corporate Governance
Report along with the Auditors' Certificate thereon, and the
Management Discussion and Analysis Report form part of
this Integrated Annual Report.

As per Regulation 34 of the SEBI Listing Regulations, BRSR
is available on the website of the Company here.

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

Deposits from the Public

The Company has not accepted any deposits from the public
and as such, no amount on account of principal or interest
on deposits from the public was outstanding as on the date
of the Balance Sheet.

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

The Company continues to adopt and utilise the latest
technologies to improve the efficiency and effectiveness of
its business operations.

Foreign exchange earnings and outgo

Foreign exchange earnings were equivalent to H931.50 crore
and foreign exchange outgo was equivalent to H 1,456.00 crore.

Environmental, Social and Governance (‘ESG’)

Sustainability is a key component of Tata Communications'
business plan and we are committed to building an inclusive,
sustainable and inter-connected ecosystem that creates
long-term value for all stakeholders.

Our strategy is based on a strong commitment to responsibly
benefit society, our employees, shareholders, communities,
among other stakeholders and corresponds to the three
key pillars - People, Planet and Community. Integrating
sustainability into our core operations drives growth and
contributes positively to both society and the environment.
We strive to optimise economic value in accordance
with environmental and social norms. These are further
strengthened by our robust Corporate Governance practices.

Tata Communications aims to advance resource-efficient
urban infrastructure with less greenhouse gas emissions and
technological solutions for a circular economy by enabling
our customers in building a more sustainable future together.
Over the past year we have prioritised sustainability and
employed technological innovations to address global
concerns including Climate Change, Gender Equality, Energy
Conservation, Zero Harm, Human Rights, Water Management
and Waste Reduction, while also promoting inclusive growth
for individuals and communities. Our commitment to ‘Zero
Harm' applies to our employees, society and the environment.

We have set long-term sustainability targets, to continue our
efforts towards building a more sustainable organisation and
future for People, Planet and Communities.

Our sustainability performance can be viewed on our
website and in the BRSR and the Natural Capital section of
this Integrated Annual Report.

Human Resources

At Tata Communications, we are committed to creating a
workplace where every employee feels valued, empowered,
and inspired to perform at their best.

Our diverse global workforce, spanning multiple continents,
enriches our culture and fuels continuous technological
innovation. We promote inclusivity, creating an environment
where individuals can thrive and grow.

Our HR strategy is anchored in two core principles:
enhancing employee experience and ensuring strategic
workforce planning. These are further strengthened by our
hybrid working model, designed to encourage collaboration
and synergy across teams.

To learn more about our employee engagement and
development initiatives, please refer to the Human Capital
section of this Integrated Annual Report.

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

Tata Communications has zero tolerance for sexual harassment
and has adopted a charter on prevention, prohibition and
redressal of sexual harassment in line with the provisions of
the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and complied with all
provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 including
constitution of Internal Complaints Committee.

During FY 2024-25, the Company received two sexual
harassment complaints, which were resolved by the Internal
Complaints Committee. One complaint was pending at the
end of the previous financial year, which was subsequently
resolved during financial year 2024-25.

STATUTORY INFORMATION AND DISCLOSURES

Material Events after Balance Sheet Date

After the end of the financial year, the Company invested
H 772.31 crore in the equity shares of Tata Communications
(Netherlands) B.V. (‘TC Netherlands'), its wholly owned step
down subsidiary. Upon subsequent buy back of its existing
share capital issued to Tata Communications International
Pte. Limited at its meeting held on April 2, 2025, TC
Netherlands has become a direct wholly-owned subsidiary
of the Company effective April 4, 2025. There are no other
subsequent events between the end of the financial year and
the date of this Report which have a material impact on the
financials of the Company.

Rated, Unsecured, Listed, Redeemable, Non¬
Convertible Debentures

On August 29, 2023, the Company, by way of private
placement, issued and allotted 1,75,000 (One Lakh Seventy-
Five Thousand) Rated, Unsecured, Listed, Redeemable,
Non-Convertible Debentures (‘NCDs') at a nominal value of
H1,00,000 (Indian Rupees One Lakh only) each, aggregating
to H1,750 crore. The NCDs were rated AAA by CARE Ratings
Limited. The NCDs were listed on the Wholesale Debt
Segment of the National Stock Exchange of India Limited.
The NCDs have a fixed coupon rate of 7.75% and have been
issued on the basis of multiple yield allotment method. The
proceeds from the issue of debentures have been utilised as
per the objects stated in the offer document and there have
been no deviations or variations thereto.

Significant and material orders passed by the
regulators or courts or tribunals impacting the going
concern status and Company’s operations in future

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

Acknowledgement

The Directors thank the Company's employees, customers,
vendors, investors and all other stakeholders for their
continuous support.

The Directors appreciate and value the contributions made
by all our employees and their families.

On behalf of the Board of Directors

N. Ganapathy Subramaniam

Chairperson

Dated: April 22, 2025 DIN: 07006215

Registered Office:

VSB, Mahatma Gandhi Road, Fort,

Mumbai - 400 001