Idea Cellular Limited

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IDEA CELLULAR LIMITED

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Mr. Aditya Birla

We live by his values.
Integrity, Commitment, Passion, Seamlessness and Speed.
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The Chairman’s Letter

to Shareholders
Dear Shareholder,
The Global Scenario
Worldwide 2014 portends to be much more

encouraging than 2013, with the forces
driving the global economic recovery firmly
entrenched. The IMF projects that global
economic growth will rise from 3% in 2013
to 3.6% in 2014, and to 3.9% in 2015. This is
largely due to a turn for the better in the
developed economies - estimated to grow
2.25% in 2014, a full percentage point more
than in 2013. US GDP growth for 2014 is
projected at 2.8%, and in the Euro area at
1.2%, while China’s economy is expected to
grow at 7.5%. GDP growth in the emerging
markets and developing economies is slated
to increase from 4.7% in 2013 to 4.9% in
2014, as these regions step up exports to
the developed markets. Continued fiscal
easing, loose monetary policy in developed
economies and stable commodity prices
should boost the global recovery. The
nervousness in the financial markets,
particularly related to stability of the
southern European economies, has abated
considerably. Furthermore, we must be
prepared for unforeseen geopolitical
developments which may have disruptive
ripple effects on the global economy.
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The Indian Economy – moving on to a stable footing

Your Company,
The outlook for the Indian economy has turned
capitalizing on the policy
distinctly positive. The increasing traction of the
momentum and
global economic revival and plans to restore vim to
continuing strong India’s economy through a slew of timely measures by
tailwinds of consumer the new Government by addressing fiscal imbalances
demand, maintained its and fast-forwarding investment activity should play
status as 'India's fastest out positively in the coming year. The RBI’s deft
moves to stabilize the Rupee, enabled it to recover
growing large mobile
from a low of around ` 68/$ to under ` 60/$. The
operator'. It delivered current account deficit for the year has been
another year of robust contained at around 2.5% of GDP. Some progress has
performance across all been achieved on clearing the backlog of large
business segments. projects whose approvals had been held up. GDP
growth is predicted at around 5.5% in 2014-15.
Competitively, your
Company improved its However industrial production needs to accelerate
with the IIP declining 0.1% year-on-year in the first
mobile sector 'Revenue
11 months of 2013-14, vis-a-vis 0.9% growth in the
Market Share' (RMS) same period last year. Inflation also remains a
during April-December concern, with the wholesale and consumer price
2013 to 16.1%, one of indices in March 2014 up 5.7% and 8.3% respectively
the highest Y-o-Y year-on-year. Continuing inflationary pressures have
been a constraint in reducing interest rates. In the
improvement of 1.3%
medium term, the economy stands to benefit, if the
in RMS.
Goods and Services Tax is rolled out. Further
initiatives and reforms in areas such as land
acquisition, allocation of natural resources, and
taxation would help greatly to boost investor
confidence and accelerate investment activity.
Overall, the stage seems set for India to shift to a
higher growth trajectory.
These developments on the global and the domestic front
have a telling effect on your Company’s growth and
end-results.
Telecom Sector
With hyper-competition easing and the Indian wireless
sector overcoming its uncertain phase last year, the
telecom industry was far more resilient. It moved firmly
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towards a rational market structure leading to improved

price realization.
Implementing the Government's vision articulated in
the new National Telecom Policy (NTP 2012), the mobile
sector transitioned from the restrictive administered
spectrum allocation regime of 2002-08 to spectrum sale
only through open market auction mechanism.Though
the spectrum reserve prices were kept artificially high,
far beyond global benchmarks, the recent free market
auction has provided the much needed capacity relief
to the operators. The industry successfully bid for 434.7
MHz of 1800 band, 46.0 MHz of 900 band and 30.0 MHz
of 800 band of spectrum during the auction held in
November 2012, March 2013 and February 2014.
Your Company, capitalizing on the policy momentum
and continuing strong tailwinds of consumer demand,
maintained its status as 'India's fastest growing large
mobile operator'. It delivered another year of robust
performance across all business segments.
Competitively, your Company improved its mobile sector During the Financial Year
'Revenue Market Share' (RMS) during April-December 2013-14, your Company
2013 to 16.1%, one of the highest Y-o-Y improvement posted a strong annual
of 1.3% in RMS. Similarly, in terms of subscriber share,
revenue growth of 18.1%,
on a rolling 12 months basis, till February 2014, your
company added 18 million VLR customers capturing clocking gross revenue
26.3% share of incremental subscriber market. As of of ` 265,189 million.
March 2014, Idea's consumer base has risen to 136 The EBITDA grew
million providing the Company a solid foundation to exponentially by 38.8%
improve its financial KPIs, as subscribers' mobile usage
to ` 83,337 million,
expands beyond voice. The latest GSMA Intelligence
with a 4.7% steep
report, places Idea as the world's '6th largest single
country telecom operator' in terms of subscriber base, EBITDA margin
handling voice traffic of over 1.7 billion minutes every improvement to 31.4%.
day in Q4 FY13-14. The high EBITDA growth
During the Financial Year 2013-14, your Company translated into an
posted a strong annual revenue growth of 18.1%, unprecedented
clocking gross revenue of ` 265,189 million. The EBITDA 94.7% annual growth
grew exponentially by 38.8% to ` 83,337 million, with a
of PAT at ` 19,678 million.
4.7% steep EBITDA margin improvement to 31.4%.
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The high EBITDA growth translated into an

To meet the burgeoning
unprecedented 94.7% annual growth of PAT at ` 19,678
voice and data demand, million. Cash Profits also increased by 41.3% to ` 70,369
your Company million. Your company achieved its highest ever
participated in the recent financial performance driven on three pillars, namely,
(February 2014) spectrum annual 18 million new customer additions, 7.3%
improvement in gross realized rate and 3.3% increase
auction and acquired an
in mobile data contribution to service revenue.
additional 65.2 MHz.
With this spectrum Early trends indicate that the mobile broadband era
has arrived in India. With over 900 million mobile users
acquisition, your
in the country and the expected higher consumer
Company has extended internet adoption, India is all set to catapult to among
its 3G spectrum footprint the Top 3 mobile broadband markets in the world. Your
to Delhi service area. company is well positioned to play a key role in the
It now owns 3G emerging broadband market and is steadily
spectrum in 12 service transforming itself to capture higher mobile data share
by acquiring additional spectrum, upgrading technology
areas translating to
to 3G and 4G as well as building talent capability of its
80% of its current employees and partners as customers adapt to the
revenue. Your Company emerging online lifestyle. In this financial year, your
also acquired spectrum Company more than doubled its annual mobile data
capability to provide traffic (2G & 3G) on its network to 79.4 billion MB and
influenced nearly 18.6% of its customer base to access
High Speed 4G LTE
internet from their mobile.
mobile broadband
services in 8 service To meet the burgeoning voice and data demand, your
Company participated in the recent (February 2014)
areas - 58% of your
spectrum auction and acquired an additional 65.2 MHz.
company's current With this spectrum acquisition, your Company has
revenue. extended its 3G spectrum footprint to Delhi service area.
It now owns 3G spectrum in 12 service areas translating
to 80% of its current revenue. Your Company also
acquired spectrum capability to provide High Speed 4G
LTE mobile broadband services in 8 service areas - 58%
of your company's current revenue. Since 2010, your
company has successfully won an additional 157.7 MHz
of spectrum from open market auctions, expanding its
spectrum portfolio to 259.5 MHz in 900, 1800 & 2100
MHz spectrum bands, similar in quantum to other
leading Indian mobile operators.
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As of March 2014, your Company has 104,778 2G GSM

sites and 21,381 3G High Speed Data sites, with an
addition of 18,925 (2G+3G) sites during the year. Idea
owns over 82,000 km of Fiber, to support the growing
voice and data demand of Idea customers. Your
Company now covers over 350,000 towns and villages,
nearly doubling its brand presence in the country over
the last 3 years. On a standalone basis, the cumulative
investment of your Company has now risen to
` 567 billion, including ` 182 billion primarily for the
spectrum acquired in auction.
With the strong financial performance of your Company

this year, your Board has recommended an increased
dividend of 4%. I am enthused by the confidence and
faith reposed by over 250,000 institutional & retail
investors. We remain committed to sprint flat out
operationally to exceed our shareholder expectations.
Outlook
With the resurgence in the Indian economy, the mobile
sector is poised to make a shift to higher growth
trajectory, as even now, India is amongst the world's
lowest telecom penetrated countries below 65%
penetration, while existing customers increase their “Despite the tectonic
mobility spends to access internet from their mobile.
shifts witnessed globally
Your Company, with optimum network investment,
increased spectrum portfolio, market place agility, and in India, at the
customer centricity, high brand salience, rising free Group level we have
cash flows and a strong balance sheet, is on course managed to sustain
towards performance led leadership. As competition our revenues at
intensity declines, overcapacity phase comes to an
USD 40 billion.
inevitable end and new investments start yielding
Much credit must go
returns, your company is optimistic of further
consolidating its standing in the Indian wireless market. to the talent resident in
our 1,20,000 committed
To our teams workforce, spanning
In the face of continuing external challenges, our teams 36 countries and
across geographies have stayed focused and delivered 42 nationalities.”
performance. I thank all of our employees for their
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tenacity and commitment to sustain top line and bottom

line growth year after year.
The Aditya Birla Group in perspective

Despite the tectonic shifts witnessed globally and in
India, at the Group level we have managed to sustain our
revenues at USD 40 billion. Much credit must go to the
talent resident in our 1,20,000 committed workforce,
spanning 36 countries and 42 nationalities.
I would like to reiterate that we place big bets on our

people. Let me elaborate on this aspect in some detail.
As a high performance driven, meritocratic Group, we

are constantly focusing on building our talent pool to
support our business vision. To this end, substantive
initiatives taken earlier have since materialized. These
include focused endeavours to build a robust talent
pipeline, building the employer brand of our Group
beyond India, and achieving the distinction of becoming
the most aspirational employer for manufacturing
professionals also, besides augmenting talent on
the technical side. Furthermore to support our
long-term strategies, our business structures have been
significantly bolstered.
Our reputation as an employer of choice is again

something we are incredibly proud of. We are recognized
as an employer that offers a World of Opportunities and
“Our reputation as an
is concerned about the professional growth of its people.
employer of choice is
We continue to fast track our talent - from our
again something we are management cadre comprising of 38,200 colleagues,
incredibly proud of. 13% have been promoted, 20% have changed roles and
We are recognized 12% have moved location during the year.
as an employer that offers Gyanodaya, our in-house world-class university,
a World of Opportunities continues to be an important mainstay of our progress.
and is concerned about Leveraging resources across geographies and partnering
the professional growth with leading global faculty, institutions and corporates,
it ensure that our leadership and talent pool stays
of its people.”
contemporary and is always in the learning mode.
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To be a learning and growing organization is an ongoing

“I am pleased to share
endeavour.
with you that for the
Ranked No. 1 in the Nielsen Corporate Image Monitor second year running
I am pleased to share with you that for the second year our Group has been
running our Group has been ranked No. 1 in the Nielsen ranked No. 1 in the
Corporate Image Monitor 2013-14. Across the six pillars Nielsen Corporate Image
of corporate performance – products and services, vision
Monitor 2013-14.
and leadership, workplace environment, financial
Aditya Birla Group
performance, operating style and social responsibility,
Aditya Birla Group “emerges as the pace setter, way ahead emerges as the pace
of 40 corporates. Nielsen’s Corporate Image Monitor setter, way ahead of
measures the reputation of the 40 leading companies in 40 corporates.”
India across sectors and serves as an important indicator
of the strength of the corporate brand”, they state. The
companies were covered in the survey, using the Economic
Times 500 and the Business Today 500 ranking of listed
companies.
Nielsen is among the most renowned global market
research companies, headquartered in New York and
operating in 60 countries.
In sum
With the best of talent in our midst, our strong Balance
Sheets, robust cash flows, the eye on the customer and
unrelenting focus on delivering shareholder value, we
are confident of the future. The year ahead I believe will
be the one when we consolidate and reinforce what we
have achieved in recent years. And see the fruition of
the several projects and initiatives in each of the
businesses that are currently underway.
Yours sincerely,
Kumar Mangalam Birla

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Board of Directors
Mrs. Rajashree Birla Mr. Himanshu Kapania Mr. Sanjeev Aga

Non-Executive Director Managing Director Non-Executive Director
Mr. Biswajit A. Subramanian Dr. Rakesh Jain Dr. Shridhir Sariputta Hansa Wijayasuriya
Non-Executive Director Non-Executive Director Non-Executive Director
Mr. Kumar Mangalam Birla

Non-Executive Chairman
Mr. Arun Thiagarajan Mr. Gian Prakash Gupta Mr. Mohan Gyani
Independent Director Independent Director Independent Director
Ms. Tarjani Vakil Mr. R. C. Bhargava Mr. P. Murari Mrs. Madhabi Puri Buch
Independent Director Independent Director Independent Director Independent Director
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Corporate Information
Managing Director
Mr. Himanshu Kapania
Chief Financial Officer

Mr. Akshaya Moondra
Company Secretary
Mr. Pankaj Kapdeo
Statutory Auditors
Deloitte Haskins & Sells LLP
Chartered Accountants
706, B Wing,
ICC Trade Tower,
Senapati Bapat Road,
Pune – 411 016
Cost Auditors
Sanjay Gupta & Associates
Cost Accountants
C-4E/135, Janakpuri
New Delhi - 110 058
Registered Office
Suman Tower,
Plot No. 18, Sector – 11,
Gandhinagar – 382 011
Gujarat
Corporate Office
Windsor, 5th Floor,
Off CST Road,
Near Vidya Nagari, Kalina,
Santacruz (East),
Mumbai – 400 098
Registrar and Share Transfer Agents

Bigshare Services Pvt. Ltd.
E-2 & 3, Ansa Industrial Estate,
Saki-Vihar Road,
Sakinaka,
Andheri (East),
Mumbai - 400 072
Website
http://www.ideacellular.com
Corporate Identity Number (CIN)

L32100GJ1996PLC030976
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Contents
1 Performance Highlights
5 Directors’ Report
16 Management Discussion and Analysis Report
27 Corporate Governance Report
41 Business Responsibility Report
Standalone Financial Statements
55 Independent Auditors’ Report
60 Balance Sheet
61 Statement of Profit and Loss
62 Notes forming part of the Financial Statements
89 Cash Flow Statement
Consolidated Financial Statements
91 Independent Auditors’ Report on Consolidated Financial Statements
92 Consolidated Balance Sheet
93 Consolidated Statement of Profit and Loss
94 Notes forming part of the Consolidated Financial Statements
120 Consolidated Cash Flow Statement

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Performance Highlights (Consolidated)
Robust Growth in Top Line Robust Growth in EBITDA
INR bn 265.2 INR bn 83.3
224.6
195.4 60.0
155.0 50.9
125.0 37.9
34.1
FY10 FY11 FY12 FY13 FY14 FY10 FY11 FY12 FY13 FY14
Robust Growth in Cash Proﬁts Net Proﬁts
INR bn INR bn
70.4
19.7
49.8
40.3
34.1 10.1
30.6 9.5 9.0
7.2
FY10 FY11 FY12 FY13 FY14 FY10 FY11 FY12 FY13 FY14
1
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Performance Highlights (Consolidated)
EBIDTA (%) Debt Equity
31.4% 1.40 1.25

27.7% 26.7%
26.1% 1.20 1.02
24.5% 0.98 0.98
1.00
0.69
0.80
0.60
0.40
0.20
-
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
ROCE (%) Net Debt to EBITDA
7.9%
7.5% 2.79
2.57
6.3% 2.43
6.1%
5.7% 2.14
1.86
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
2
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Key Performance Indicators
EoP Subscribers (Mn.) Revenue Market Share (%)
136
122 16.1%
113
14.9%
90 14.3%
13.2%
64 12.4%
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014*
MoU (Bn.) 2G Cellsites Count ('000)
588
532 105
453 90
83
363 74
66
225
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
3
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CK
Idea Cellular Limited
Directors’ Report
Dear Shareholders, Share of approximately 16.1% of the Indian mobile
telecommunication service industry, one of the highest YoY
We have pleasure in presenting the Nineteenth Annual
improvement of 1.3%. Your Company’s subscriber market
Report, together with the audited financial statements of
share stood at 14.8% as of February 28, 2014 compared to
the Company for the Financial Year ended March 31, 2014.
14.0% as of March 31, 2013. The percentage of active
Company Overview subscriber base to total subscriber base is highest in the
Your Company is the third largest mobile industry.
telecommunications operator in the country, with pan India Your Company continues to invest in network infrastructure
operations offering voice, data and other value added both on 2G and 3G front. During the year Company added
services (VAS). Your Company provides GSM-based mobile 14,684 2G sites, taking the 2G site count to 104,778 as of
telecommunications services in all 22 service areas in India, March 31, 2014. 2G services are now available in more than
and 3G services in 20 service areas. The Company offers 3G 340,000 towns and villages. On 3G front Company has added
services in 10 service areas pursuant to spectrum allocated 4,241 sites increasing its 3G site count to 21,381. Your
to the Company and provides 3G services in 10 additional Company has also expanded its Optical Fibre Cable
service areas through intra-circle roaming arrangements transmission network to 82,000 km compared to 74,000 km
with other mobile telecommunication service providers. a year ago.
Financial Results In the recent spectrum auction held in February 2014, your
The financial statements of the Company have been Company won 5 MHz spectrum in the 900 MHz band for the
prepared in accordance with the Generally Accepted Delhi Service Area which is intended to be utilised for
Accounting Principles in India (Indian GAAP). The standalone offering 3G services. The Company also won 60.2 Mhz
and consolidated financial highlights of your Company for spectrum in the 1800 MHz band, which includes 45 MHz
the Financial Year ended March 31, 2014 are summarised contiguous spectrum capable of being used for providing
below: 4G High Speed broadband LTE services in eight service areas.
` Mn The remaining 15.2 MHz spectrum won in other select
Particular Standalone Consolidated service areas would be used to cater to the expansion of its
2013-14 2012-13 2013-14 2012-13 existing services in these service areas.
Income from Services 261,104 220,434 264,320 224,075 Your Company’s total minutes of usage on the network for
the Financial Year 2013-14 were 587.8 billion minutes.
Other Income 691 435 869 502
On a standalone basis, your Company clocked revenue of
Total Revenue 261,795 220,869 265,189 224,577
` 261,795 Mn, a growth of 18.5% over the previous year,
Operating Expenses 188,562 169,304 181,852 164,531 primarily driven by 10.5% growth in total minutes of use,
112.4% growth in data volume and also increased rate
EBITDA 73,233 51,565 83,337 60,046
realization as compared to previous year. The EBITDA also
Depreciation and increased to ` 73,233 Mn, representing a growth of 42.0%
Amortisation 40,932 30,544 45,194 34,778 over the previous year.
EBIT 32,301 21,021 38,143 25,268 The Profit after Tax stood at ` 16,893 Mn, a rise of 106.4%
Interest and Financing as compared to the previous year, led by an increase in
charges 6,248 8,135 7,700 9,495 EBITDA and lower finance & treasury charges partially offset
by higher depreciation and amortization charge during the
EBT 26,053 12,886 30,443 15,773
year.
Taxes 9,160 4,703 10,765 5,664
On a consolidated basis, the total revenues were
Profit after Tax 16,893 8,183 19,678 10,109 ` 265,189 Mn, a growth of 18.1% over the previous year.
The EBITDA at ` 83,337 Mn, reflects a growth of 38.8% as
Operations Review compared to the previous year. The consolidated Profit after
Your Company continued its enviable track record of Tax stood at ` 19,678 Mn, up by 94.7% compared to the
growing faster than the industry with service revenue previous year.
growth of 18.4% on a standalone basis. The total subscriber
base of your Company as on March 31, 2014 was 135.8 Mn, Dividend
representing an increase of 11.7% over the previous year. Your Directors are pleased to recommend a dividend of
As per TRAI reports, for the nine months ended ` 0.40 per equity share of ` 10/- each (4% of face value) for
December 31, 2013, your Company had a Revenue Market the year ended March 31, 2014. Based on the outstanding
Annual Report 2013-14 5

CK
Directors’ Report
paid-up share capital as at the year end, the total dividend aggregate of 60.2 MHz of spectrum in 1800 MHz
payout will amount to ` 1,554 Mn inclusive of ` 226 Mn of band in 11 service areas at a total cost of
dividend distribution tax. This payment is subject to your ` 104,242 Mn. The payment terms included on upfront
approval at the ensuing Annual General Meeting of the payment of ` 31,436 Mn and the balance payable in
Company. 10 annual installments after a moratorium of 2 years,
with interest of 10% p.a. inbuilt in the annual
Transfer to Reserves installment. The upfront payment was financed from
Your Company has not transferred any amount to General internal accruals and the Government deferred
Reserve out of profits available for appropriation. However, payment obligation is reflected as debt in the Balance
in line with statutory requirements, your Company has Sheet.
transferred ` 145 Mn to Debenture Redemption Reserve.
● One Time Spectrum Charge
Share Capital The Department of Telecommunications (DoT) had
During the year, your Company issued and allotted 5,309,995 issued demand notices of ` 21,135 Mn towards levy of
Equity Shares of ` 10/- each, fully paid-up, to the option one time spectrum charge. The demand includes a
grantees pursuant to the exercise of stock options by eligible retrospective charge of ` 3,691 Mn for holding GSM
employees under the Employee Stock Option Scheme, 2006 spectrum beyond 6.2 MHz for the period from July 1,
(ESOS-2006). 2008 to December 31, 2012 and also a prospective
charge of ` 17,444 Mn for GSM spectrum held beyond
Consequently, the issued, subscribed and paid-up equity 4.4 MHz for the period from January 1, 2013 till the
share capital of your Company as on March 31, 2014 stood expiry of the period of the respective licenses. In the
at ` 33,196,317,610, comprising of 3,319,631,761 equity opinion of the Company, the above demands, inter-alia,
shares of ` 10/- each. amount to alteration of financial terms of the licenses
Capital Expenditure issued in the past. Your Company has, therefore, filed
a petition before the Hon’ble High Court of Bombay,
Your Company continues to expand the telecommunication which directed DoT not to take any coercive action until
infrastructure through the increase in 2G and 3G sites, fibre the next date of hearing. The matter is pending for final
cable transmission network (our own and through hearing.
arrangements with other companies). At standalone level,
the capital expenditure (including capital advances) incurred ● Signing of Unified License(s) for services areas where
during the year was ` 43,117 Mn and at consolidated level, licenses were quashed by Supreme Court Judgement
the same was ` 46,049 Mn. of February, 2012
In addition to this, your Company participated in the The Department of Telecommunications (DoT)
Government conducted global spectrum auction held in conducted an auction for the 1800 MHz spectrum in
February, 2014 and committed ` 104,242 Mn, which includes November, 2012 as directed by the Hon’ble Supreme
` 37,048 Mn towards 5 MHz spectrum in the 900 MHz band Court’s judgement dated February 2, 2012, which had
and ` 67,194 Mn towards 60.2 MHz spectrum in 1800 MHz quashed the licenses and spectrum granted to telecom
band. operators on or after January 10, 2008 pursuant to two
press releases issued on January 10, 2008. As your
Significant Developments:
Company was impacted by the said judgement in seven
● Auction of 900 MHz and 1800 MHz spectrum in service areas, your Company participated in the
February 2014 spectrum auction held in November 2012 and was
In February, 2014, the Department of successful in winning back the spectrum for all these
Telecommunications (DoT) auctioned spectrum in impacted service areas at a bid amount of ` 19,848.8
900 MHz band for three Metro Service Areas and in Mn. The DoT then also set-off ` 6,845.9 Mn paid earlier
1800 MHz band for all 22 Service Areas. In the 900 by your Company as entry fee for licenses granted in
MHz band, the entire 46 MHz spectrum in the Metro 2008. The Company chose the deferred payment
Service Area was sold for an aggregate price of option facility for the remaining amount as per the
` 235,896 Mn as against a reserve price of ` 127,580 deferred payment option available as part of the
Mn. Similarly, in the 1800 MHz band, bids were auction terms.
received for 307.2 MHz out of 385.2 MHz quantum of
spectrum auctioned across all 22 service areas, which Post several meetings and discussions, the DoT signed
were sold for an aggregate price of ` 375,726 Mn as the Unified License for seven quashed service areas in
against a reserve price of ` 196,050 Mn. October, 2013. Thereafter, in November, 2013, your
Company was allocated the spectrum won in
Your Company also enthusiastically participated in the November, 2012 auction. The Company has also taken
above auction and won 5 MHz of spectrum in the 900 necessary endorsements for continuing the usage of
MHz band for the Delhi Metro Service Area and an telecom resources already in use since 2008 viz. MSC
6 Annual Report 2013-14

CK
codes, SP codes, EMF approvals etc. Our request for The DoT had issued notices to your Company and other
validation of microwave spectrum and SACFA operators to stop providing 3G services in the service
approvals is being processed by DoT. areas where the operator had not won 3G spectrum,
besides levying a penalty of ` 500 Mn in each service
● Transfer of licenses for Punjab and Karnataka service area. Out of such notices issued to operators, your
areas to the Company Company received notices for six service areas. It had
challenged the said notices before the Hon’ble High
In the pending legal matter of transfer of licenses for Court of Delhi. The court had granted interim stay
service areas of Punjab & Karnataka, DoT has
subject to restriction that facilities based on 3G ICR
transferred these licenses in the name of the Company
arrangement will not be available to any new
as directed by Hon’ble Supreme Court pursuant to its
subscriber. Subsequently, the matter was withdrawn
order dated January 29, 2014, upon submission of an
from Delhi High Court and fresh petition was filed at
undertaking. These licences were registered in the
TDSAT. Your Company implemented the directions of
name of erstwhile Spice Communications Limited
Hon’ble Court for all such service areas where 3G
(Spice), which had merged with the Company pursuant
services are provided under intra-circle roaming
to amalgamation order passed by the Hon’ble High
arrangements. The proceedings in TDSAT are complete
Court(s) of Gujarat and Delhi.
and the final Judgment is expected shortly. In this
In this connection, earlier on November 29, 2013, DoT connection, the DoT had also filed contempt of court
had issued a demand of ` 6,000 Mn for alleged petition before Hon’ble High Court of Delhi against
violations of license terms & conditions and merger & certain Directors and Officials of the Company for
acquisition guidelines in connection with alleged violation of interim order passed by the Hon’ble
amalgamation of Spice and agreeing to take on record High Court of Delhi, which is pending adjudication.
the transfer of licenses provided the company pays this
demand and other dues, including one time spectrum Awards and Recognitions
charge. The Company aggrieved by the said demand,
Your Company’s outstanding work in the field of business,
had approached Hon’ble TDSAT as also seeking
advertising and marketing continues to be recognized not
direction for transfer of licenses. Vide its order dated
December 10, 2013, Hon’ble TDSAT had restrained DoT only nationally but even at international forums.
from taking any coercive action in the matter. While ● At EFFIES 2013 Idea was recognized as 3rd Best Client
the licenses in respect of Punjab and Karnataka service of the Year with 4 awards as set under:
areas have been transferred to the Company pursuant
to aforesaid directive given by Hon’ble Supreme Court - Gold in ‘Integrated Advertising Campaign’ for
to DoT upon furnishing of requisite undertaking by the Honey-Bunny campaign.
Company to DoT, the matter relating to challenge of - Gold in ‘Services-Telecom & Related Products’ for
aforesaid demand of ` 6,000 Mn remains subjudice Telephone Exchange campaign.
before Hon’ble TDSAT.
- Silver in ‘Services-Telecom & Related Products’
● 3G Spectrum for Punjab Service Area for Honey-Bunny campaign.
In the pending legal matter of commercial usage of 3G - Bronze for Best On-going campaign for What an
Spectrum in respect of Punjab Service Area, the DoT idea! Series of advertising.
issued Letter of Intent in February, 2014 and ● Idea’s Pan India coverage campaign ‘Honey-Bunny’,
subsequent license amendment enabling launch of won a Silver and a Bronze at the APAC EFFIES and also
Idea 3G commercial services. The DoT earmarked the won a Silver at Emvies, 2013.
usage of 3G spectrum in March, 2014. Your Company
is in the process of launching 3G services shortly in ● Idea won EMMY’s Integrated Campaign Awards 2013
Punjab service area. for Honey-Bunny campaign.
● Idea has been awarded with the ‘Storyboard Brand
● 3G Services and Intra-Circle Roaming Arrangements Campaign of the Year Award’ for Honey-Bunny
Your Company is presently providing 3G services to its campaign at CNBC TV18 India Business Leader Awards
customers in 10 service areas (except Punjab) out 2013.
of the 11 service areas where it holds spectrum in
● Idea has also won the Citizen Journalist Awards, 2013.
2100 MHz band. The Company had also entered into
intra-circle roaming arrangements with other leading ● Idea received the Amity Telecom Excellence Award for
operators in 10 other service areas where we did not ‘The Best Rural Services Provider of the Year 2013’.
win 3G spectrum to provide 3G services to the
● Idea received the Amity Leadership Award 2013 in
customers.
‘Leveraging IT in Telecommunications Sector’.

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Directors’ Report
● Idea Ranked No.1 in the Telecommunications sector ● Idea continued to strengthen its brand by sustaining
as a part of India’s Best Company to Work Study in its association with high impact media properties like
2013 and 17 th overall among 550 participating ‘Kaun Banega Crorepati’, ‘Idea Filmfare Awards’,
companies. ‘Citizen Journalists Awards’, in addition to several
regional media properties. The brand continued its
● Idea has been adjudged as the “Best Place to Work” at
association with the Delhi Daredevils team in IPL 7.
the Asia Communication Awards 2013.
● Your Company has successfully rolled out one of the
● Idea won the ‘Most Innovative Service Provider Award’
most complex and massive Postpaid Customer
under ‘Enterprise category’ (for Smart Gas Solution)
Relationship Management (CRM) and Billing Solution
and ‘My Favorite Service Provider Award’ at The
stack across 21 circles, which will enable your Company
Economic Times Telecom Awards 2013.
to harness the multiple benefits of a singular
New Initiatives comprehensive window to the 360 degree
During the year under review, your Company together with understanding and servicing of a customer; with huge
its subsidiaries made extensive progress on the marketing operational efficiencies.
and customer care front by entering into various alliances, ● To enhance customer experience, your Company also
introducing various innovative products and services. Some launched the “Customer First Program”, which involves
of these are:- face to face interactions between your Company’s
● Idea has been torch bearer for innovative advertising employees and customer plus engagement with
and customer engagement activities. Idea launched customers over various channels of communication.
well timed mass media campaigns throughout the year The inputs gathered through these customer
with a mix of thematic and product campaigns. The interactions and via various channels are then further
theme campaign ‘no ullu banaoing’ highlights the analyzed and improvements in processes are done for
power of mobile internet on the Idea network and how enhancing customer experience.
it can empower users to evade unscrupulous situations ● Your Company has recently launched “Idea Select
and people in India. Matinees” in identified few circles wherein, loyalty
● To increase 3G device penetration amongst Idea customers get tangible rewards in the form of free
customers, your Company (through its subsidiary) further movie tickets. Premium loyal customers are also gifted
strengthened ‘Idea Smartphone’ brand by launching eight with personalized annual calendars and greeted on
new models in the market in FY 2013-14. their birthdays with exclusive gifts.
● In the arena of Value Added Services, many innovative ● Your Company has a complete program in place for
services have been launched. Some of these include measuring Customer Experience across various
Unlimited Music streaming & downloading experience segments, geographies and touch-points. Through a
with ‘Idea Music Hub’, premium International mobile pre-determined calendar of multiple surveys
games like Gameloft Club, Toll free, access to classified encompassing various aspects, your Company is
information like Idea Yellow Pages etc. committed to driving customer delight at every step.
● Idea launched an online Bollywood destination
site this year called ‘Idea Popcorn Street’ Subsidiaries and Joint Venture
(www.ideapopcornstreet.com), which is the first of its As on March 31, 2014, your Company has 5 subsidiary
kind branded content site offering Bollywood fans an companies and one joint venture, which are as under:
array of interesting trivia, videos and updates.
Subsidiaries
● Idea led the industry on various product innovations
● Aditya Birla Telecom Limited, holds 16% shareholding
improving customer experience such as:
in Indus Towers Limited and is engaged in the trading
- Launch of ‘Choice Recharge’, which enables of communication devices.
customers to choose any one option from five
● Idea Cellular Services Limited, provides manpower
different options on a single recharge which
services to the Company.
brings customer convenience.
● Idea Cellular Infrastructure Services Limited, is a tower
- Launch of ‘Choice Number’, giving a new
Company owning towers in Bihar and Orissa service
customer an opportunity to choose his or her
areas and provides passive infrastructure services in
number of preference, which was first of its kind
these service areas.
initiative in the industry.
- Launch of ‘!-Plan’ for the postpaid segment, ● Idea Mobile Commerce Services Limited, is engaged in
providing customers the flexibility to choose, the business of Mobile Banking.
create and customize their monthly plan from a ● Idea Telesystems Limited, is engaged in the trading of
bouquet of voice and data packs. communication devices.

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As required under the Listing Agreement entered into with Credit Rating
the Stock Exchanges, consolidated financial statements of Your Company continues to enjoy credit rating of CARE A1+
the Company and all its subsidiaries is attached. The and CRISIL A1+ for its short term debt program and
consolidated financial statements have been prepared in CARE AA rating for its long term debt program.
accordance with the relevant accounting standards as
prescribed under section 211(3C) of the Companies Act, Employee Stock Option Scheme
1956. The consolidated financial statements disclose the
assets, liabilities, income, expenses and other details of the Your Company values its employees and is committed to
Company and its subsidiaries. adopt the best HR practices for rewarding them suitably. In
this direction your Company had implemented the Employee
In terms of general exemption granted by the Ministry of Stock Option Scheme, 2006 (ESOS-2006) and made
Corporate Affairs, Government of India, vide its Circular grants to eligible employees under ESOS-2006 from time to
No. 2/2011 dated February 8, 2011, and in compliance with time.
the conditions enlisted therein, the reports and annual
accounts of the aforesaid Subsidiary Companies for the Further, the Board of Directors of your Company has approved
Financial Year ended March 31, 2014 have not been attached formulation of a new Employee Stock Option Scheme viz.
to the Company’s Accounts. “Idea Cellular Limited Employee Stock Option Scheme – 2013”
(“ESOS-2013”) in terms of the SEBI guidelines, which has also
The annual accounts and other related information of the
been approved by you at the Annual General Meeting held on
Subsidiary Companies shall be available for inspection
16th September, 2013. The Board has mandated the existing
during business hours by the members at the Registered
ESOS Compensation Committee to implement and administer
Office of the Company. The copies of these documents will
the ESOS-2013. In terms of the ESOS-2013, the ESOS
also be made available to the members of the Company upon
Compensation Committee has granted 1,85,65,428 Options
request.
at an exercise price of ` 126.45 per option and 81,05,587
Joint Venture Restricted Stock Units (RSU) at an exercise price of ` 10/- per
RSU. Each Option is convertible into one equity share of the
Indus Towers Limited, in which Aditya Birla Telecom Limited Company upon vesting and would vest in 4 equal annual
(ABTL), a wholly owned subsidiary of the Company holds 16% installments after one year of the grant and shall be
stake, continues to be a joint venture with the Bharti Group exercisable within a period of 5 years from the date of vesting.
and Vodafone Group that provides passive infrastructure Further each RSU is convertible into one equity share of the
services in 15 service areas. Company upon vesting and all RSUs would vest at the end of
3 years from the date of grant and shall be exercisable within
Fixed Deposits a period of 5 years from the date of vesting.
Your Company has not accepted any fixed deposits and, as The relevant disclosure in compliance with Clause 12 of
such, no amount of principal or interest was outstanding, Securities and Exchange Board of India (Employees Stock
as on the date of the Balance Sheet. Option Scheme and Employees Stock Purchase Scheme)
Guidelines, 1999, as amended, is set out in Annexure ‘A’ to
Enterprise Risk Management this Report.
Your Company has a well-established Enterprise-wide Risk
A certificate from M/s. Deloitte Haskins & Sells LLP,
Management (ERM) framework in place for identification Statutory Auditors, with respect to the implementation of
and management of risks. In line with your Company’s the Company’s Employees Stock Option Scheme, would be
commitment to deliver sustainable value, this framework placed before the shareholders at the ensuing Annual
aims to provide an integrated and organized approach for General Meeting and a copy of the same will also be available
evaluating and managing risks. for inspection at the Registered Office of the Company.
Corporate Governance
Human Resources
Your Company is committed to maintain the highest
The human resource philosophy and strategy of your Company
standards of Corporate Governance. Your Company
is to attract and retain the best talent, encourage innovation,
continues to be compliant with the requirements enshrined
and create an engaging and motivating workplace environment.
in Clause 49 of the Listing Agreement which relates to
This strategy has strong alignment with your Company’s vision
Corporate Governance. A Report on Corporate Governance
to successfully build and sustain your Company’s standing as
as stipulated under Clause 49 of the Listing Agreement
one of India’s most admired and valuable corporations despite
forms part of the Annual Report. A certificate from the
unrelenting competitive pressures.
Statutory Auditors of the Company, confirming compliance
with the conditions of Corporate Governance, as stipulated Your Company continues its focus on building & developing
under Clause 49 forms part of the Annual Report. the leadership pipeline, upgradation of workforce skills, and

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Directors’ Report
being an employer of choice. This was reflected by external members of your Company excluding the aforesaid
recognition through “Best Place to Work” at Asia information about employees. Any member, who is
Communication Awards 2013 and No. 1 in Telecom sector interested in obtaining such particulars about employees,
in “India’s Best Companies to Work for Study - 2013” may write to the Company Secretary at the Registered Office
conducted by The Economic Times in association with the of your Company.
Great Place to Work Institute.
Your Company’s basic objective is to ensure that a robust Directors’ Responsibility Statement
talent pipeline and a high-performance culture, centered on Your Directors affirm that the audited accounts containing
accountability is in place. Your Company feels this is critical the financial statements for the Financial Year 2013-14 are
to enable it to retain its competitive edge. in conformity with the requirements of the Companies Act,
1956. They believe that the financial statements reflect fairly
Management Discussion and Analysis
the form and substance of transactions carried out during
The Management Discussion and Analysis Report for the the year and reasonably present the Company’s financial
year under review, as stipulated under Clause 49 of the condition and results of operations.
Listing Agreement is presented in a separate section forming
part of the Annual Report. Pursuant to Section 217(2AA) of the Companies Act, 1956,
the Directors confirm that:
Business Responsibility Report
a) in the preparation of the annual accounts, the
SEBI, vide its circular CIR/CFD/DIL/8/2012 dated August 13, applicable accounting standards have been followed
2012, mandated the top 100 listed entities based on market along with proper explanation relating to material
capitalization at BSE and NSE, to include Business departures;
Responsibility Report as part of the Annual Report describing
the initiatives taken by the Companies from Environmental, b) the accounting policies have been applied consistently
Social and Governance perspectives. Accordingly, a Business and judgements and estimates made are reasonable
Responsibility Report, as stipulated under Clause 55 of the and prudent, so as to give a true and fair view of the
Listing Agreement is presented in a separate section forming state of affairs of your Company as at the end of the
part of the Annual Report. Financial Year and of the profit of the Company for that
period;
Directors c) proper and sufficient care has been taken to the best of
In accordance with the provisions of the Companies Act, their knowledge and belief for the maintenance of
2013, Mr. Kumar Mangalam Birla and Mr. Sanjeev Aga retire adequate accounting records in accordance with the
from office by rotation, and being eligible, offer themselves provisions of the Companies Act, 1956, for safeguarding
for re-appointment at the ensuing Annual General Meeting the assets of your Company and for preventing and
of the Company. detecting fraud and other irregularities; and
In addition, in line with the provisions contained in d) the annual accounts have been prepared on a going
Companies Act, 2013, the Board shall also consider concern basis.
re-appointment of Independent Directors for fixed tenure
subject to necessary decision to be taken by the Board at a Statutory Auditors
subsequent board meeting.
The Statutory Auditors of the Company, M/s. Deloitte
Conservation of Energy, Technology Absorption, Foreign Haskins & Sells LLP, Chartered Accountants, will retire at
Exchange Earnings & Outgo the conclusion of the ensuing Annual General Meeting.
The particulars as required to be disclosed pursuant to Section The Statutory Auditors have confirmed that their
217(1)(e) of the Companies Act, 1956, read with the appointment, if made, shall be in accordance with the
Companies (Disclosures of Particulars in the Report of Board conditions as prescribed in the Rule 4 of the Companies
of Directors) Rules, 1988 (as amended), are given to the extent (Audit and Auditors) Rules, 2014, and that they are not
applicable in the Annexure ‘B’ forming part of this Report. disqualified for appointment within the meaning of Section
139 and 141 of the Companies Act, 2013. The Board proposes
Particulars of Employees
their re-appointment.
In accordance with the provisions of Section 217(2A) of the
Companies Act, 1956, read with the Companies (Particulars
Auditors’ Report and Notes to Financial Statements
of Employees) Rules, 1975, the names and other particulars
of employees are to be set out in the Directors’ Report, as The Board has duly reviewed the Statutory Auditors’ Report
an addendum thereto. However, in terms of the provisions on the Financial Statements including matter relating to
of Section 219(1)(b)(iv) of the Companies Act, 1956, the demand of one-time spectrum fee emphasized in the report.
report and accounts, as set out therein, are being sent to all As explained in Significant Development section of this

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report and also in the Notes to the Financial Statements, Acknowledgement

the matter remains sub-judice and does not call for any Your Directors place on record their sincere appreciation to
further explanation/clarification under Section 217(3) of the the Department of Telecommunications, Telecom
Companies Act, 1956. Regulatory Authority of India, the Central Government, the
State Governments, all its investors & stakeholders,
Cost Auditors bankers, technology providers, equipment suppliers, value
The Board on the recommendation of the Audit Committee added service partners and all the business associates for
have appointed M/s Sanjay Gupta & Associates, Cost the co-operation and support extended to the Company.
Accountants, as the Cost Auditors, to conduct the Cost Audit Your Directors also wish to place on record their deep
of your Company for the Financial Year ended March 31, appreciation to the employees for their hard work,
2015. The Cost Audit Report for the Financial Year 2013-14 dedication and commitment. The perseverance and
is yet to be placed before the Board. unstinting efforts of the employees have enabled the
Company to retain the ‘Fastest Growing Indian Telecom
In accordance with the provisions of Section 148 of Brand’ within the sector.
the Companies Act, 2013 read with the Companies
(Audit and Auditors) Rules, 2014, since the remuneration For and on behalf of the Board
payable to the Cost Auditors is required to be ratified by the
Shareholders, the Board recommends the same for the
approval by the Shareholders at the ensuing Annual General Place: Mumbai Arun Thiagarajan Himanshu Kapania
Meeting. Date: April 28, 2014 Director Managing Director

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Directors’ Report
Annexure ‘A’ to the Directors’ Report

Disclosure pursuant to the provisions of the Securities and Exchange Board of India (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Guidelines, 1999
Particulars ESOS – 2006 ESOS -2013
Tranche I Tranche II Tranche III Tranche IV Stock Option Restricted Stock
(December 31, 2007) (July 24, 2008) (December 22, 2009) (January 24, 2011) (February 11, 2014) Units (RSU)
(February 11, 2014)
a) Number of Stock Options 19,931,000 6,131,250 6,918,750 2,524,500 18,565,428 8,105,587
granted
b) The pricing formula The exercise price was The exercise price was The exercise price was The exercise price was
The exercise price The exercise price is
determined by averaging determined by averaging determined by averaging determined by averaging
was taken as at the face value of
the daily closing price of the the daily closing price of the the daily closing price of the daily closing price of
previous day’s ` 10 each of the
Company’s equity shares Company’s equity shares the Company’s equity the Company’s equity
closing price, equity shares of your
during 7 days immediately during 7 days immediately shares during 7 days shares during 7 days
immediately Company.
preceding the date of grant preceding the date of grant. immediately preceding immediately preceding
preceding the date of
and discounting it by 15%. the date of grant. the date of grant.
grant .
In accordance with the In accordance with the Exercise price - ` 57.55 Exercise price - ` 68.86 Exercise price - Exercise price - ` 10
approval of the Board of approval of the Board of per option per option ` 126.45 per option per RSU
Directors and the Directors and the
shareholders of the shareholders of the
Company, the ESOS Company, the ESOS
Compensation Committee Compensation
had re-priced the options Committee had re-priced
from ` 112.57 to ` 39.30 per the options from ` 84.03
option on December 22, to ` 45.55 per option on
2009. December 22, 2009.
c) Options vested 15,903,250 5,023,193 5,461,254 1,750,496 NIL NIL
d) Options exercised 12,778,425 3,348,279 3,358,230 898,149 NIL NIL
e) The total number of 12,778,425 3,348,279 3,358,230 898,149 NIL NIL
shares arising as a result
of exercise of options
f) Options forfeited/ 4,658,000 1,261,959 1,583,872 246,750 NIL NIL
cancelled/ lapsed
g) Variation of terms of In accordance with the In accordance with the NIL NIL NIL NIL
options approval of the Board of approval of the Board of
Directors and the Directors and the
shareholders of the shareholders of the
Company, the ESOS Company, the ESOS
C o m p e n s a t i o n Compensation Committee
Committee had re-priced had re-priced the options
the options from ` 112.57 from ` 84.03 to ` 45.55 per
to ` 39.30 per option on option on December 22,
December 22, 2009. 2009.
h) Money realized by ` 502,192,102.50 ` 152,514,108.45 ` 193,266,136.50 ` 61,846,540.14 NIL NIL
exercise of options
i) Total number of options 2,466,825 1,521,012 1,976,648 815,035 NIL NIL
in force
j) Employee wise details of
options granted:
i) Senior managerial Mr. Himanshu Kapania: Mr. Himanshu Kapania: NIL NIL Mr. Himanshu Mr. Himanshu
personnel: 267,500 66,875 Kapania: Kapania:
1,893,740 533,333
ii) Any other employee NIL NIL NIL NIL NIL NIL
who received a grant
in any one year of
option amounting to
5 % or more of
options granted
during that year
iii) Identified employees NIL NIL NIL NIL NIL NIL
who were granted
option, during any
one year, equal to or
exceeding 1 % of the
issued capital
( e x c l u d i n g
outstanding warrants
and conversions) of
the Company at the
time of grant
k) Diluted Earnings Per ` 5.08
Share

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Annexure ‘A’ to the Directors’ Report (contd.)

Particulars ESOS – 2006 ESOS -2013
Tranche I Tranche II Tranche III Tranche IV Stock Option Restricted Stock
(December 31, 2007) (July 24, 2008) (December 22, 2009) (January 24, 2011) (February 11, 2014) Units (RSU)
(February 11, 2014)
l) Difference between the ` 93.56 Mn
employee compensation
cost, computed using the
intrinsic value of the
stock options and the
employee compensation
cost that shall have been
recognised if the fair
value of the options was
used.
The impact of this The effect of adopting the fair value on the net income and Earnings Per Share for 2013-14 is as presented below :
difference on profits and Particulars ` Mn
on EPS of the company Net Profit after Tax but before exceptional items 16,893.06
Add: Intrinsic Value compensation cost 43.07
Less: Fair Value compensation cost 136.63
Adjusted Net Income 16,799.50
Earnings Per Share (` ) Basic Diluted
As Reported 5.09 5.08
As Adjusted 5.06 5.05
m) (i) Weighted - average — — — — Weighted - average —
exercise prices and exercise price:
weighted-average ` 126.45
fair values of options
whose exercise price Weighted - average
equals the market fair value of options:
price of the stock ` 60.51
(ii) Weighted - average Weighted - average Weighted - average — — — Weighted - average
exercise prices and exercise price: ` 39.30 exercise price: ` 45.55 exercise price:
weighted-average ` 10
fair values of options Weighted - average fair Weighted - average fair
whose exercise price Weighted - average
value of options: ` 31.76 value of options: ` 30.80 fair value of options:
is less than the
market price of the ` 118.70
stock
(iii)Weighted - average — — Weighted - average Weighted - average — —
exercise prices and exercise price: ` 57.55 exercise price: ` 68.86
weighted-average
fair values of options Weighted - average fair Weighted - average fair
whose exercise price value of options: ` 31.34 value of options: ` 37.47
exceeds the market
price of the stock
n) A description of the
method and significant
assumptions used during
the year to estimate the Black - Scholes Method Black - Scholes Method
fair values of options,
including the following
weighted-average
information:
On the date of Grant
(i) risk-free interest 7.78 7.50 7.36 8.04 - 8.14 8.81-8.95 8.91
rate (%)
(ii) expected life 6 years 6 months 6 years 6 months 6 years 6 months 6 years 6 months 6 years 6 months 5 years 6 months
(No. of years)
(iii) expected volatility (%) 40.00 45.80 54.54 50.45 34.13-44.81 43.95
(iv) dividend yield (%) Nil Nil Nil Nil 0.24 0.24
(v) the price of the ` 139.10 ` 87.75 ` 57.05 ` 68.55 ` 126.45 ` 126.45
underlying share in
market at the time
of option grant
On the date of Re-pricing
(i) risk-free interest 7.36 7.36 — — — —
rate (%)
(ii) expected life 4 years 6 months 5 years 9 months — — — —
(No. of years)
(iii) expected volatility (%) 54.54 54.54 — — — —
(iv) dividend yield (%) Nil Nil — — — —
(v) the price of the ` 57.05 ` 57.05 — — — —
underlying share in
market at the time
of option Re-pricing

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Directors’ Report
Annexure ‘B’ to the Directors’ Report

Particulars pursuant to the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 are
furnished hereunder:
A. CONSERVATION OF ENERGY : Electrical Power from Grid as well as Diesel Generator is
being used for operating Company’s network. The
consumption from these sources are continuously
monitored and steps are being taken to reduce the
consumption as well as to increase the use of renewable
energy sources. Following initiatives are being
implemented by Company for reducing energy
consumption:
(i) Low Power consuming Telecom Hardware
(ii) Free Cooling Unit
(iii) Wind Chimney
(iv) Additives in Air Conditioner coolant
Following solutions are being deployed Commercially for
reducing the Diesel Consumption at Sites:
(i) Solar- DG Hybrid Solutions
(ii) Battery – DG Hybrid solutions
(iii) Hydrogen Fuel Cell – Grid Hybrid Solutions
(iv) Grid – Battery Hybrid Solutions
(v) Indoor to Outdoor conversion of sites
Following solutions are under trial for reducing diesel
consumption at Sites:
(i) High energy density based Lithium Ion Battery
(ii) Quick recharge Flow battery
(iii) Diesel additives
(iv) Variable speed Diesel generators
B. RESEARCH & DEVELOPMENT (R&D)

1. Specific areas in which R & D is carried : Nil
out by the Company
2. Benefits derived as result of the above R & D : Nil
3. Future Plan of Action : The Company will explore various options to adopt latest
technology/use of equipment for its operations.
4 Expenditure on R&D:
a) Capital : Nil
b) Recurring : Nil
c) Total : Nil
d) Total R&D expenditure as
percentage of total turnover : Nil
TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1. Efforts in brief towards technology Absorption, : The Company owns and operates its telecom network
Adaptation and Innovation using its own resources. Structured internal trainings are
imparted to the team of engineers for their skill
development and grooming.

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2. Benefits derived as a result of the above efforts : The cost of implementation of operations network is
most optimal due to in-house handling of planning and
designing. The speed to market was much better in terms
of rural rollout and rollout of 3G sights due to strong
in-house competency.
3. Particulars of imported technology in the last five years

a) Technology imported : No Technology has been imported. However, telecom
equipments are imported on a regular basis.
b) Year of import : The telecom equipments are imported on an ongoing
basis.
c) Has the technology been fully absorbed. If not : Not Applicable
fully absorbed, areas where this has not taken
place, reasons thereof and future plans of action
4. Foreign Exchange Earnings and Outgo : Earnings : ` 3,826.14 Mn

(Outgo includes CIF value of imports) Outgo : ` 18,660.52 Mn
For and on behalf of the Board
Place : Mumbai Arun Thiagarajan Himanshu Kapania

Date : April 28, 2014 Director Managing Director

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Management Discussion And Analysis Report

Indian Wireless Sector Number of subscribers who access wireless broadband
Indian wireless sector added approximately 57 million VLR (>512 kbps) increased to 43.2 million as of February 2014,
(active) subscribers in the first 11 months of Financial Year a data subscriber penetration of 4.8% (of reported
2013-14, compared to an addition of 40 million VLR subscribers subscribers). The strong incumbent operators continued with
during Financial Year 2012-13. As per TRAI reports, the VLR the expansion of their 3G network to meet the demand of
subscriber base for the industry stood at 780 million and the growing data customer base. The gross revenue for the sector,
reported subscriber base stood at 903.3 million as of February during the Calendar Year 2013, registered 8.5% growth
2014, reflecting 72.9% penetration. compared to Calendar Year 2012.
Industry VLR (mn) Industry VLR addition (mn) VLR Penetration The Supreme Court of India directed the Government to put
800 70% the entire spectrum vacated due to quashing of licenses for
57 auction. Subsequently, in February 2014, government
40
60% conducted auction for spectrum in 900 MHz band for three
600 109 63.0% Metro Service Areas (spectrum of licenses valid till November
59.0%
91 56.5% 50% 2014 was put to auction) and 1800 MHz band for all Service
Areas (in accordance with Supreme Court direction). The
400 48.1% 40% auction was concluded after 10 days of bidding, in which eight
42.8% 780
companies participated. More than 93% of total spectrum sold
30%
483 was acquired by four operators. In the 1800 MHz band
200 segment, bids were made for 307.2 MHz out of 385.2 MHz of
20% spectrum put to auction across all Service Areas, which was
sold for an aggregate price of ` 375,726 Mn. The entire
0 10% 46 MHz spectrum in three Metro Service Areas put to auction
Sep'10 Mar'11 Mar'12 Mar'13 Feb'14
in the 900 MHz band was sold for an aggregate price of
VLR subscriber penetration still at around 63% against reported
` 235,896 Mn.
subscriber penetration of around 73%.
Out of the total subscriber addition of 35.6 million in last 11 Discussion on Idea’s Operational Performance and Consolidated
months, 26.5 million subscribers are added from rural areas, Financial statements
constituting 74.4% of incremental subscriber addition. While the
urban penetration of around 140% suggest the maturity of voice Mobile Business
segment in these markets, the rural penetration of around 43%
indicates the growth potential for the industry. Your company provides GSM-based mobile telecommunications
services in all 22 Service Areas of India, and 3G services in 20
Rural Subs (mn) Urban Subs (mn) Rural subs % to total Subs Service Areas. Company offers 3G services in 10 Service Areas
pursuant to spectrum allocated to it. The Company also provides
600
596 44% 3G services in 10 additional Service Areas through intra-circle
500 538 525 534 roaming arrangements with other mobile telecommunications
400 40%
40.8% service providers.
393 39.5% 369
300 323 343 36%
274 Your company classifies the 22 service areas into 15 Established
200 35.2%
191 33.7% 32% Service Areas and 7 New Service Areas, depending on the age of
100 32.7% its operations.
- 28%
Mar-10 Mar-11 Mar-12 Mar-13 Feb-14 Out of 15 established service areas, company holds a leadership
position based on revenue market share in 4 service areas
Incremental subscriber addition is coming largely from rural areas. (representing around 21% of Industry wireless revenue) and is
Data emerged as high potential opportunity where revenue the 3rd largest operator based on combined revenue of these 15
contribution of data for Idea increased from 6.6% in Q4FY13 to service areas which represents around 80% of Industry wireless
10.1% in Q4FY14. Strong subscriber growth, increasing data revenue. Your Company continues to expand its presence in
penetration and rational competition led to overall better these 15 service areas to consolidate its strong position and
financial performance during the year. improve its profitability.

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15 Established Service Areas 11 Service Areas, 45 MHz spectrum can be used for providing
LTE or 4G services and is available in 8 service areas which covers
Service Areas RMS RMS Spectrum Rank
around 58% of company’s current revenue. The spectrum won
Q3FY11 Q3FY14 Profile
in auction is valid for a period of 20 years from the date of
Kerala 29.9% 36.2% 2G/3G/4G 1 allocation.
Madhya Pradesh 29.5% 35.0% 2G/3G/4G 1
Long Distance and Other Services
UP (West) 27.5% 30.1% 2G/3G 1
Maharashtra 28.6% 29.7% 2G/3G/4G 1 Your Company holds licenses for NLD, ILD and ISP services.
Company is making steady investments in its fibre cable
Haryana 19.5% 24.7% 2G/3G/4G 2 transmission network (owned as well as under IRU arrangement
Punjab 19.6% 21.3% 2G/3G/4G 2 with other telecom operators), which is now expanded to
Andhra Pradesh 16.3% 20.4% 2G/3G/4G 2 82,000 kms, compared to 74,000 kms a year ago. Your Company
has also increased the OFC PoPs to over 2,500 PoPs in major
Gujarat 17.3% 19.1% 2G/3G 2
cities and linked highways. The fibre network of company allows
UP (East) 11.2% 12.5% 2G/3G 3 company to tap the future potential of wireless broadband as
Rajasthan 8.9% 12.5% 2G 3 well as optimally serve its current NLD/ ILD/ ISP/Wireless
Delhi 9.6% 12.0% 2G/3G 3 Broadband needs.
Bihar 9.0% 11.0% 2G 4 Idea NLD currently carries around 98% of its captive NLD
Karnataka 7.8% 10.4% 2G/4G 4 minutes. Idea ILD services now handles around 97% of captive
ILD outgoing minutes, besides bringing large volume of
Himachal Pradesh 7.6% 10.0% 2G/3G 4 incoming minutes from top international carriers across the
Mumbai 6.9% 9.4% 2G 5 globe. In FY12 Idea launched its ISP services to cater for the
Total 16.3% 19.2% 3 captive requirement of its mobile business. It has now
commenced offering services to small ISPs and enterprise
These 15 service areas account for around 80% of Indian wireless
customers for their wholesale Internet backhaul needs. Idea
industry revenue and around 95% of Idea Revenue.
ISP currently handles more than 97.5% of captive subscriber
We also have capability to offer 4G LTE services in 7 service areas, when traffic requirements.
the opportunity arises.
Telecom Infrastructure
Seven operating licenses (representing around 20% of Industry
wireless revenue and 5.1% of Company revenues) of the Your Company expanded its 2G and 3G network aggressively
Company which were cancelled by the Supreme Court in during the year. It has added 14,684 2G sites on its network,
February 2012, were re-acquired by the company in November highest ever addition by the company in a year, taking the 2G
2012 auction. These 7 service areas, where the commercial site count to 104,778 as on March 31, 2014. On 3G front company
operations were started in FY 09-10, are gestating in terms of added 4,241 3G cell sites in the 10 service areas where it provides
profitability. Post reduction in competitive intensity, your 3G services with its own spectrum and ended the financial year
Company has started investing in these service areas to improve with 21,381 3G sites. Further, Company and its subsidiaries own
its coverage. 9,446 towers with a tenancy of over 1.57.
7 New service areas 3G services

Service Areas RMS RMS Spectrum Rank Your Company, in 2010, won spectrum in 2100 MHz band in
Q3FY11 Q3FY14 Profile 11 service areas to provide 3G services. The high speed broad
West Bengal 2.8% 5.8% 2G 6 band offering of your Company is currently available in 20 service
Kolkata 2.4% 4.8% 2G 6 areas (including 10 service areas where these services are
Northeast 1.4% 3.7% 2G/4G 6 provided based on roaming arrangements with other operators).
The subscribers who are actively using voice and/or data on
Jammu & Kashmir 1.4% 4.0% 2G/3G 6
3G platform and enjoying wireless broadband services reached
Assam 1.6% 3.1% 2G 6 to 10.2 Mn as of March 2014, almost double compared to
Orissa 3.2% 4.1% 2G 7 5.1 Mn subscribers as of March 2013.
TN (incl. Chennai) 1.3% 3.3% 2G 7
Total 1.9% 4.0% 7 Revenue Market Share
These service areas represent 20% of Indian wireless industry revenue, Revenue Market Share (RMS) is one of the key focus areas for
where Idea has a huge potential to grow. your Company, which improved its Revenue Market Share by
around 1.3% to 16.1% for quarter ended December 31, 2013 from
In February 2014 spectrum auction, the Company won 65.2 MHz 14.8% in quarter ended December 31, 2012, which is the highest
spectrum, including 5 MHz spectrum in 900 MHz band for increase among all mobile operators in India during such period.
Delhi Service Area and intends to use the same for 3G services. During last 12 months the incremental Revenue Market Share
Out of the remaining 60.2 MHz spectrum in 1800 MHz band in for your company stands at 28%.

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industry, as the wired broadband penetration remains at a

RMS Incr. RMS 28.0% nascent stage in India. The Company is focused on expanding
its non-voice service offering across its service areas.
The expansion of 3G network, since launch of 3G services in
FY 10-11, coupled with reduction in 3G handset prices and
22.1%
21.0% availability of applications, has resulted in improved share of
Data revenue in the total revenue. The other VAS revenue for
the year was adversely impacted due to change in regulation
17.7%
related to activation of VAS.
16.1%
14.4% 14.8%
13.3% Data Revenue (INR mn) Data Rev. as % to Service Rev
7,200 10.5%
6,200 10.1% 9.5%

Dec'10 Dec'11 Dec'12 Dec'13 9.5%
5,200
8.5%
8.7%
Your company has consistently improved its revenue market 4,200
share .
7.5%
3,200
Quality Subscriber Base
7.2%
2,200 6.5%
Your Company has always been vigilant in monitoring the quality 6.6%
of its subscriber base. The latest (February 2014) data released 3,874 4,617 5,416 6,168 6,913
by the TRAI for VLR subscribers (active subscribers), reaffirms 1,200 5.5%
quality of its subscriber base as among the best in terms of Q4FY13 Q1FY14 Q2FY14 Q3FY14 Q4FY14
percentage of active subscribers. As of February 2014, your
Company has around 101.2% of reported subscribers as VLR Data revenue as a % of service revenue improved from 6.6% to 10.1%,
subscribers, which is highest in the industry. The VLR EoP as data revenue registered a growth of 78.4% .
subscriber market share at the end of February, 2014 stands at
17.3% as against a reported subscriber EoP market share of Power Brand
14.8%, and an improvement of 0.8% over last one year (February As a brand, “Idea” stands for its values – “Champion, Elevating
2013 16.5%). During 12 months from March 2013 to February and Humane” – and believes that ideas have the power to change
2014, your Company added 17.7 Mn VLR subscribers in overall lives. Towards this end, it “champions” ideas that offer quirky,
industry VLR growth of 67.6 Mn, recording share of 26.3% of yet simple, mobile telephony based solutions to life’s problems
incremental VLR subscribers. in a way that’s fresh, imaginative and elevating, and which
resonate with a very diverse target audience - the Indian masses.
Mobile Number Portability Our brand tagline aptly summarizes it – “An idea can change
While the number of the subscribers who opted for the Mobile your life!”
Number Portability (MNP), a facility which allows subscribers to This framework has led to the creation of some very noticeable
change their service provider while retaining their mobile and memorable advertising like the ‘Caste War’, ‘Education for
number (in the same service area) continues to increase, they all’, ‘Use Mobile Save Paper’, ‘Break the Language Barrier’,
are not very large in numbers. In a see-saw battle over the last ‘Population’ (India busy on Idea 3G), ‘Old Idea – New Idea’,
39 months for supremacy in the MNP space, Idea has maintained ‘Idea rings all India – Honey Bunny’ and ‘Telephone
a leadership position since June 2011 on overall MNP Net Adds, Exchange’ which have not only won many awards but also
except for a brief period between October-December 2012. Idea millions of hearts.
has a net gain of 9.14 Mn MNP subscribers (as on March 31,
Idea’s advertising over the years has found its way into the
2014) from other existing telecom operators with around one
popular culture with its catch phrases like “What an idea, Sirjee”,
out of every four existing mobile subscribers, who chooses to
“no Idea – get Idea” etc. becoming part of common man’s lingo
port out from their existing mobile operator preferring to shift
and also has made the entire nation sway to its tune such as the
to Idea services.
“Honey Bunny” song. At the start of this year, Idea launched its
Idea’s success on the MNP front clearly shows the strength of ‘mobile internet’ campaign with a catchy phrase “no ullu
its seamless network coverage, low call drop rate, better voice banaoing”. The campaign objective was to build relevance of
quality, advanced and precise billing systems, customer oriented mobile internet leading to trials and also communicate that Idea
call centers and innovative/competitive product offerings. has a strong internet network across the country.
The campaign specifically portrayed unexpected segments of
Non Voice Revenue consumers who are not likely to be Internet savvy (like
The data and other VAS offers a substantial opportunity for housewives, senior citizens, rural folk, tier2/tier3 town families)
additional growth in the Indian mobile telecommunication using Mobile Internet to get out of sticky situations and turn

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the tables on those who try to pull a fast one on them. Idea busted business productivity. Solution is offered on cloud model
the myth and showcased that Internet could be accessed on with no CAPEX investment by Enterprises and work across
feature phones also. The campaign delivered on brand all operators and handset.
perception reflecting on business as well as across digital
platform. • Toll Free 1800 number enables seamless communication
of Enterprises with customers. This number can be dialled
Idea is the fastest growing leading telecom operator in the from across the country and accessible through all
world’s fastest growing telecom market. It’s brand building operators. The solution is offerred to small Enterprises by
efforts have been recognized in various forums, both national termination onto mobile SIM and comes with various
as well as international. redirection logics like time of day, geography etc.
Not only is Idea winning accolades and awards across various • Work Force Tracking Solution helps Enterprises to track
forums, Idea has also gained significantly on Brand Valuation. their work force team including Sales, FOS and servicing
In the report on Most Valuable Brands by Interbrand, Idea ranked team on near real time basis and generate auto SMS and
21st in the year 2013. email alarms and alerts in case of route deviation. The
solution doesn’t need preloaded application and handset
agnostic.
NEW BUSINESSES/INITIATIVES
• Audioconference Solution enables geographically spread
Mobile Banking
enterprises to communicate seamlessly and securely with
With a view to tap the potential of domestic remittance business, each other. The solution comes with self care portal, on the
Idea launched its mobile transactions brand ‘Idea My Cash’ fly recording of audio call and various call management
through its wholly owned subsidiary namely Idea Mobile features like mute/unmute/drop/lock etc.
Commerce Services Limited (IMCSL). Idea My Cash runs on a bank
led model in partnership with Axis Bank and is currently Idea Smartfones
operational in Delhi, Mumbai, and select districts of UP (East) &
Bihar telecom circles catering to the large migrant population Idea is the only mobile operator in the country to offer a vast
that needs access to basic financial remittance services. array of affordable 3G devices which is targeted at upgrading
2G users to 3G. Idea has invested in building the Idea Smartfone
IMCSL has also received certificate of authorization from RBI to 3G handset brand with the strong belief that driving smartphone
launch prepaid payment instrument valid for 5 years. We are in uptake among the mass mobile consumers would accelerate
the planning phase to launch this service. With the Government
data business growth. In FY2013-14, your Company through its
encouraging private sector to make basic banking accessible to wholly owned subsidiary namely Idea Telesystems Limited,
the unbanked, Idea sees a large potential in this business going
launched 8 new Idea Smartfone models starting at the affordable
forward.
price of ` 5,000 only. Ranging in screen size from 3.5” to 5.5”, all
the Idea Smartfone models launched are on the popular Android
WiFi OS platform with Dual SIM capability. The Idea Smartfone user
Idea has done a pilot launch of Idea WiFi services in 5 cities. base on Idea network shows a healthy data usage of about
With increasing internet usage and digital lifestyle adoption, 500-600 MB per month which is a testimony to the fact that
there is a high demand for data access services and Idea is affordable devices are indeed a catalyst to the adoption of
watching the dynamics of this business closely. empowering data services by the mass Indian consumer. Idea is
confident that driving the Idea Smartfone brand would make
Enterprise Business Solutions smartphones more accessible to the potential mass data users,
accelerating data user penetration in its subscriber base and
IDEA Enterprise business solutions are a new initiative that offers hence committed to the business.
cutting edge solutions which not only helps to meet
communication need of Enterprise but also improve their STANDALONE FINANCIAL RESULTS
business productivity. Some of these solutions are:
Revenues
• IDEA Smart Gas Solution is a fully automatic LPG cylinder
Total income for the financial year ended March 31, 2014
gas booking solution which has been specifically developed
increased by 18.5% and stood at ` 261,795 Mn from
for IOCL and HPCL for LPG gas booking. This solution has
` 220,869 Mn earned in the previous year, primarily due to an
immensely helped INDANE and HPANYTIME consumers to
increase in service revenues led by 10.5% growth in minutes of
book LPG on 24x7 basis and keeps the consumers informed
usage, increase in data revenue and higher realised rate per
about the LPG cylinder delivery status and brings overall
minute. Revenue Market Share of the Company increased from
transparency in LPG booking process. This solution got the
14.9% in previous year to 16.0% for the nine months ended
ET Telecom award in September 2013 for Most Innovative
December 31, 2013. Non-voice revenues grew by 28.0% primarily
product -Enterprise.
due to growth of 90.1% in Data revenue to ` 23,112 Mn in current
• Hosted IVR or Cloud Telephony solution helps Enterprises financial year from ` 12,158 Mn in previous year which was
to automates their business processes and improve partially offset by decrease in other non-voice revenues by

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8.5% to ` 18,901 Mn in current financial year from ` 20,653 Mn financial year from ` 4,956 Mn incurred during the previous year,
in previous year. Revenues from International Long Distance primarily due to an increase in provision for doubtful debts and
services, forming part of total revenues after inter segment increased legal expenses.
eliminations, increased by 39.4% to ` 3,230 Mn.
The composition of total operating expenses (amount and %age
to total operating expenses) is as follows:
Operating Expenses
Total operating expenditure for the financial year ended March Composition of Operating Expenses
31, 2014 increased by 11.4% to ` 188,562 Mn from ` 169,304 Mn
incurred during the previous year, primarily as a result of 4,617 5,830
2% Network Expenses and IT
3%
increase in network capacity and coverage expansion and 11,610 outsourcing cost
higher minutes of usages. Operational efficiencies have reduced 6% Roaming & Access Charges
the total operating expenses as a percentage of revenue
from 76.7% in the previous year to 72.0% in the current License Fees and WPC
20,906
financial year. 74,745 Charges
11%
40% Subscriber Acquisition &
Personnel Expenditure: Personnel expenditure for the financial
29,238 Servicing Expenditure
year ended March 31, 2014 increased by 15.7% to ` 11,610 Mn
from ` 10,038 Mn incurred during the previous year, primarily 16% Personnel Expenditure
as a result of an increase in the average number of employees
41,616 Advertisement and Business
and an increase in salaries. Our total number of employees 22% Promotion Expenditure
increased to 10,505 as of March 31, 2014 from 9,726 as of
Other Expenses
March 31, 2013.
Network Expense and IT Outsourcing Cost: Network

expense and IT outsourcing cost for the financial year ended Profit before Finance charges, Depreciation, Amortisation and
March 31, 2014 increased by 17.6% to ` 74,745 Mn from Taxes
` 63,552 Mn incurred during the previous year, primarily as a High revenue growth has resulted in Profit before Finance
result of an increase in the expansion of our network coverage charges, Depreciation, Amortisation and Taxes to increase from
and increase in energy prices. Our total 2G and 3G cell sites ` 51,565 Mn for the previous year to ` 73,233 Mn for the current
increased to 104,778 and 21,381 cell sites as of March 31, 2014 finacial year. The operating profit margin for the year under
from 90,094 and 17,140 cell sites as of March 31, 2013, review increased to 28.0% compared to 23.3% for the previous
respectively. year.
Licence Fee and WPC Charges: Licence Fee and WPC charges
increased by 18.1% to ` 29,238 Mn for the current financial year Depreciation, Amortisation and Finance Charges
from ` 24,753 Mn incurred during the previous year, Depreciation and Amortisation expenses increased by 34.0%
corresponding to increase in revenue. to ` 40,932 Mn for the current financial year as against
` 30,544 Mn for the previous year, primarily due to gross block
Roaming and Access Charges: Roaming and access charges
additions and revision in the estimated useful life of certain of
increased by 3.7% to ` 41,616 Mn for the current financial year
our fixed assets. Net Finance Charges for the current financial
from ` 40,145 Mn incurred during the previous year, primarily
year reduced from ` 8,135 Mn to ` 6,248 Mn, largely due to higher
as a result of an increase in total minutes of usage which was
treasury income coupled with lower interest cost.
offset by a reduction in SMS interconnect charges which was
effective from June 2013.
Profits and Taxes
Subscriber Acquisition and Servicing Expenditure: Subscriber
For the year ended March 31, 2014, Profit before Tax increased
acquisition and servicing expenditure, decreased by 2.0% to
by 102.2% and stood at ` 26,053 Mn, against ` 12,886 Mn for
` 20,906 Mn for the current financial year from ` 21,324 Mn
the previous year. Cash Profit increased by 44.9% over previous
incurred during the previous year, primarily as a result of
year and stood at ` 62,948 Mn.
decrease in gross subscriber additions.
The tax charge stood at ` 9,160 Mn. Net Profit for the current
Advertisement and Business Promotion Expenditure: year was higher by 106.5% at ` 16,893 Mn.
Advertisement and business promotion expenditure marginally
increased by 1.8% to ` 4,617 Mn for the current financial year
Capital Expenditure
due to higher advertisement campaigns. The Company successfully bid for 5 MHz spectrum in the
900 MHz band in Delhi service area and 60.2 MHz spectrum in
Administration and Other Expenses: Administration and other the 1800 MHz band in 11 service areas in the auction held in
expenses increased by 17.6% to ` 5,830 Mn for the current February 2014 for a total amount of ` 104,242 Mn.

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In addition to the above, during the year under review the during the previous year, primarily as a result of increase in
Company incurred a capital expenditure (including capital network capacity and coverage expansion and higher
advances) of ` 43,117 Mn. minutes of usages. Operational efficiencies have reduced
the total operating expenses as a percentage of revenue
Balance Sheet from 73.3% in the previous year to 68.6% during the year under
During the current financial year, the paid-up equity share capital review.
of the Company increased by ` 53 Mn, due to issuance of
5,309,995 equity shares to the employees pursuant to exercise Cost of Trading Goods: Cost of trading goods decreased by 16.9%
of stock options granted under Employee Stock Option Scheme, to ` 1,927 Mn for the current financial year from ` 2,318 Mn
2006. The reserves of the Company increased from ` 107,056 for the previous year. This decrease was primarily as a
Mn to ` 122,647 Mn primarily due to current year’s profits, result of reduction in the number of data cards sold during the
premium on issue of shares under ESOS, 2006, which was year.
partially offset by proposed dividend for the current financial
Personnel Expenditure: Personnel expenditure for the financial
year and dividend distribution tax on same. The total
year ended March 31, 2014 increased by 16.9% to ` 13,121 Mn
shareholders’ funds stood at ` 155,844 Mn as at March 31, 2014.
Total loans outstanding as at March 31, 2014 were as a result of an increase in the average number of employees
` 193,616 Mn, an increase of ` 64,135 Mn, mainly on account of and an increase in salaries. Our total number of employees
deferred payment liability towards the purchase of spectrum (excluding employees of Indus Towers Limited)
under auction. Deferred Tax liability as at March 31, 2014 stood increased to 14,988 as of March 31, 2014 from 13,645 as of
at ` 15,310 Mn. Other Liabilities and provisions increased from March 31, 2013.
` 64,355 Mn to ` 75,113 Mn.
The Gross Block and Net Block [including Capital Work in Network Expense and IT Outsourcing Cost: Network expense
and IT outsourcing cost for the financial year ended March 31,
Progress (CWIP)] stood at ` 566,592 Mn and ` 374,042 Mn
2014 increased by 17.4% to ` 64,990 Mn from ` 55,361 Mn
respectively as at March 31, 2014. As on March 31, 2014,
incurred during the previous year, primarily as a result of an
Investment in subsidiaries stood at ` 16,412 Mn. Other assets
increase in the expansion of network coverage and increase in
decreased from ` 60,070 Mn to ` 49,429 Mn.
energy prices. The total 2G and 3G cell sites increased to 104,778
Cash Flow Statement and 21,381 cell sites as of March 31, 2014 from 90,094 and 17,140
cell sites as of March 31, 2013, respectively.
During the year under review, the Company generated
` 75,311 Mn from operating activities, which was primarily used Licence Fee and WPC Charges: Licence Fee and WPC charges
for capital expenditure ` 65,326 Mn (including payment increased by 18.1% to ` 29,238 Mn for the current financial year
towards spectrum ` 31,436 Mn), net repayment of borrowings from ` 24,753 Mn incurred during the previous year,
` 14,651 Mn and payment of interest and financing corresponding to increase in revenue.
charges ` 6,260 Mn. Consequently Cash and cash equivalents
as on March 31, 2014 decreased by ` 9,500 Mn and stood at Roaming and Access Charges: Roaming and access charges
` 908 Mn. increased by 3.7% to ` 41,616 Mn for the current financial year
CONSOLIDATED FINANCIAL RESULTS as a result of an increase in total minutes of usage which was
offset by a reduction in SMS interconnect charges which was
Revenues
effective from June 2013.
Total income for the financial year ended March 31, 2014
increased by 18.1% and stood at ` 265,189 Mn from Subscriber Acquisition and Servicing Expenditure: Subscriber
` 224,577 Mn earned in the previous year, primarily due to an acquisition and servicing expenditure, decreased by 3.2% to
increase in service revenues led by a 10.5% growth in minutes ` 19,807 Mn for the current financial year from ` 20,467 Mn
of usage, increase in data revenue and higher realised rate per incurred during the previous year, primarily as a result of a
minute. Sale of Trading Goods decreased by 15.6% to decrease in gross subscriber additions.
` 2,248 Mn in the current financial year from ` 2,665 Mn in the
previous year, primarily due to reduction in number of data cards Advertisement and Business Promotion Expenditure:
sold during the year. Revenues from International Long Distance Advertisement and business promotion expenditure increased
services, forming part of total revenues after inter segment by 3.1% to ` 4,867 Mn for the current financial year from
eliminations, increased by 39.4% to ` 3,230 Mn and revenues ` 4,720 Mn incurred during the previous year, primarily due to
from Passive Infrastructure services increased by 8.3% to higher advertisement campaigns.
` 1,127 Mn.
Administration and Other Expenses: Administration and other
Operating Expenses expenses increased by 13.4% to ` 6,287 Mn for the current
financial year from ` 5,542 Mn incurred during the previous year,
Total operating expenditure increased by 10.5% to ` 181,852 Mn primarily due to an increase in provision for doubtful debts and
for the current financial year from ` 164,531 Mn incurred increased legal expenses.

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The composition of total operating expenses (amount and Balance Sheet

percentage to total operating expenses) is as follows: During the current financial year, the paid-up equity share capital
of the Company increased by ` 53 Mn, due to issuance of
Composition of Operating Expenses 5,309,995 equity shares to the employees pursuant to exercise
4,867 8,214 of stock options granted under Employee Stock Option Scheme,
13,121 3% 4% Network Expenses and IT 2006. The reserves increased from ` 109,890 Mn to ` 132,054
7% outsourcing cost Mn, primarily due to current year’s profits, reserve created by
Indus Towers Limited (net of utilisation) on merger of ICTIL and
Roaming & Access Charges
certain other companies with Indus (Refer Note 32 to the
License Fees and consolidated financials), premium on issue of shares under
19,807 64,990 WPC Charges ESOS, 2006, which was partially offset by proposed dividend for
11% 36% Subscriber Acquisition & the current year, dividend distribution tax on same and dividend
Servicing Expenditure distribution tax paid by Indus. The total shareholders’ funds stood
29,238 at ` 165,250 Mn as at March 31, 2014.
16% Personnel Expenditure
41,616 Advertisement and Business Total loans outstanding as at March 31, 2014 were ` 206,349 Mn,
23% Promotion Expenditure an increase of ` 65,911 Mn, mainly on account of deferred
payment liability towards the purchase of spectrum under
Other Expenses auction. Deferred Tax liability as at March 31, 2014 stood at
` 18,133 Mn. Other Liabilities and provisions increased from
` 69,110 Mn to ` 75,823 Mn.
Profit before Finance charges, Depreciation, Amortisation and
The Gross Block and Net Block [including Capital Work in
Taxes
Progress (CWIP)] stood at ` 626,390 Mn and ` 410,153 Mn
High revenue growth has resulted in Profit before Finance respectively as at March 31, 2014. Other Assets decreased from
charges, Depreciation, Amortisation and Taxes to increase from ` 63,431 Mn to ` 55,422 Mn.
` 60,045 Mn for the previous year to ` 83,337 Mn for the current
financial year. The operating profit margin for the year under Cash Flow Statement
review increased to 31.4% compared to 26.7% for the previous During the year under review, the Group generated ` 82,192 Mn
year. from operating activities, which was primarily used for capital
expenditure ` 68,421 Mn (including payment towards spectrum
Depreciation, Amortisation and Finance Charges ` 31,436 Mn), net repayment of borrowings ` 15,936 Mn and
payment of interest and financing charges ` 7,682 Mn.
Depreciation and Amortisation expenses increased by 30.0% to
Consequently cash and cash equivalents as on March 31, 2014
` 45,194 Mn for the current financial year as against
decreased by ` 8,115 Mn and stood at ` 3,543 Mn.
` 34,778 Mn for the previous year, primarily due to gross block
additions and revision in the estimated useful life of certain of Human Resources
our fixed assets. Net Finance Charges for the current financial
year reduced from ` 9,495 Mn to ` 7,700 Mn, largely due to higher The human resource philosophy and strategy of your Company
treasury income coupled with lower interest cost. has been designed to attract and retain the best talent, creating
workplace environment that keeps employees engaged,
motivated and encourages innovation. This talent has, through
Profits and Taxes strong alignment with your Company’s vision, successfully built
For the year ended March 31, 2014, Profit before Tax increased and sustained your Company’s standing as one of India’s most
by 93.0% and stood at ` 30,443 Mn, against ` 15,773 Mn for the admired and valuable corporations despite unrelenting
previous year. Cash Profit increased by 41.3% over previous year competitive pressures. Your Company has fostered a culture
and stood at ` 70,369 Mn. that rewards continuous learning, collaboration and
development, making it future ready with respect to the
The tax charge stood at ` 10,764 Mn. Net Profit for the current challenges posed by ever-changing market realities. Employees
year was higher by 94.7% at ` 19,678 Mn. are your Company’s most valuable assets and your Company’s
processes are designed to empower employees and support
Capital Expenditure creative approaches in order to create enduring value. Your
Company’s unflagging commitment to investing in talent
The Company successfully bid for 5 MHz spectrum in the development ensures performance and achievement of the
900 MHz band in Delhi service area and 60.2 MHz spectrum in highest order. The employee strength on rolls stood at 10,505
the 1800 MHz band in 11 service areas in the auction held in as on March 31, 2014.
February 2014 for a total amount of ` 104,242 Mn.
Responsible Growth and Sustainability
In addition to the above, during the year under review the capital
expenditure (including capital advances) incurred was Driven by its socially conscious parent Group, your Company
` 46,049 Mn. stays committed to the cause of giving back to the environment

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and society. Your Company sees its association with social cellsites of your Company operate within these DoT laid stringent
causes as a part of its core purpose and the same is projected radiation norms and new sites go on-air only on meeting the
through both business activities and employee contributions. prevailing radiation norms.
To further strengthen this journey your Company has appointed
Your Company has in the past reduced the size of its SIM-card
a Sustainability specialist in the roll and finalized a Sustainability
pack twice to come to the current ‘pico SIMs’ and thereby
Roadmap for Idea.
reducing plastic usage by more than 70%. There is a formal
documented policy in place for Electronic Waste Disposal. This
Social Responsibility policy not only takes care of but also tries to exceed all
Your Company’s advertising has earlier tried to explore mobility government norms for disposal of electronic waste like PCBs,
based solutions to the challenges faced by society through batteries, telecom equipment.
campaigns based on ‘World without Caste’, ‘Going beyond the All these contribute towards reduction in emissions and are an
Language Barrier’, ‘Education for All’ and ‘Use Mobile, Save effort towards ‘Going Green’.
Paper’. Idea’s network covers over 308,000 villages and towns
to bring into its ambit a large share of rural mobility subscribers. Risk Management
Your Company has consciously expanded its network coverage
The Risk Management framework of your company which
and invested in the strife ridden Naxalite belts of Chhattisgarh,
ensures regular review by management to proactively identify
Jharkhand, Maharashtra and Andhra Pradesh as well as into
the emerging risks, to do risk evaluation and risk prioritization
tribal and economically depressed regions of other states to
along with development of risk mitigation plans and action
promote inclusiveness and to make available to those citizens
taken. The framework requires that the Audit Committee be
of our country the advantages of mobile communication. To
periodically informed about risk minimization procedures
promote localization of manufacture, which in turn would
adopted by your Company. These processes are also periodically
generate employment, we encouraged a SIM Card supplier to
reviewed by management. The various risks, including the risks
move his factory setup from outside the country to set it up in
associated with the economy, regulation, competition, foreign
Bangalore. Your Company has also worked with global
exchange, interest rate etc., are documented, monitored and
companies and has encouraged them to develop local vendors
managed efficiently.
for imported equipments like antennas.
Through the year several blood donation camps were Internal Control Systems
organized by its offices across cities in India as well as specific Your Company’s internal control systems are commensurate
visits to houses and schools for underprivileged were with the nature of its business and the size and complexity of
organized on the occasion of Women’s Day, etc. During the its operations. The internal controls cover operations, financial
Joy of Giving week, employees donated a total of around reporting, compliance with applicable laws and regulations,
` 17.6 Lacs in cash and 280 cartons of clothes and other items safeguarding assets from unauthorised use and ensure
for the lesser privileged. compliance of corporate policies. All internal controls are
Your Company is sure that its growth paradigm will be built on reviewed periodically by the internal auditors, and are subject
Porter’s ‘Shared Value’ model. to management reviews with significant audit observations and
follow up actions reported to Audit Committee. The Audit
Environmental Sustainability Committee actively reviews the adequacy and effectiveness of
internal control systems and suggests improvements for
Your Company continues to drive the efforts towards strengthening them in accordance with the changes in the
environmental sustainability by reducing carbon footprint and business dynamics, if required.
energy consumption.
Carbon emission reporting is done twice in a year and the Regulatory
emission reduction initiatives are continuing by deploying more
Major regulatory developments for the period are:
Solar Hybrid and Deep discharge/Fast Recharge Battery Hybrid
solutions at the Sites. Your Company was awarded a grant of 1. TRAI Regulation on SMS termination and the
USD 1 Mn by United States Trade Development Agency (USTDA) 11 th Amendment to The Telecom Commercial
for carrying out a Pilot Project on “Clean Energy for Telecom Communications Customer Preference Regulations
Sites”. Your Company is in the process of entering in to Power (May 24, 2013)
Purchase Agreements with Renewable Power generating
TRAI released “The Short Message Services (SMS)
agencies to promote the use of renewable energy for Network
Termination Charges Regulations, 2013” and “Telecom
operations.
Commercial Communications Customer Preference
EMF radiation emanating from mobile cell-sites has made much (Eleventh Amendment) Regulations, 2013”, which inter-alia,
news in the recent times, unfortunately for the wrong reasons. mandated that every Originating Access Provider shall pay
In this regard, one will note that the norms laid down for to the Terminating Access Provider a cost-based
permissible radiation by the Department of Telecommunication termination charge of ` 0.02 (paise two only) for each SMS
(DoT) of the Government of India are 10 times more stringent terminated by it on the network of Terminating Access
than the widely accepted global norms for EMF radiation. All Provider and that every Originating Access Provider shall

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pay to the Terminating Access Provider a “Transactional SMS service licenses for the number of years remaining in the
charge” of ` 0.05 (paise five only) for each transactional SMS license tenure and is limited to a maximum of ` 15 crore.
terminated by it on the network of the Terminating Access It is open for existing Licensees of any Telecom service to
Provider. The Termination Charges for international migrate to Unified License well before the due date of expiry
incoming SMS shall remain under forbearance. The of existing license. All the Telecom Service Providers who
Regulation emphasizes the need for cost based charges and wish to expand the scope of their license/service to include
lays the basis for control of spam SMSs. any additional service or any licensed area/Service Area,
shall have to migrate all of its existing licenses to Unified
2. TRAI 55th amendment to the TTO ’99 ( June 17, 2013) License regime.
The TRAI amendment allowed Roaming packs through Further, on expiry of any of their current license, the Telecom
special tariff vouchers and combo vouchers. Further, the Service Providers shall have to migrate all its licenses to
TRAI mandated roaming tariff plans vide this amendment Unified License (UL) regime at the time of renewal/extension
and revised the ceilings for roaming calls, voice and SMS. of license and obtain spectrum separately, which is delinked
While the amendment revise the ceiling downwards but it from Unified License, if required. In case of Merger &
provides us with the flexibility in customizing tariffs for our Acquisition being sought by Licensee with a Telecom service
roaming subscribers. Provider who has not migrated to UL, the merged entity shall
migrate to UL and both/all licensees involved in the merger
3. TRAI Amendment on VAS activation / deactivation
and acquisition activity shall give an undertaking to this
( July 10, 2013)
effect prior to merger and acquisition activity. The Company
The Industry had earlier opposed the TRAI directive dated has already signed the Unified License for seven service
July 4, 2013 that mandated seeking explicit consent from areas.
the customer within 24 hours, whatsoever the mode of
activation and instead suggested an alternative solution 6. DoT license amendment on Centralized Monitoring system
comprising double confirmation. The TRAI accepted the (October 11, 2013)
Industry’s proposal with some additional modifications
and additionally mandated setting up a common The amendment mandates the setting up of CMS for lawful
Short Code 155223 (all requests for de-activation to be interception and monitoring of communications. For
completed in 4 hours) for de-activation. The amendment implementation of the same, the licensee’s lawful
has negative impact on growth of VAS services and interception system needs to be connected to the CMS at
involved capex to bring VAS management under our direct regional monitoring system through interception store and
control, but would help in reducing the customer issues forward system server placed at Licensee premises. The
regarding activation of CAS services without explicit Company is taking necessary steps for implementation of
consent. this amendment.
4. DoT Guidelines for Issue of Clearance for Installation of 7. DoT license amendment on spectrum caps
Mobile Towers (August 1, 2013) (November 26, 2013)
DoT issued the broad guidelines for issue of clearance for The amendment mandates that the total spectrum held by
installation of mobile phone towers. The guidelines laid the licensee shall not exceed 25% of the spectrum assigned,
down detailed procedure for installation of towers and by way of auction or otherwise, in the concerned service
reiterated that telecom towers were to be given area or spectrum cap of 50% in a band for access services.
infrastructure status by Government of India. Hence, all The spectrum assigned is GSM/CDMA/3G/BWA band shall
benefits, as applicable to infrastructure industry, were to be counted for this purpose. The Company is compliant to
be extended by Sate Governments including provisioning this amendment.
of electricity connection to BTS site on priority. The
guidelines also specified that consent of state-level Term 8. FDI Limits in Telecom ( Department of Industrial Policy
Cells was to be sought before a base station was sealed or and Promotion Press Note No. 6 (2013 series) - DoT
electricity to a site was disconnected, since mobile amendment to CMTS/UASL/UL(AS)/UL/ NLD/ILD license
communication is an “essential service”. regarding 100% Foreign Direct Investment (FDI)
(December 3, 2013)
5. New Unified License (UL) ( August 19, 2013)
The amendment allows for 100% FDI in all telecom services
National Telecom Policy – 2012 recognized that it was including Telecom Infrastructure Providers Category-I, viz.
imperative to move towards convergence between various Basic, Cellular, United Access Services, Unified License
services, networks, platforms, technologies and hence DoT’s (Access Services), Unified License, National/International
push towards “One Nation - One License”. DoT introduced Long Distance, Commercial V-Sat, Public Mobile Radio
the Unified License on August 19, 2013. The License offers Trunked Services (PMRTS), Global Mobile Personal
an incentive to migrate to the Unified Licensing regime by Communications Services (GMPCS), all types of ISP licenses,
offering a rebate in the entry fee on a pro-rata basis. The Voice Mail/Audiotex/UMS, Resale of IPLC, Mobile Number
rebate is offered for international long distance and access Portability Services, Infrastructure Provider Category-I

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(providing dark fibre, right of way, duct space, tower) except Government, the differential between the entry fee and the
Other Service Providers. market determined price of spectrum on a pro-rata basis
The FDI up to 100% with 49% on the automatic route and for the remaining period.
beyond 49% on the government route subject to observance
of licensing and security conditions by licensee as well as Opportunities, Risks, Concerns and Threats
investors as notified by the Department of
Spectrum auction(s) in November 2012 and February 2014 have
Telecommunications from time to time, expect “Other
changed the competitive landscape for Indian wireless
Service Providers”, which are allowed 100% FDI on the
industry. While November 2012 spectrum auction resulted in
automatic route.
halting of the hyper-competitive phase, February 2014 spectrum
The amendment also mandates that remote access to auction demonstrated the need of spectrum, both for voice and
network would be provided only for approved locations data.
abroad through approved locations in India. The Company
has taken necessary steps in this regard. Post spectrum auction in November 2012, a majority of
operators, who started their operation during 2009-10, were
forced to reduce their operations to selected service areas or
9. Finalization of Spectrum Usage Charges (SUC) for spectrum
exited from Indian wireless market, as the spectrum price was
in 1800 MHz and 900 MHz bands (January 31, 2014)
increased multifold. This has resulted in halting of hyper-
The Union Cabinet approved the rates of SUC for spectrum competitive phase and allowed realisation to improve for most
in 1800 MHz and 900 MHz bands. The spectrum charged in of the remaining operators. As operators have reduced
the auction of February 2014 will be charged at 5% of the promotions and discounts the voice minutes growth has slowed.
AGR. In cases of combination of existing spectrum in this However, the rural subscriber penetration of around 43% (based
band and spectrum acquired through the auction, the on reported subscribers) indicates growth opportunities offered
weighted average will apply to all the spectrum held by the by the voice business.
operator in the 1800 MHz and 900 MHz band. The licensees
who do not acquire spectrum in this auction shall continue The nascent fixed line penetration and growing data demand
to pay SUC according to the existing slab rate. In respect of on both 2G and 3G platform, clearly reflects that wireless
the BWA spectrum acquired through auction in 2010, SUC technology will remain the preferred choice for subscribers using
will continue to be charged, as per present practice, and data. During February 2014 spectrum auction, incumbent
the operator would be required to report the revenue earned operators acquired spectrum, in addition to spectrum renewal,
from BWA spectrum separately. Cabinet noted that as a to support future data growth. The Company believes that data
matter of policy, it is desirable to move to a flat rate SUC offers substantial opportunity in coming years and the current
and adoption of a weighted average would provide a path spectrum portfolio of your company places it in a strong
for such transition. competitive position.
The regulatory environment continues to remain uncertain,

10. DoT Mergers and Amalgamations Policy (February 19, 2014)
complex and litigation prone while spectrum cost had increased
New M&A policy released on February 19, 2014. DoT to revert for the industry. Your Company has several ongoing litigations
on M&A proposal within 30 days. Substantial equity situation and any adverse determination of these remains a risk. Your
permitted for one year and even beyond. Transfer/merger Company believes in sound Corporate Governance Practices and
of licenses shall be allowed where market share for access believes that these litigations would be settled in due course to
services in respective service area of the resultant entity is the best interest of all stakeholders.
upto 50%. If beyond 50%, then resultant entity to reduce
market share to 50%. For determining the aforesaid market The seven initial licenses of your Company followed by two other
share, market share of both subscriber base and AGR of licenses, all with an initial spectrum allocated in 900 MHz band,
licensee in the relevant market shall be considered. The are due for extension in December 2015 and April 2016
policy allows for holding of 2 blocks of 3G spectrum in a respectively. Apart from these nine licenses, another lot of six
service area, not permitted earlier. The total spectrum held licenses with spectrum in 1800 MHz band are due for extension
by the resultant entity shall not exceed 25% of the total between FY 2022 to FY 2027. The Company runs a risk of
spectrum assigned for access services and 50% of the extension at unfavorable terms and higher debt burden. The
spectrum assigned in a given band. In respect of 800 MHz Company is hopeful that the continuation of services on a level
band, the ceiling is 10 MHz playing field and protection of investment will be ensured by
the Government in the interest of all stakeholders like
The new policy recognizes and seeks to address lacuna in subscribers, employees and shareholders.
earlier policy such as time period within which the DoT has
to revert (within 30 days) and that the recognition that Your Company works with various local, state and central
substantial equity transition can take one year or beyond. agencies for specific permissions to operate its mobile licenses
However, the Key dampener of the policy is that if a and is required to meet various regulatory/policy guidelines of
transferor company holds a part of spectrum, which the DoT and may be subjected to penalties/fines or increased
(4.4 MHz/2.5MHz) has been assigned against the entry fee cost of compliance. Your Company takes best effort to adhere
paid, the resultant merged entity, shall pay to the to all such requirements.

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The Company’s business is dependent on key Network and IT Outlook

equipment suppliers for management and continuity of its
Network, IT and business processes. Further, these networks While the regulation and spectrum pricing remain key concern
may be vulnerable to technical failures or any natural area, the Indian wireless sector continues to offer growth
calamity. Your Company is in partnership with global leaders opportunity in both voice and data segments. The wireless
in Network equipment and IT services and enjoys very long market has started getting consolidating among the
standing healthy relations with all its suppliers. The Company top three operators as they hold more than 55% of subscribers
has a robust network & IT security processes and disaster and more than 69% of revenue. Quality of services offered
recovery plans. by operators has become the primary deciding factor
for a subscriber at the time of getting a new connection,
The telecom sector is characterized by technological changes
compared to pricing offered by an operator. The operators
and competition from new technologies is an inherent threat.
who offer better call quality and network coverage, provide
However, till date, the Indian telecom sector has not faced any
faster resolution to consumer complaints and offer
disruptive phase arising out of any technological changes.
innovative products in the market should continue to gain
Your Company, with an assortment of spectrum in
from the growth opportunities offered by the Indian wireless
900/1800/2100 MHz has an attractive spectrum footprint to
market.
adapt to any future technological changes.
Competition in the Indian telecommunications industry is Over past few years, Idea has consolidated its competitive
intense. There may be irrational competition in the sector by position in all the markets wherever it is positioned among
new/existing players in future. However, in past, Industry has the top 3 operators. Your company is clearly focused to
witnessed large periods of irrational competition and your deliver consistent, competitive, responsible and profitable
Company has emerged competitively stronger. growth.
Cautionary Statement
Statements in the Management Discussion and Analysis describing the Company’s objectives, projections, estimates, expectations
may constitute a “forward-looking statement” within the meaning of applicable securities laws and regulations. Actual results
could differ materially from those expressed or implied. Important factors that could make a difference to the Company’s operations
include economic conditions affecting demand/supply and price conditions in the domestic markets in which the Company operates,
changes in the Government Regulations, tax laws and other statutes and other incidental factors.

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Corporate Governance Report

Company’s Philosophy on Corporate Governance for strong and effective corporate governance. The Board plays
a crucial role in overseeing how the management safeguards
Corporate Governance is a systematic process driven by the
the interests of shareholders and stakeholders. The Board
ethical conduct of the business and affairs of an organisation
ensures that the Company has clear goals aligned to the
aimed at promoting sustainable business and enhancing
shareholders’ value and growth. The Board critically evaluates
shareholders value in the long term. We believe that Corporate
strategic direction of the Company and exercises appropriate
Governance is not a destination but a continuous journey for
control to ensure that the business of the Company is conducted
sustainable value creation for all its stakeholders.
in the best interests of the shareholders and society at large.
The Aditya Birla Group, of which your Company forms a part, The Board is assisted by the Managing Director and Senior
has been one of the frontrunners in India to adopt and implement Management Personnel in ensuring effective functioning of the
best governance practices. Our governance practices are a Company.
product of self desire, reflecting the culture of trusteeship that
Composition of the Board
is deeply ingrained in our value system and reflected in our
strategic thought process. The Company has a balanced board with optimum combination
of Executive and Non-Executive Directors which includes
Our governance philosophy rests on five basic tenets:
independent professionals, which plays a crucial role in Board
● Board accountability to the Company and shareholders process and provides independent judgement on issues of
strategy and performance. Presently the Board comprises of 14
● Strategic guidance and effective monitoring by the Board
members comprising of a Non- Executive Chairman, a Managing
● Protection of minority interests and rights Director, Seven Independent Directors and Five Non- Executive
Directors. The present strength of the Board reflects the
● Equitable treatment of all shareholders judicious mix of professionalism, competence and sound
● Superior transparency and timely disclosure knowledge which enables the Board to provide effective
leadership to the Company.
In line with this philosophy, Idea Cellular Limited continuously
strives for excellence through adoption of best governance and The members of our Board comprises of eminent professionals
disclosure practices. Corporate Governance has always been from diversified background having rich and varied expertise in
intrinsic to the management of the business and affairs of our the areas of technology, finance, general management and
Company. We believe that good governance practices stem from entrepreneurship. The Board periodically evaluates the need for
the culture and mindset of the organisation. We, at Idea are change in its size and composition to ensure that it remains
committed in fostering and sustaining a culture that integrates aligned with statutory and business requirements.
all components of good governance and demonstrates highest None of the Directors on the Board is a Member of more than
standard of ethical and responsible business conduct. ten Committees or Chairman of more than five Committees
Your Company confirms the compliance of Corporate (as specified in Clause 49), across all the Companies in which
Governance as contained in Clause 49 of the Listing Agreement, he/she is a Director. All the Directors have intimated periodically
the details of which for the Financial Year ended March 31, 2014 about their Directorship and Membership on the Board
are as follows: Committees of other Companies.
The composition of the Board of Directors as on March 31, 2014
1. BOARD OF DIRECTORS
and the number of Directorships and Committee position held
An active, informed and independent Board is a pre-requisite by them are as under:
Name of Director Category No. of Outside Directorship(s) Held1 Outside Committee Positions Held2
Public Private Member Chairman/
Chairperson
Mr. Kumar Mangalam Birla Non-Executive 9 17 - -
Mrs. Rajashree Birla Non-Executive 6 12 1 -
Dr. Rakesh Jain Non-Executive 6 1 2 -
Mr. Biswajit A. Subramanian Non-Executive 3 - - -
Dr. Shridhir Sariputta Hansa
Wijayasuriya Non-Executive - - - -
Mr. Sanjeev Aga Non-Executive 5 - 5 -
3
Mr. James Maclaurin Non- Executive - - - -
Mr. Arun Thiagarajan Independent 5 2 6 -

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Name of Director Category No. of Outside Directorship(s) Held1 Outside Committee Positions Held2
Public Private Member Chairman/
Chairperson
Mr. Gian Prakash Gupta Independent 8 2 3 3
Mr. Mohan Gyani Independent - - - -
Ms. Tarjani Vakil Independent 3 2 1 1
Mr. R.C. Bhargava Independent 7 1 4 4
Mr. P. Murari Independent 10 - 6 3
Mrs. Madhabi Puri Buch Independent 1 2 1 -
Mr. Himanshu Kapania Managing Director 7 1 1 -
1. Directorships held by the Directors as mentioned above, excludes alternate directorships, directorships held in foreign
companies and companies registered under Section 25 of the Companies Act, 1956.
2. Represents Membership/Chairmanship of two Committees viz. Audit Committee and Shareholders’/Investors’ Grievance
Committee of Public Limited Companies.
3. Mr. James Maclaurin was appointed as an Alternate Director to Dr. Shridhir Sariputta Hansa Wijayasuriya with effect from
April 25, 2013. He, however, ceased to be the Alternate Director with effect from August 1, 2013.
Board Meetings and Procedure for discussion at the meeting with permission of the
Chairman.
The annual calendar of meetings is broadly determined at the
beginning of each year. The Board meets atleast once in a The Chief Financial Officer and other Senior Management
quarter to review the quarterly financial results and operations Personnel are invited to the Board/Committee Meetings to
of the Company. Apart from the above, additional Board present reports on the items being discussed at the meeting.
Meetings are convened to address the specific needs of the All the relevant information as enumerated in Annexure 1A to
Company. In case of urgent business exigencies, some Clause 49 of the Listing Agreement is placed before the Board.
resolutions are also passed by circulation, as permitted by law, The presentations covering the Company’s performance,
which is confirmed in the subsequent Board Meeting. The operations and business strategy are also made to the Board.
Meetings of the Board are generally held in Mumbai. Video The Board periodically reviews the compliance status of all the
Conferencing/Teleconferencing facilities are also made applicable laws. The Board is regularly updated on various legal
available to enable participation of Directors, in case they cannot and regulatory developments involving the Company. Action
be physically present at the Meeting. Taken Report in respect of the matters arising out of the previous
meetings is placed at the succeeding meeting of the Board/
The Board Meetings are scheduled well in advance and the notice Committee for noting. The draft minutes of each Board/
of such board meeting is given in writing to all the Directors. Committee Meetings are circulated to all Directors for their
There is a structured manner in which the agenda items are comments, before being recorded in the minutes book. The
prepared and presented. The Company Secretary in consultation Company Secretary records the minutes of each Board/
with the Chairman prepares detailed agenda for the meetings. Committee Meeting.
All the agenda items are backed by comprehensive agenda
notes and relevant supporting papers containing all the The Members of the Board have complete freedom to express
vital information, so as to enable the Directors to have focused their opinion and have unfettered and complete access to
discussion at the meeting and to take informed decisions. information in the Company. All the decisions are taken after
The agenda and agenda notes are circulated to all the Directors detailed deliberations by the Board Members at the meetings.
well in advance of each meeting of the Board of Directors. Senior Management Personnel are invited to provide additional
Where it is not practical to send the relevant information as a inputs for the items being discussed by the Board as and when
part of the agenda papers, the same is tabled at the meeting. necessary. The important decisions taken at the Board/
In special and exceptional circumstances, additional Committee meetings are communicated to the concerned
or supplementary agenda items are taken-up for discussion with departments promptly.
the permission of the Chairman. The members of the Board or During the Financial Year 2013-14, four meetings of the Board
Committees are free to suggest any item to be included in the were held on April 25, 2013, August 1, 2013, October 24, 2013
agenda, in addition to exercising their right to bring up matters and January 27, 2014.

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The details of attendance of Directors at the Board Meetings A. Audit Committee

and at the last Annual General Meeting (AGM) are as under:
The Company has an Audit Committee at the Board level with
Name of Director No. of Board Meetings Attended power and role that are in accordance with Clause 49 of the
held during the tenure Last AGM Listing Agreement and the Companies Act, 1956. The Audit
Held Attended (Yes/No) Committee oversees the accounting, auditing and overall
financial reporting process of the Company. The Audit
Mr. Kumar Mangalam Birla 4 1 Yes
Committee acts as a link between the Management, the
Mrs. Rajashree Birla 4 2 No Statutory Auditors, Internal Auditors and the Board of Directors
Dr. Rakesh Jain 4 3 No to oversee the financial reporting process of the Company.
Mr. Biswajit A. Subramanian 4 3 No The Company has appropriate internal control systems for
Dr. Shridhir Sariputta Hansa business processes, covering operations, financial reporting and
compliance with applicable laws and regulations. Regular
Wijayasuriya 4 4 Yes
internal audits and management reviews ensure that the
Mr. Arun Thiagarajan 4 4 Yes responsibilities are executed effectively. The Audit Committee
Mr. Gian Prakash Gupta 4 4 No actively reviews the adequacy and effectiveness of internal
control systems and suggests improvements for strengthening
Mr. Mohan Gyani 4 1 No
them, as appropriate.
Ms. Tarjani Vakil 4 2 Yes
The Committee also oversees the performance of the internal
Mr. R.C. Bhargava 4 3 No and statutory auditors and also recommends their appointment
Mr. P. Murari 4 2 No and remuneration to the Board. The minutes of the Audit
Mr. Sanjeev Aga 4 4 No Committee forms part of the Board Agenda. The Chairman of
the Audit Committee Meeting briefs the Board on the discussions
Mr. Himanshu Kapania 4 4 Yes held during Audit Committee Meeting.
Mrs. Madhabi Puri Buch 4 4 No
The Company also reviews Enterprise Risk Management
Mr. James Maclaurin 0 0 No Framework which provides for identification of risks, risk
evaluation and development of risk mitigation plans. The Audit
Code of Conduct Committee is periodically informed about the risk assessment,
The Board of Directors have laid down the Code of Conduct for impact of the risk on the business and mitigation plans.
all the Board Members and Senior Management Personnel of
the Company, which is also uploaded on the website of the Terms of reference
Company (www.ideacellular.com). The Code is derived from The broad terms of reference of Audit Committee includes the
three inter-linked fundamental principles viz. good corporate following:
governance, good corporate citizenship and exemplary personal
conduct. All Board Members and Senior Management Personnel a. Oversight of the Company’s financial reporting process and
have affirmed compliance to the Code of Conduct. A declaration the disclosure of its financial information to ensure that the
signed by the Managing Director affirming the compliance with financial statement is correct, sufficient and credible;
the Code of Conduct by the Board Members and Senior b. Recommending to the Board, the appointment,
Management Personnel of the Company is attached and forms re-appointment and if required, the removal of external
part of this Report. auditor, determination of audit fee and also approval of
payment for any other services;
2. COMMITTEES OF THE BOARD c. Reviewing with the management, the annual financial
The Board Committees play a vital role in improving Board statements before submission to the Board, with particular
effectiveness in areas where more focused, specialized and reference to:
extensive discussions are required. Some of the Board functions ● Changes in accounting policies and practices;
are performed through specially constituted Board Committees
comprising of Executive and Non-Executive/Independent ● Major accounting entries based on exercise of
Directors. During the year, the Board formed a Corporate Social judgement by the management;
Responsibility (CSR) Committee. The Board’s Committees ● Qualifications in Draft Audit Report;
include Audit Committee, Remuneration Committee, ● Significant adjustments made in financial statements
Shareholders’/Investors’ Grievance Committee, ESOS arising out of audit findings;
Compensation Committee, Finance Committee, CSR Committee ● The Going Concern assumption;
and Securities Allotment Committee. All the Committees have
well established terms of reference/charter. The Minutes of the ● Compliance with Accounting Standards;
Committee Meetings are noted by the Board. ● Compliance with listing and other legal requirements
concerning financial statements;
The role and composition of the aforesaid Committees, including
the number of meetings held and the related attendance of the ● Any related party transactions i.e. transactions of the
members are given below: Company of material nature, with promoters or the

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management, their subsidiaries or relatives etc., that During the Financial Year 2013-14, six meetings of the Audit
may have potential conflict with the interests of Committee were held on April 25, 2013, May 13, 2013, August 1,
Company at large; and 2013, October 24, 2013, January 10, 2014 and January 27, 2014.
● Matters required to be included in the Directors’ The composition of the Audit Committee and the attendance of
Responsibility Statement, in terms of Section 217(2AA) the members at the meetings held during the year are as under:
of the Companies Act, 1956.
Name of Director Category No. of No. of Meetings
d. Reviewing the adequacy of internal audit function, including Meetings held attended
the structure of the internal audit department, staffing and
during the tenure
seniority of the official heading the department, reporting
structure, coverage and frequency of internal audit; Mr. Gian Prakash Gupta Independent 6 6
(Chairman)
e. Discussion with internal auditors on any significant findings
Mr. Arun Thiagarajan Independent 6 6
and follow-up thereon;
Ms. Tarjani Vakil Independent 6 5
f. Reviewing the findings of any internal investigations by the
internal auditors into matters where there is suspected Dr. Shridhir Sariputta
fraud or irregularity or a failure of internal control systems Hansa Wijayasuriya Non-Executive 6 3
of a material nature and reporting the matter to the Board; B. Remuneration Committee
g. Reviewing with the management, the performance of The Remuneration Committee has been constituted for
external and internal auditors, and the adequacy of internal reviewing and recommending the remuneration payable to the
control systems; Directors and senior officials of the Company. The Committee
h. Discussion with external auditors before the audit is entrusted with the responsibility of evaluating and approving
commences on the nature and scope of audit as well as the remuneration packages and polices for Directors and senior
having post-audit discussions to ascertain any area of officials of the Company.
concern;
Terms of reference
i. Reviewing with the management, the quarterly financial The broad terms of reference of Remuneration Committee
statements before submission to the Board for approval; includes the following:
j. Reviewing the reasons for substantial defaults in the
a. Review of remuneration payable to the Directors and senior
payment to the depositors, debenture holders, shareholders
officials of the Company;
(in case of non-payment of declared dividends) and
creditors; b. Reviewing and advising the Board over the remuneration
policies of the Company generally; and
k. Review of Management Discussion and Analysis of financial
condition and results of operations; c. Such other matters as may be decided by the Board from
time to time.
l. Review of Management Letters/Letters of Internal Control
Weaknesses issued by the Statutory/Internal Auditors; Composition, Meetings and Attendance
The Remuneration Committee comprises of three Non-Executive
m. Reviewing of functioning of ‘Whistle Blower Mechanism’ in
Directors, all of whom are Independent Directors. The Company
case the same exists; and
Secretary acts as the Secretary to the Committee. As on
n. Carrying out any other function as and when referred by March 31, 2014, the Committee comprised of Mr. Arun Thiagarajan,
the Board. Ms. Tarjani Vakil and Mr. Gian Prakash Gupta.
During the Financial Year 2013-14, one meeting of the
Composition, Meetings and Attendance
Remuneration Committee was held on January 27, 2014 and the
The Audit Committee of the Board comprises four members, of same was attended by all the members.
which three members, including the Chairman, are Independent
Directors and one member is a Non-Executive Director. The Remuneration of Directors
majority of the Audit Committee members possess accounting (i) Remuneration of the Managing Director
and financial management expertise. The Company Secretary The remuneration package of the Managing Director is
acts as the Secretary to the Committee. determined by the Remuneration Committee. The
The Managing Director and the Chief Financial Officer of the recommendations of the Remuneration Committee are
Company are permanent invitees to the Audit Committee considered and approved by the Board, subject to the approval
meeting. Representatives of the Statutory Auditors and Internal of the members of the Company. The remuneration package of
Auditors of the Company are also invited to the Audit Committee the Managing Director comprises of a fixed salary component
Meetings. In addition, other Senior Management Personnel are and a performance linked bonus. A fair portion of the
also invited to the Committee meetings to present reports on remuneration of the Managing Director is linked to the
the respective functions that are discussed at the meetings from Company’s performance, thereby creating a strong alignment
time to time. of interest with shareholders.

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Details of the Managerial Remuneration paid to the Managing Director during Financial Year 2013-14 is as under:
Executive Relationship Business Remuneration during 2013-14
Director with other relationship with All elements of Fixed Service Contract, Stock Option
Directors the Company, remuneration component & notice period, details, if any
if any package performance severance fee
i.e. salary, linked incentives,
allowances and along with
other benefits performance
etc. criteria
Mr. Himanshu None Managing ` 62.73 Mn ` 30.57 Mn See Note(b) See Note(c)
Kapania Director See Note(a)
(a) Mr. Himanshu Kapania was paid a sum of ` 30.57 Mn towards performance incentive, linked to achievement of targets, over
and above ` 62.73 Mn paid as remuneration.
(b) The appointment of Mr. Himanshu Kapania is for a period of five years effective from April 1, 2011. The appointment is subject
to termination by three months notice on either side. No severance fees is payable to the Managing Director. The remuneration
paid to Mr. Himanshu Kapania for Financial Year 2013-14 is as per the terms approved by the Shareholders at the Extra-
ordinary General Meeting held on December 26, 2013.
(c) In terms of your Company’s Employee Stock Option Scheme, 2006 (ESOS-2006), Mr. Himanshu Kapania has been granted
267,500 stock options (Tranche I) on December 31, 2007, exercisable at an exercise price of ` 39.30 per option and 66,875
stock options (Tranche II) on July 24, 2008, exercisable at an exercise price of ` 45.55 per option. Each Option is convertible
into one Equity Share of the Company upon vesting. These Options vest in 4 equal annual installments after one year of the
grant and are exercisable within a period of 5 years from the date of vesting. Mr. Himanshu Kapania has exercised all the stock
options under ESOS-2006.
Further, on February 11, 2014, under the terms of your Company’s Employee Stock Option Scheme, 2013 (ESOS-2013),
Mr. Himanshu Kapania has been granted 1,893,740 stock options (Options) exercisable at an exercise price of ` 126.45 per
Option and 533,333 Restricted Stock Units (RSU) exercisable at an exercise price of ` 10/- per RSU. Each Option and each RSU
when exercised is convertible into one Equity Share of the Company. These Options would vest in 4 equal annual installments
after one year of the grant and the RSUs will vest after 3 years from the date of grant. The Options and RSUs shall be exercisable
within a period of 5 years from the date of vesting.
(ii) Remuneration to Non-Executive Directors
The Non-Executive Directors are paid remuneration by way of sitting fees for attending the Board Meetings and Committee
Meetings. The sitting fees, as determined by the Board is ` 20,000 for each meeting of the Board and Committee Meeting.
The Non-Executive Directors are also entitled to reimbursement of expenses incurred in performance of the duties as directors
and members of the Committees.
The details of the sitting fees paid to Non-Executive Directors for the Financial Year ended March 31, 2014 are as under:
Name of Non-Executive Director Sitting Fees (`)
Mr. Kumar Mangalam Birla 40,000
Mrs. Rajashree Birla 40,000
Dr. Rakesh Jain 100,000
Mr. Biswajit A. Subramanian 60,000
Dr. Shridhir Sariputta Hansa Wijayasuriya 120,000
Mr. James Maclaurin 0
Mr. Arun Thiagarajan 280,000
Mr. Gian Prakash Gupta 220,000
Mr. Mohan Gyani 20,000
Ms. Tarjani Vakil 220,000
Mr. R.C. Bhargava 40,000
Mr. P. Murari 40,000
Mrs. Madhabi Puri Buch 80,000
Mr. Sanjeev Aga 140,000

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(iii) Details of Shareholding of Directors The Compliance Officer can be contacted at:
The details of shareholding of Directors as on March 31, 2014 Idea Cellular Limited
are as under: “Windsor”, 5th Floor, Off CST Road,
# Near Vidya Nagari,
Name of Director No. of Equity Shares
Kalina, Santacruz (East),
Mr. Kumar Mangalam Birla 233,333 Mumbai – 400 098
Dr. Rakesh Jain 5,000 Tel: +91-9594004000
Fax: +91-22-26527080
Mr. Arun Thiagarajan 7,700 Email: [email protected]
Mr. Gian Prakash Gupta 4,192
Investor Grievances Redressal Status
Ms. Tarjani Vakil 147
During the Financial Year 2013-14, the complaints and queries
Mr. Sanjeev Aga 200,000 received from the shareholders were general in nature and were
Mr. Himanshu Kapania 314,375 mainly pertaining to non-receipt of Dividend, non-receipt of
annual reports, request for subsidiary annual accounts etc. All
# Shares held singly or as a first shareholder are only the complaints were resolved to the satisfaction of the investors.
considered.
The status of Investors’ Complaints as on March 31, 2014, is as
Stock Options to Non-Executive Directors: follows:
Mr. Sanjeev Aga, former Managing Director of the Company
No. of complaints as on April 1, 2013 0
had been granted 1,712,000 stock options under Tranche I
and 428,000 stock options under Tranche II of the Employee No. of complaints received during the
Stock Option Scheme, 2006 (ESOS-2006) while in the Financial Year 2013-14 369
employment of the Company. No. of complaints resolved upto March 31, 2014 369
Mr. Aga has exercised all the stock options granted to him No. of complaints pending as on March 31, 2014 0
under ESOS-2006 upto March 31, 2014.
Apart from Mr. Aga, no other Non-Executive director has To redress investor grievances, the Company has a dedicated
been granted stock options. E-mail ID [email protected] to which investors may
send complaints.
C. Shareholders’/Investors’ Grievance Committee
In order to ensure quick redressal of the complaints of the D. ESOS Compensation Committee
stakeholders, Company has in due compliance with Clause 49
A Compensation Committee known as “ESOS Compensation
of the Listing Agreement constituted a Shareholders’/Investors’
Committee” has been constituted in accordance with SEBI
Grievance Committee. The Committee oversees the process of
(Employee Stock Option Scheme and Employee Stock Purchase
share transfer and monitors redressal of Shareholders’/
Scheme) Guidelines, 1999, for formulating and implementing
Investors’ complaints/grievances viz. non-receipt of annual
an Employee Stock Option Scheme of the Company.
report, dividend payment, issue of duplicate share certificates,
transmission of shares and other related complaints. In addition, The Committee oversees the formulation of ESOP plans, the
the Committee also monitors other issues including status of implementation of the Scheme, its administration, supervision,
dematerlisation/rematerialisation of shares issued by the and formulating detailed terms and conditions in accordance
Company. with the SEBI Guidelines.
Composition, Meetings and Attendance The Board of Directors of your Company have approved the
As on March 31, 2014, the Committee comprises of three formulation of a new Employee Stock Option Scheme, 2013
members namely, Dr. Rakesh Jain, Mr. Sanjeev Aga and (ESOS – 2013) in terms of the SEBI Guidelines and mandated the
Mr. Himanshu Kapania. The Company Secretary acts as a existing ESOS Compensation Committee to implement and
Secretary to the Committee. During the Financial Year 2013-14, administer the ESOS – 2013. At the Annual General Meeting of
the Shareholders’/Investors’ Grievance Committee met once on the Company held on September 16, 2013, shareholders
February 21, 2014 which was attended by all the Members. approved the formulation of ESOS – 2013. Accordingly, the
Committee formulated the Scheme and vide its circular
Compliance Officer resolution dated February 11, 2014 granted 1,85,65,428
Mr. Pankaj Kapdeo, Company Secretary, also acts as the Stock Options at an exercise price of ` 126.45 per stock option
Compliance Officer of the Company. The Compliance Officer exercisable into the same number of equity shares of
briefs the Committee on the grievances/queries of the investors ` 10/- each and 81,05,587 Restricted Stock Units at an exercise
and the steps taken by the Company for redressing their price of ` 10/- each to the eligible employees of your
grievances. Company.

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The ESOS Compensation Committee comprises of three Non- Mrs. Rajashree Birla, Mr. P. Murari and Mr. Himanshu Kapania.
Executive Directors, of whom two members are Independent The Company Secretary acts as the Secretary to the Committee.
Directors. During the Financial Year 2013-14, three meetings of
During the Financial Year 2013-14, no meetings of the
the Committee were held on April 25, 2013, October 24, 2013,
Committee were held.
January 27, 2014.
The composition of the ESOS Compensation Committee and the 3. SUBSIDIARY COMPANIES
attendance of the members at the meetings held during the year
are as under: The Company does not have any material non-listed Indian
subsidiary, whose turnover or net worth (paid-up capital and
Name of Director Category No. of No. of free reserves) exceeds 20% of the consolidated turnover or
Meetings Meetings net worth respectively of the Company.
held during attended
the tenure As on March 31, 2014, the Company had five Subsidiary
Mr. Kumar Mangalam Non- 3 1 Companies, names of which are set out as under:
Birla Executive
1. Aditya Birla Telecom Limited
Ms. Tarjani Vakil Independent 3 3
Mr. Arun Thiagarajan Independent 3 3 2. Idea Cellular Services Limited
E. Finance Committee 3. Idea Cellular Infrastructure Services Limited

The Company has constituted a Finance Committee to approve 4. Idea Telesystems Limited
matters relating to availing of financial/banking facilities. As
on March 31, 2014, the Committee comprises of Mr. Himanshu 5. Idea Mobile Commerce Services Limited
Kapania, Dr. Rakesh Jain and Mr. Sanjeev Aga. During the year under review, Idea Cellular Towers
During the Financial Year 2013-14, two meetings of the Finance Infrastructure Limited was merged with Indus Towers Limited
Committee were held on February 4, 2014 and March 26, 2014. with an appointed date of April 1, 2009 pursuant to a scheme
of arrangement of merger, which was approved by the
The composition of the Finance Committee and the attendance
Hon’ble High Court of Delhi vide its order dated April 18, 2013.
of the members at the meetings held during the year are as
under: The scheme became effective on June 11, 2013, being the
date of filing of the certified copy of the high court order with
Name of Director Category No. of No. of the RoC.
Meetings Meetings
held during attended 4. DISCLOSURES
the tenure
a. Disclosure on materially significant related party
Mr. Sanjeev Aga Non-Executive 2 2 transactions
Dr. Rakesh Jain Non-Executive 2 1 All the related party transactions are done on arms
Mr. Himanshu Kapania Managing 2 2 length basis. The related party transactions are placed
Director before the Audit Committee on a quarterly basis. The
details of related party transactions have been disclosed
under Note 45 of the financial statements.
F. Securities Allotment Committee
The Securities Allotment Committee is empowered to make b. Disclosure of Accounting Treatment
allotment of all kinds of securities that may be issued by the While preparing the financial statements, the Company
Company, from time to time. As on March 31, 2014, the has followed the Accounting Standards notified under
Committee comprises of Mr. Himanshu Kapania, Dr. Rakesh Jain, the Companies Act, 1956 (which continue to be
Mr. Sanjeev Aga and also Mr. G.P. Gupta, who was co-opted as a applicable in respect of Section 133 of the Companies
member to the Committee in August, 2013. Act, 2013 in terms of General Circular 15/2013 dated
During the Financial Year 2013-14, no meetings of the 13 th September 2013 of the Ministry of Corporate
Committee were held. Affairs) and the accounting principles generally
accepted in India.
G. Corporate Social Responsibility (CSR) Committee
c. Risk Management
The Corporate Social Responsibility Committee (CSR Committee) Your Company has a well-established an Enterprise Risk
was constituted to monitor and implement the Company’s CSR Management (ERM) framework to identify and manage
Policy. The prime responsibility of the Committee is to assist risks associated with the Company, which is monitored
the Board in integrating its social and environmental objectives on a continuous basis. The Audit Committee reviews
with its business strategies. The Committee seeks to formulate the efficacy of the risk Management process, the key
and monitor implementation of CSR policy and sustainability risks associated with the business of your Company and
practices. As on March 31, 2014, the Committee comprises of the measures in place to mitigate the same.

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d. Details of non-compliance with regard to the Capital re-appointment is annexed to the Notice convening the
Market 19th Annual General Meeting forming part of this
The Company has complied with all the requirements Annual Report.
of the Stock Exchanges as well as the regulations and ii) Communication to Shareholders
guidelines prescribed by the Securities and Exchange
Board of India (SEBI). There were no penalties or The Company’s quarterly financial results, presentation
strictures imposed on the Company by Stock Exchanges made to Institutional Investors/Analysts, official news
or SEBI or any statutory authority on any matter related releases and other general information about the
to capital markets during the last three years. Company are uploaded on the Company’s website
(www.ideacellular.com).
e. Proceeds from public issues, rights issues, preferential
The quarterly financial results of the Company are
issues etc.
generally published in The Economic Times (all editions)
During the year, the Company did not raise any funds and Western Times (a regional daily published in
by way of public, rights, preferential issues etc. Gujarat).
5. MANAGEMENT DISCUSSION AND ANALYSIS At the end of each quarter, the Company organizes
A detailed report on Management Discussion and Analysis earnings call with the analysts and investors and the
forms part of the Annual Report. transcripts of the same are uploaded on the website
thereafter.
6. SHAREHOLDERS’ INFORMATION
i) Disclosure regarding appointment or re-appointment iii) General Body Meetings
of Directors
The last three Annual General Meetings were held as
Brief profile of the Directors seeking appointment or
under:
Financial Date Time Venue Particulars of Special

Year Resolution(s)
2012- September 16, 2013 12.00 noon Cambay Spa and Resort, 1. Issue of Securities under
2013 Plot No. X-22/23 GIDC Employee Stock Option Scheme
Electronic Estate, Sector 25, 2. Extension of benefits of the
Gandhinagar -382 044, Employee Stock Option Scheme
Gujarat. to the employees of holding/
subsidiary Company(ies)
3. Raising of Funds through
issuance of equity shares.
2011- June 18, 2012 12.00 noon Cambay Spa and Resort, None
2012 Plot No. X-22/23 GIDC
Electronic Estate, Sector 25,
Gandhinagar -382 044,
Gujarat.
2010- September 28, 2011 12.00 noon Cambay Spa and Resort, None
2011 Plot No. X-22/23 GIDC
Electronic Estate, Sector 25,
Gandhinagar -382 044,
Gujarat.
Extra-ordinary General Meeting

During the Financial Year 2013-14, one Extra-ordinary General Meeting was held on 26th December, 2013. The matters
transacted at the said Extra-ordinary General Meeting are as under:
(i) Increase in aggregate investment limit of Foreign Institutional Investors
(ii) Increase in Remuneration of the Managing Director
Postal Ballot
There was no Special Resolution passed through Postal Ballot during the Financial Year 2013- 2014.

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iv) Details of unclaimed shares in terms of Clause 5A of the Listing Agreement

In terms of Clause 5A of the Listing Agreement, the Company shall credit the shares allotted pursuant to the Initial Public
Offering (IPO) of the Company in the year 2007, which are unclaimed and are lying in escrow account to a demat suspense
account, and the details thereof as required to be disclosed in the Annual Report are given below:
Particulars No. of No. of

Cases Shares
Aggregate number of shareholders and the outstanding shares lying in the suspense
account at the beginning of the year i.e. as on April 1, 2013 92 17,648
Number of shareholders who approached to the Issuer/Registrar for transfer of
shares from suspense account during the Financial Year 2013-14 7 1,793
Number of shareholders to whom shares were transferred from suspense account
during the Financial Year 2013-14 7 1,793
Aggregate number of shareholders and the outstanding shares lying in the suspense
account at the end of the year i.e. as on March 31, 2014 85 15,855
7. CEO/CFO CERTIFICATION Financial reporting for

As required by Clause 49 of the Listing Agreement, the CEO/ the quarter ending
CFO certification is appended as an Annexure to this December 31, 2014 : End January, 2015
Report. Financial reporting for
the year ending
8. REPORT ON CORPORATE GOVERNANCE March 31, 2015 : End April, 2015
This Corporate Governance Report forms part of the Annual Annual General
Report. The Company is in full compliance with all the Meeting for the year
provisions of Clause 49 of the Listing Agreement entered ended March 31, 2015 : August/September, 2015
into with the Stock Exchange(s).
3. Book Closure Date : September 20, 2014 to
September 26, 2014
9. COMPLIANCE
(both days inclusive)
The Company is compliant with the requirements as
4. Dividend : ` 0.40 per share of
prescribed in Clause 49 of the Listing Agreement. A
` 10/- each (i.e. 4%)
Certificate from the Statutory Auditors of the Company,
as stipulated in Clause 49 of the Listing Agreement entered 5. Dividend Payment Date : On or after September 26, 2014
into with the Stock Exchange(s) is annexed and forms part 6. Registered Office : Suman Tower,
of this Annual Report. As far as adoption of non-mandatory Plot No. 18, Sector - 11,
requirements are concerned, the Board has constituted a Gandhinagar – 382 011,
Remuneration Committee of Directors comprising of Non- Gujarat, India.
Executive and Independent Directors. Tel: +91-79-66714000
Fax: +91-79-23232251
GENERAL SHAREHOLDERS’ INFORMATION
7. Plant Locations : The Company being a
1. Annual General Meeting service provider, has no
Day and Date : Friday, 26th September, 2014 plant locations.
Time : 12:30 P.M. 8. Listing Details
Venue : Cambay Spa and Resort, The Equity Shares of the Company are listed on the
Plot No. X-22/23, following Stock Exchanges:
GIDC Electronic Estate,
Sector 25, Name of Stock Exchanges
Gandhinagar – 382 044,
Gujarat. National Stock Exchange Bombay Stock Exchange
of India Limited Limited
2. Financial Calendar for 2014-15 (Tentative) “Exchange Plaza”, Phiroze Jeejeebhoy Towers,
Financial reporting Bandra-Kurla Complex, Dalal Street,
for the quarter ending Bandra (East), Mumbai – 400 001
June 30, 2014 : End July, 2014 Mumbai – 400 051
Financial reporting
for the quarter ending The annual listing fee for the Financial Year 2014-15 has
September 30, 2014 : End October, 2014 been paid to the above Stock Exchanges.

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9. Stock Codes
Stock Code Reuters Bloomberg
Bombay Stock Exchange 532822 IDEA.BO IDEA IN
National Stock Exchange IDEA IDEA.NS NIDEA IN
ISIN No. of Equity Shares INE669E01016
10. Stock Price Data

The monthly high and low prices and volume of shares of the Company at the Bombay Stock Exchange Limited (BSE) and the
National Stock Exchange of India Limited (NSE) for the year 2013-14 are as under:
Month Bombay Stock Exchange Limited National Stock Exchange of India Limited
High Low Close Avg. Vol. High Low Close Avg. Vol.
(in `) (in `) (in `) (in Nos.) (in `) (in `) (in `) (in Nos.)
April, 2013 133.50 101.10 132.60 9,54,710 133.85 101.10 132.75 44,54,119
May, 2013 138.20 124.85 130.45 6,17,363 138.60 124.70 131.05 34,86,760
June, 2013 150.65 124.40 141.40 3,87,782 150.70 124.30 141.50 56,76,444
July, 2013 170.75 134.10 169.00 4,98,306 170.70 134.15 168.95 57,98,257
August, 2013 177.00 142.00 159.80 5,96,521 177.30 141.80 159.90 70,85,197
September, 2013 175.95 148.40 168.25 4,36,846 176.00 148.55 168.25 52,44,205
October, 2013 188.35 165.80 172.75 5,47,857 188.40 165.75 172.75 50,56,954
November, 2013 179.50 157.15 175.45 519,454 179.50 157.05 175.45 5,547,157
December, 2013 183.65 164.60 166.85 5,89,119 183.70 164.55 166.90 32,07,514
January, 2014 170.20 135.60 143.45 6,36,517 170.20 135.50 143.50 60,71,449
February, 2014 153.30 125.10 128.65 8,39,589 153.10 125.10 128.90 66,96,551
March, 2014 143.65 128.85 137.50 3,23,077 143.85 129.00 137.45 48,18,445
Source: BSE and NSE Website
11. Stock Performance

The performance of the Company’s share price vis-à-vis the broad based BSE and NSE indices during the year 2013-14 is
as under:
(a) Comparison of the Company’s share price with BSE Sensex
205 25,000
190 23,500
175 22,000
160 20,500
145 19,000
130 17,500
115 16,000
100 14,500
Apr 2013
May 2013
Jun 2013
Jul 2013
Aug 2013
Sep 2013
Oct 2013
Nov 2013
Dec 2013
Jan 2014
Feb 2014
Mar 2014
Idea Share Price BSE Sensex

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(b) Comparison of the Company's share price with NSE Nifty
205 7,750
190 7,250
175 6,750
160 6,250
145 5,750
130 5,250
115 4,750
100 4,250
Apr 2013
May 2013
Jun 2013
Jul 2013
Aug 2013
Sep 2013
Oct 2013
Nov 2013
Dec 2013
Jan 2014
Feb 2014
Mar 2014
Idea Share Price NSE Nifty
12. Share Transfer System 14. Shareholding Pattern

Transfer of shares in dematerialized form is done through The shareholding pattern of the Company as on March 31,
the depositories without any involvement of the Company. 2014 is as follows:
Transfer of shares in physical form is normally processed
within a period of 12 working days from the date of the Category No. of % Share-
lodgement, subject to documents being valid and complete Shares holding
in all respects. All transfers are first processed by the Promoter and Promoter Group 1,520,679,047 45.81
Registrar and Share Transfer Agent and are submitted to
the Company for approval thereafter. During the year under Foreign Institutional Investors 647,506,093 19.51
review, one request for physical transfer was received and
the same was duly processed within the specified Non-Resident Indians / Overseas
Corporate Bodies 991,738,209 29.87
timelines.
Mutual Funds, Financial Institutions,
13. Distribution of Shareholding Banks and Insurance Companies 80,089,040 2.41
The distribution of shareholding of the Company as on
March 31, 2014 is as follows: Domestic Bodies Corporate 23,188,350 0.70
Number of Number % to total No. of % to Resident Indians and Others 56,431,022 1.70
Equity Shares of Share- Share- Shares total
Total 3,319,631,761 100.00
held holders holders held Share-
holding
15. Dematerialisation of Shares and Liquidity
Upto 5000 235,692 94.95 29,847,162 0.90
The Shares of the Company are compulsorily tradable in
5000 – 10000 7,129 2.87 5,509,191 0.17 dematerialized form through both the Depository Systems
in India viz. National Securities Depository Limited (NSDL)
10001– 20000 2,667 1.07 3,956,083 0.12 and Central Depository Services (India) Limited (CDSL). A
20001 – 30000 817 0.33 2,100,050 0.06 total number of 3319,615,153 Equity Shares of the
Company constituting over 99.99% of the issued,
30001 – 40000 306 0.12 1,094,565 0.03 subscribed and paid-up share capital were held in
40001 – 50000 318 0.13 1,519,035 0.05
dematerialised form as on March 31, 2014.
50001 – 100000 446 0.18 3,292,649 0.10 16. Outstanding GDRs/ADRs etc.
100001 & above 865 0.35 3,272,313,026 98.57 The Company has not issued any GDRs/ADRs/Warrants
and hence no amount is outstanding as at the
Total 248,240 100.00 3,319,631,761 100.00 year end.

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17. Registrar and Share Transfer Agents 19. Investor Correspondence

M/s. Bigshare Services Private Limited In order to facilitate quick redressal of the grievances/
E -2 & 3, Ansa Industrial Estate, queries, the Investors and Shareholders may contact the
Saki-Vihar Road, Sakinaka, Company Secretary at the under mentioned address for any
Andheri (East), assistance:
Mumbai – 400 072
Mr. Pankaj Kapdeo
Tel: +91-22-2847 0652 / 4043 0200
Company Secretary
Fax: +91-22-2847 5207
E-mail: [email protected]
“Windsor”, 5th Floor,
18. Name and Address of Trustees for the Debentureholders Off CST Road,
Near Vidya Nagari,
M/s IDBI Trusteeship Services Limited Kalina, Santacruz (East),
Asian Building, Ground Floor, Mumbai – 400 098
17, R. Kamani Building, Tel: +91-9594004000
Ballard Estate, Fax: +91-22-26527080
Mumbai – 400 001 E-mail: [email protected]
Tel: +91-22-4080 7000
Fax: +91-22-6631 1776

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Declaration
As provided under Clause 49 of the Listing Agreement with the Stock Exchange(s), it is hereby declared that all the Board Members
and Senior Management Personnel of Idea Cellular Limited have affirmed the compliance with the Code of Conduct for the year
ended March 31, 2014.
Place : Mumbai Himanshu Kapania

Date : April 28, 2014 Managing Director
CEO/CFO Certification
To,
The Board of Directors
Mumbai
We, Himanshu Kapania, Managing Director and Murthy GVAS, President (Finance & Accounts) of Idea Cellular Limited (‘the
Company’), to the best of our knowledge and belief, hereby certify that:
a) We have reviewed the financial statements and cash flow statements of the Company for the year ended March 31, 2014 and:
i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
Accounting Standards, applicable laws and regulations.
b) There are no transactions entered into by the Company during the year ended March 31, 2014, which are fraudulent, illegal or
violative of the Company’s code of conduct.
c) We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the
effectiveness of internal control systems of the Company pertaining to financial reporting. We have disclosed to the Auditors
and the Audit Committee, deficiencies in the design and operations of such internal controls, if any, of which we are aware
and steps that have been taken to rectify these deficiencies.
d) We have indicated, wherever applicable, to the Auditors and the Audit Committee:
i) Significant changes in the internal control over financial reporting during the year;
ii) Significant changes in the accounting policies during the year and that the same has been disclosed in the notes to the
financial statements; and
iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or
any employee having a significant role in the Company’s internal control system over financial reporting.
Place : Mumbai Himanshu Kapania Murthy GVAS

Date : April 28, 2014 Managing Director President (Finance & Accounts)

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Auditors’ Certificate
To the Members of
We have examined the compliance of conditions of Corporate Governance by Idea Cellular Limited, for the year ended on
31st March 2014, as stipulated in Clause 49 of the Listing Agreement of the said Company with stock exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination has been limited
to review of the procedures and implementation thereof adopted by the Company for ensuring compliance with the conditions of
Corporate Governance as stipulated in the said Clause. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made by
the Directors and the management, we certify that the Company has complied with the conditions of Corporate Governance as
stipulated in Clause 49 of the above mentioned Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
For Deloitte Haskins & Sells LLP

(Firm’s Registration No. 117366W/W-100018)
Khurshed Pastakia
Partner
(Membership No. 31544)
Place : Mumbai
Date : April 28, 2014

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About this Report
The Securities and Exchange Board of India (SEBI) has mandated top 100 listed entities based on market capitalization on
the BSE and NSE, to include Business Responsibility Report as part of the Annual Report describing the initiatives taken by
the Companies from Environmental, Social and Governance perspectives.
This Business Responsibility Report, as stipulated under Clause 55 of the Listing Agreement provides general information
about the Company and its business responsibility as required by SEBI.
The following five sections cover disclosures as per the SEBI suggested BRR framework.
Section A: General Information about the Company
Sr. No. Description Information
1 Corporate Identity Number L32100GJ1996PLC030976
2 Name of the Company Idea Cellular Limited
3 Registered address Suman Tower, Plot No. 18, Sector 11,
Gandhinagar - 382 011, Gujarat
4 Website www.ideacellular.com
5 Email Id [email protected]
6 Financial Year reported April 1, 2013 to March 31, 2014
7 Sector(s) that the Company is engaged in Telecommunications services
(industrial activity code-wise) Group: 9984 Class: 99841 Sub-class: 998413
8 List three key products/services that the Idea Cellular Limited (Idea) is one of the leading national
Company manufactures/provides telecommunication service providers in India.
(as in balance sheet) The Company is engaged in the business of mobility
and long distance services.
9 Total number of locations where business
activity is undertaken by the Company
i. Number of International Locations None
(provide details of major 5)
ii. Number of National Locations Company has its business activities and operations spread
across the country.
10 Markets served by the Company – The Company serves the Indian markets.
Local/State/National/International
Section B: Financial Details of the Company

1 Paid-up capital (INR) The paid-up equity capital of the Company as on March 31,
2014 is ` 33,196,317,610 comprising of 3,319,631,761
Equity Shares of ` 10/- each.
2 Total Turnover (INR) ` 261,795 Mn
3 Total Profit After Taxes (INR) ` 16,893 Mn
4 Total spending on Corporate Social

Responsibility (CSR) as percentage of Profit As part of the Aditya Birla Group (ABG), Idea actively
After Tax (%) contributes to the reporting period. Infrastructure
development, health care, sustainable livelihood, education
5 List of activities in which expenditure in are some of the focus areas for CSR activities.
4 above has been incurred

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Section C: Other Details

1 Does the Company have any Subsidiary Yes. The Company has five subsidiaries, the details of which
Company/Companies? have been provided in the Directors’ Report.
2 Do the Subsidiary Company/Companies No
participate in the BR initiatives of the
parent company? If yes, then indicate the
number of such subsidiary company(s)
3 Do any other entity/entities (e.g. suppliers, The Company encourages its entire value chain to
distributors etc.) that the Company does participate in the Business Responsibility (BR) initiatives
business with, participate in the BR initiatives of the Company on a wide range of social and environmental
of the Company? If yes, then indicate the issues. Currently, less than 30% of its other entities
percentage of such entity/entities? participate in the BR initiatives of the Company and Idea
[Less than 30%, 30-60%, More than 60%] strives to encourage more and more entities to
participate in future.
Section D: BR Information
1. Details of Director/Directors responsible for BR:
a) Details of the Director/Directors responsible for implementation of the BR policy/policies

DIN Number 03387441
Name Mr. Himanshu Kapania
Designation Managing Director
b) Details of the BR Head:

1 DIN Number (if applicable) Not Applicable
2 Name Mr. Pankaj Kapdeo
3 Designation Company Secretary
4 Telephone number 9594004000
5 Email-id [email protected]
The National Voluntary Guidelines (NVGs) on Social, Environmental and Economic Responsibilities of Business released
by the Ministry of Corporate Affairs has adopted nine areas of Business Responsibility, as listed below:
P1 – Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
P2 – Businesses should provide goods and services that are safe and contribute to sustainability throughout their life
cycle.
P3 – Businesses should promote the well-being of all employees.
P4 – Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalized.
P5 – Businesses should respect and promote human rights.
P6 – Businesses should respect, protect, and make efforts to restore the environment.
P7 – Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P8 – Businesses should support inclusive growth and equitable development.
P9 – Businesses should engage with and provide value to their customers and consumers in a responsible manner.

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2. Principle-wise (as per NVGs) BR policy/policies (Reply in Y/N)
Business Ethics
Human Rights
Responsibility
Stakeholders
Environment
Engagement
Product Life
Well-being
Customer
Employee
Advocacy
Inclusive
Sr.
Growth
Questions
Policy
Value
No.
P1 P2 P3 P4 P5 P6 P7 P8 P9
1 2 34 3 5 2 6 3
1. Do you have policy/policies for Y Y Y Y Y Y — Y Y
2. Has the policy being formulated in
consultation with the relevant Y Y Y Y Y Y — Y Y
stakeholders?
3. Does the policy conform to any Yes. The policies conform to aspects of the nine
national/international standards? principles of the NVGs for Business Responsibilities
If yes, specify? (50 words)
4. Has the policy being approved by
the Board? If yes, has it been signed
Y Y Y Y Y Y — Y Y
by MD/ Owner/ CEO/ appropriate
Board Director?
5 Does the company have a specified Executive Committee comprising of the Managing Director
committee of the Board / Director / and other senior officials
Official to oversee the implementation ● Ideate & oversee sustainability governance across the
of the policy? company, and own the policies, accelerate progress and
streamline the successful adoption of new sustainability
related processes.
Cross Functional Sustainability Committee
● Nominees from all functions coordinated by a
dedicated Sustainability Officer put the sustainability
framework in motion by driving implementation of agreed
strategy and policy across the Company.
6 Indicate the link for the policy
# - - - - - - - -
to be viewed online?
7 Has the policy been formally Yes. The policies have been communicated to all relevant
communicated to all relevant stakeholders of Idea. Our communication with internal and
internal and external stakeholders? external stakeholders on such matters is a continuous
process.
8 Does the company have in-house There are defined management structures and oversight in
structure to implement the place to oversee the implementation of all policies.
policy/policies?
● Sustainability Cross Functional Team (CFT) / Committee
in place.
● Executive Committee (EC) chaired by MD, leading from
the front.
● EC Meeting, created CFT Sub Committees on:
– Energy & Emissions;
– Health & Safety;
– Waste Management & Supply Chain;
– Electro Magnetic Field (EMF) Radiation;
– Incident Management Tracking

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2. Principle-wise (as per NVGs) BR policy/policies (Reply in Y/N)

● Chief Technology Officer (CTO), designate Chief
Sustainability Officer (CSO) with VP (Networks) :
Champion sustainability.
● Corporate Networks Projects Department assigned
responsibility to drive/roll out sustainability in Idea.
● Sustainability Officer/Subject Matter Expert (SME)
appointed in September, 2013.
9 Does the Company have a grievance
redressal mechanism related to the
policy/policies to address stakeholders’ Y - Y - Y - - - -
grievances related to the policy/policies?
10 Has the company carried out Idea has an internal review mechanism for its key policies.
independent audit/evaluation of the Sustainability Dashboard created with Group level
working of this policy by an internal Central Sustainability Cell Office & Reporting to Business
or external agency? Review Council initiated from Q3 FY 2013-14.
1#
Code of Conduct : http://www.ideacellular.com/wps/wcm/connect/home/idea/investor_relation/code+of+conduct
2
Safety Health and Environment Policy*
3
Policy on Mission, Vision & Values
4
Policy on Prevention of Sexual Harassment
5
Human Rights Policy*
6
Corporate Social Responsibility Policy*
*Safety, Health and Environment Policy Human Rights Policy, and Corporate Social Responsibility Policy were formally adopted in April, 2013.
2a. If answer to S.No. against any Principle is ‘No’, please explain why?
S. No. Principle Response
1 Principle 7 – Businesses, The Company plays a role in advocating on issues pertaining to the telecom
when engaged in influencing sector, through participation in various industry forums, in which the senior
public and regulatory policy, management of the Company plays an active role in framing, reviewing,
should do so in a responsible modifying relevant policies (described under Section E). The Company currently
manner does not have a stated policy on policy advocacy. However Idea continues to
assess the evolving business and regulatory environment in this regard.
Section E: Principle-wise Performance Along with the core values, the Company has adopted a Code
of Conduct (Code) for Board Members and Senior
Principle 1: Businesses should conduct and govern Management, in compliance with the provisions of Clause
themselves with Ethics, Transparency and Accountability 49 of the Listing Agreements. The Code is derived from three
At Idea, the Vision, Mission and Values adopted by the Aditya inter-linked fundamental principles of good corporate
Birla Group governs and guides all business activities and governance, good corporate citizenship and exemplary
stakeholder interactions. personal conduct. All Board Members and Senior
Management personnel affirm their compliance to the Code
As a Pan India organization operating in diverse markets and annually.
cultures, the five core values – Integrity, Commitment,
Passion, Seamlessness and Speed bind all employees of Idea. The Company also has in place a Code of Conduct which
The senior management guides the employees of the requires all employees to transact with each other in a fair
Company and its subsidiaries along these values. and dignified manner and remain diversity sensitive. Integrity
in personal conduct, conduct at work, conflict of interest,
Idea is committed to taking decisions that are fair and acting
and interface with the external world are all covered under
in an honest manner following the highest standards of
this code.
professionalism. Integrity is a cornerstone for all the
Company’s dealings, be it with customers, employees, Idea demands ethical conduct in business from its
suppliers, partners, shareholders, communities or the vendors. As a part of its policy on Health Safety and
government. To maintain checks and balances on these Environment, vendors must not engage in bribery,
values and policies, Idea has a robust consequence corruption or other unethical practices in order to gain
management process in place. competitive advantage.

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At Idea, transparent and timely communication is G Recharge Vouchers – In FY 2013-14, the ratio of
encouraged to enable positive results and faster decisions. electronic recharges has improved by 3.2% over paper
Transparent communication enhances the credibility of the recharges over the year. This has led to reduction in
management. printing of paper coupons and thereby savings of over
7,400 trees on an annual basis.
SEBI – BRR Questionnaire Responses for Principle 1:
G Paper conservation through customer E-billing - In line
1. Does the policy relating to ethics, bribery and corruption with the ‘Save Paper, Save Trees’ campaign, Idea
cover only the Company? Yes/No. Does it extend to undertook various initiatives in this year to increase E-
group/joint ventures/suppliers/contractors/NGOs/ billing of postpaid subscribers. Customers were
Others incentivized to opt for an E-bill over physical bill and
sustained focused efforts towards this objective led to
The Company has adopted its own Code of Conduct
increase in our E-bill penetration by 7% in FY 2013-14.
which is based on the Aditya Birla Group Code of
E-billing now contributes to saving over 12,300 trees on
Conduct, which addresses the aspects of ethics, bribery
an annual basis.
and corruption. This is applicable to Group businesses,
including the employees of Idea and its subsidiaries. The G Compliance on EMF radiation related regulation is
five core values - Integrity, Commitment, Passion, another business priority at Idea. The Company has
Seamlessness and Speed have also been adopted across made significant monetary investment in the purchase
the Aditya Birla Group. In addition, the Company’s of EMF monitoring equipment and is compliant with
vendor/supplier contracts include clauses on ethical existing Department of Telecommunications (DoT)
behavior, bribery and corruption. regulations. The Company is proactive in policy
development and public education initiatives led by the
2. How many stakeholder complaints have been received
Cellular Operators Association of India (COAI) on the
in the past financial year and what percentage was
issue of EMF. A senior company official also heads the
satisfactorily resolved by the management? If so,
sub-committee on EMF. Idea has strengthened the
provide details thereof, in about 50 words or so.
internal systems and processes to meet EMF
No complaints were received during the year. compliance guidelines. Resources for meeting
compliance have been appointed in all the circles.
Principle 2: Businesses should provide goods and services The company has been working with COAI on the EMF
that are safe and contribute to sustainability throughout portal as specified by DoT.
their life cycle
Idea believes that integrating sustainability into the core SEBI – BRR Questionnaire Responses for Principle 2:
business improves product quality and strengthens trust
1. List up to 3 of your products or services whose design
amongst the customers. The Company looks at sustainability
has incorporated social or environmental concerns,
in a way which allows its stakeholders to prosper while taking
risks and/or opportunities.
a proactive approach to managing environmental impact.
This belief is reflected in the environmentally and socially Following is an example of the Company’s product/
responsible practices. Idea has adopted across the lifecycle service features that incorporate the aspect of
of its operations, products and services. environmental conservation:
Outlined below are some of the key sustainable initiatives PVC Flex used for printing in the outdoor glows sign box
adopted/being adopted by Idea: will now get manufactured by using ECO Flex. This
material is bio-degradable and can be recycled. It also
G Sustainable Innovation – Idea has always been focusing
does not contain chlorine and phthalate contents which
on Green sustainable initiatives and have introduced an
are harmful to the environment and human beings. In
environment friendly material for Outdoor Signage
FY 2013-14, the Company has conducted a successful
called “ECO FLEX”. This is tested in place of the
Pilot in 2 circles (Mumbai & Bangalore) and the initiative
conventional PVC Flex currently used for retail signage.
is now being rolled-out nationally.
An independent test report has been submitted by the
vendor which confirms that ECO Flex does not have any
2. For each such product, provide the following details in
chlorine and phthalate contents (harmful to
respect of resource use (energy, water, raw material etc.)
environment and humans as they can cause serious
per unit of product (optional). (i) Reduction during
carcinogenic health disorders). Moreover, ECO Flex is
sourcing/production/distribution achieved since
bio-degradable and can be recycled unlike PVC flex. In
previous year throughout the value chain; (ii) Reduction
FY 2013-14, the company has conducted a successful
during usage by consumers (energy, water) has been
Pilot in 2 circles (Mumbai & Bangalore) and the initiative
achieved since the previous year.
is now being rolled-out nationally.

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With respect to the environmental initiative listed above, of Integrity, Passion, Seamlessness, Commitment and Speed.
the corresponding resource conservation is as follows: There are clearly articulated norms in the Group Standards
with respect to customers, partners, employees, investors,
Basis the working provided by the company’s vendor, it government and communities.
is expected that almost 918 trees can be saved in a year
assuming we switch over to this material on a Pan India All employees are taken through a structured values
basis. workshop on joining the organization. There are also reward
and recognition programmes to positively motivate the
3. Does the company have procedures in place for
employees to adhere to the prescribed values. There are
sustainable sourcing (including transportation)? If yes,
Value Councils set up both at Circle and Corporate level to
what percentage of your inputs was sourced
address any violation of the values.
sustainably? Also, provide details thereof, in about 50
words or so. Idea believes that human capital plays a vital role in the firm’s
ability to compete in the global economy and considers it at
Idea has already adopted a variety of environmentally
the heart of its success. To this end, Idea strives to foster a
conscious transportation practices, including route
working environment which is conducive for a productive
optimization, vehicle optimization and co-loading of
workforce, and ensures their continued well-being and
shipment. Further, the Company seeks vendor
development. Idea believes that an energetic, intuitive zeal
commitments to good sustainability practices before
from emotional engagement makes work joyful and inspires
registering them on board. In this regard, the Company
every employee to give his/her best to the organizational
in FY 2013-14 has revised the code for Idea Suppliers to
vision and objectives.
address sustainable sourcing covering waste
management, health and safety, child labour and The importance, the Company places on its human resources
environment. A copy of the same is also available on the is evident in the Chairman’s belief given below:
Idea Supplier Portal.
“Without ‘people power’ even the best of operational and
4. Has the company taken any steps to procure goods and strategic thinking will come to naught”- Chairman, Idea.
services from local and small producers, including
communities surrounding their place of work? If yes, In order to achieve the goals of employee well-being and
what steps have been taken to improve their capacity development, the Company has adopted the following
and capability of local and small vendors? specific policies:
Idea is committed to provide skill development and G Whistleblower Policy

employment to local businesses in rural areas through
G Safety, Occupational Health and Environment Policy
commissioning of call centres in non-metro towns and
recruitment of rural youth for local sales operations G Human Rights Policy
under the ‘Son of Soil’ initiative. A large portion of the
procured goods and services are de-centralized to local G Policy to Prevent Sexual Harassment at the Workplace
offices in various states.
G Training Policy
5. Does the company have a mechanism to recycle G Continuing Education Policy
products and waste? If yes, what is the percentage of
recycling of products and waste (separately as <5%, G Grievance Redressal Mechanism
5-10%, >10%). Also, provide details thereof, in about
Idea has been able to maintain a high level of employee
50 words or so.
motivation along with sustaining growth in an extremely
Recycling and environmentally safe disposal of waste is challenging business environment. The scores on employee
an integral aspect of the Company’s environmental engagement and internal communication at Idea have
commitment. In this regard, as per the Company’s policy improved steadily over the years. The rate of participation
on scrap and waste, it is ensured that waste generated of employees in various surveys as well as the satisfaction
is channelized to authorized collection centres or levels have also improved significantly. As a result of its
registered dismantler(s) or recycler(s) or is returned to strong focus on human resources development, Idea enjoys
the pick-up or take back services provided by the high levels of employee satisfaction and retention.
producers (original manufacturers).
Health and Safety of employees is a major area of focus for
Company’s HR. We have several internal and external
Principle 3: Businesses should promote the well-being of all programmes and tie-ups to ensure good health and safety
employees of our employees. Being Part of the Aditya Birla Group (ABG),
Idea is a part of the Aditya Birla Group and has a strong focus Idea has implemented the ABG Code Red Programme. As part
on values. The Company encourages living the Group values of the programme there is a tie up with:

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1. International SOS: It provides integrated medical, In an effort to enhance employee satisfaction, the Company
clinical, and security services to organizations with has developed a formal process (‘VOICE’) which provides the
international operations. Services include planning and employees across the organization a platform to voice any
preventative programmes, in-country expertise, and unresolved workplace concerns and seek resolution in a fair
emergency response. and transparent manner. Under this initiative, Employee
Satisfaction Champions and Employee Satisfaction Teams
2. Apollo Hospitals - Emergency Medical Services. have been entrusted with the task of addressing employee
concerns as per a defined process.
3. The Company has Code Red volunteers across the
Group.
Besides there are regular training programmes, awareness
raising e-mailers on health and safety of employees. Idea 1. Please indicate the total number of employees:
conducts Safety Audits on half yearly basis. This comprises
of audit of all safety equipment of Fire Suppression systems, The Company has 10,505 regular employees as on
VESDA etc. Besides, there are half yearly Fire and Evacuation March 31, 2014.
drills across all Circle locations. Further, ISO 27001
2. Please indicate the total number of employees hired on
Certification user awareness training was conducted for all
temporary/contractual/casual basis:
employees located at the Data Centre.
The Company has 9,871 employees on temporary/
Respect for employee rights and genuine needs, which
contractual/casual basis as on March 31, 2014.
include non-discrimination, work-life balance, safety and
dignity, forms the basis of the Company’s policies and 3. Please indicate the number of permanent women
practices. The Company follows all applicable legal employees:
requirements in this regard.
Idea has 771 permanent women employees.
Idea relentlessly works on monetary and non-monetary
recognition systems to reward employees for their 4. Please indicate the number of permanent employees
achievements. This reinforces faith in shared values and with disabilities
strengthens the organizational culture, while helping it to
Data not available for this category.
retain employees.
5. Do you have an employee association that is recognized
To create a culture for mid-career education that aids in
by management?
development of employees through knowledge and skills
enhancement, Idea has adopted the ABG’s Continuing The Company has no employee association.
Education Policy to help employees become more effective
in their current and future roles. 6. What percentage of your permanent employees is
members of this recognized employee association?
In order to develop and build an environment that facilitates
employee development, encourages open and transparent The Company has no employee association.
communication, Idea has instituted various initiatives, some
7. Please indicate the Number of complaints relating to
of which are outlined below:
child labour, forced labour, involuntary labour, sexual
G !NVEST - Framework for enabling career conversations harassment in the last financial year and pending, as
on the end of the financial year.
G !Aspire – Framework of internal development
centres for high potential and high performing No case reported relating to child labour, forced labour,
employees involuntary labour and sexual harassment in the last
Financial Year.
G !Evolve – ‘Competency based grid’ training framework
to develop people through different interventions on 8. What percentage of your under mentioned employees
competencies were given safety and skill up-gradation training in the
last year? - Permanent Employees, Permanent Women
G !Mitra - Employee query / request management tool Employees, Casual/Temporary/Contractual Employees,
Employees with Disabilities
G Pragya Initiative – Building a culture of inclusion based
on gender diversity Total training man-days for the Company in
FY 2013-14 = 50,251.
Further, Idea actively engages with its employees through
various forums like ‘Samvaad’, ‘MD’s chat’, ‘Team Meets/ Average training man-days per employee = 5.80 for
Town Halls’ and ‘Idea Connect’. FY 2013-14.

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Total training man-days given to sales team in 2. Out of the above, has the company identified the
FY 2013-14 = 6,207. disadvantaged, vulnerable and marginalized
stakeholders?
Safety drills and evacuation are conducted across all
offices on an annual basis. Idea is a Pan India integrated GSM operator offering 2G
and 3G services, and has achieved deep rural
Principle 4: Businesses should respect the interests of, and penetration. Idea has succeeded in reaching out to 67%
be responsive towards all stakeholders, especially those who of the village population in India corresponding to 53%
are disadvantaged, vulnerable and marginalized. of villages in India. Under the project “Idea Care”, the
Company is running over 3,500 My Idea Service centres,
Idea recognizes the critical role played by internal Idea Points and Idea Service Points. These three variant
(employees) and external (adjudicators, courts, licensors, service centre models are spread over 3,400 villages and
industry associations, regulators, network operators and small towns through over 3,500 sales executives
subscribers) stakeholders in its sustainability agenda, and catering to the sales and service requirements of rural
strives to align its social, environment and economic and peri-urban subscribers of the Company.
performance with stakeholder needs and expectations. The
Company formally engages with its stakeholders to identify Details of schemes and mobile applications addressing
and work towards meeting their expectations. the needs of this demographic are detailed in the above
section.
Idea’s inclusive growth plan encourages its partners to
employ physically challenged people at its call centres. Idea 3. Are there any special initiatives taken by the company
also encourages employment of women at its service centres to engage with the disadvantaged, vulnerable and
as front end executives. Idea is focused on expanding its marginalized stakeholders? If so, provide details
services in rural areas and promotes schemes such as thereof, in about 50 words or so.
minimum top up of ` 10/- in order to provide affordable With regard to the rural, geographically remote and
access to communication to the economically disadvantaged economically challenged population in the country, the
population. Idea has set-up its rural distribution network to Company recognizes its responsibility to improve their
cater to customers far away from the urban centres with its development and well-being through generation of local
vast variety of services. As of March 31, 2014, the Company employment and deployment of various rural-focused
has 4,180 Rural Service Centres (Idea Points and Idea Service mobile solutions. Idea’s efforts towards job creation for
Points) across 4,105 rural towns. Products with starting women and rural youth are described above, while its unique
prices as low as INR 4 or 5 ensure that everyone can mobile-based applications for health, education and
experience these products while ensuring value for their financial inclusion are described under Principle 8 below.
money. In order to cater to remote communities, Idea
organizes camps in rural areas where customers are unable
to easily access its service centres. The Company has also set Principle 5: Businesses should respect and promote human
up call centres in Tier 2 and Tier 3 cities employing 10,300 call rights
centre agents in these towns so as to reach out to the rural Idea upholds a culture of respect and support for human
customers. Idea also provides Interactive Voice Response (IVR) rights. The Company believes that, regardless of nationality,
in 17 regional languages so that customers are able to gender or religion of all its employees should be able to live
understand and avail of various services. Other than the usual with social and economic dignity and with freedom.
applications, Idea has launched several mobile applications
aimed at improving information access and quality of life for The Company complies with all applicable local, state and
non-urban communities across the country, which are often national laws regarding human rights and workers’ rights
economically disadvantaged. These initiatives pertain to where ever it does business.
education and learning, mobile banking, agricultural
Idea has also recently adopted a Human Rights Policy which
information, health and safety, government schemes and
reinforces its commitment to human rights issues. The policy
employment generation. Details of such initiatives are
outlines the Company’s commitment to developing a culture
provided under Principle 8 below.
of respect and support for human rights, which include
diversity in workplace, provision of secure environment for
SEBI – BRR Questionnaire Responses for Principle 4: all personnel, proactive communication and contribution to
1. Has the company mapped its internal and external socio-economic development of communities where the
stakeholders? Company operates.
Idea has mapped its key internal and external The Human Rights Policy further encourages the Company’s
stakeholders, which include employees, adjudicators, key suppliers to uphold human rights in their operations and
courts, licensors, industry associations, regulators, communities and reinforce awareness on these issues. The
network operators and subscribers. Company’s key vendor/supplier contracts include clauses

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addressing human rights aspects such as abolition of forced 3. Contributing to Greener Economy: The DG running has
and child labour, worker safety and hygiene, absence of been reduced by 6 - 8 hours per day, on an average,
abuse and intimidation etc. saving approximately 17,000 litres of diesel for 1,200
sites. Reduction in diesel consumption is contributing
SEBI – BRR Questionnaire Responses for Principle 5: not only to greener economy but also to the national
economy by reducing the use of subsidized diesel.
1. Does the policy of the company on human rights cover
only the company or extend to the Group/Joint 4. Contribution to Industry: Idea’s Hydrogen Fuel Cell-Grid
Ventures/Suppliers/Contractors/NGOs/Others? Hybrid solutions are the first of its kind of commercial
deployment in India for running Telecom sites. This
The Company’s Human Rights Policy is applicable to all model has been much appreciated and has motivated
employees of Idea and its subsidiaries and suppliers. other Industry players to emulate the same.
2. How many stakeholder complaints have been received 5. Induction of Energy Efficient Hardware: More than 75%
in the past financial year and what percent was of Idea’s Base Transceiver Stations (BTS) sites procured
satisfactorily resolved by the management? in FY 2013-14 are 40% more energy efficient than the
No complaints related to human rights were received in existing models e.g. RUS BTS sites from Ericsson and
the past Financial Year. Multi Radios from NSN. This will significantly reduce the
energy consumption.
Idea has adopted only commercially viable models which
Principle 6: Business should respect, protect, and make offered business benefits to all stakeholders involved.
efforts to restore the environment Reduction in CO 2 emission and in Operating costs was
Idea has consistently been sensitive to the environmental achieved in all the initiatives undertaken, the major ones are
impact of Telecom Network operations and in the forefront listed below:
of adopting environmental sustainable practices whenever 1. Idea spearheaded passive infrastructure sharing in 2001,
such opportunities were/are available. Idea continued to far ahead of other Industry players. Today more than
expand the scope of ‘Green Idea’ in 2013 with the following 88% of Idea BTS sites are operating from shared
objectives: locations contributing hugely to reduction in both CO2
a. Reduce Carbon Emissions at the existing and new emission and operating costs.
Telecom sites of Idea, by increasing the Renewable 2. Idea adopted the deployment of outdoor BTS sites as
Energy Technologies (RET) deployments to more sites. soon as the technology was commercially available. This
b. Adopt better battery hybrid solutions to reduce initiative helped reduce energy consumption, thereby
consumption. further reducing both CO2 emission and energy costs.
c. Continue with the procurement of most energy efficient 3. As early as 2006, Idea along with GSMA completed a
Telecom Hardware. project for using Bio-fuel for running diesel generators.
It was marginally cheaper than commercial diesel
The track record of FY 2013-14 stands as below: and emissions were also considerably lesser than the
fossil fuel.
a. Hydrogen Fuel Cell-Grid Hybrid Solution for powering
telecom sites operational in 20 sites. 4. Under the umbrella of Green Idea, all viable Renewable
Energy Technology (RET) solutions are evaluated and
b. Solar-DG Hybrid Solutions for powering sites in about
inducted for site operations.
1,200 sites.
c. 100% procurement in last 12 months confirmed to Going Forward:
highest energy efficient category.
This year Idea is rolling out two unique Solar projects for
Some of the tangible outcome of those activities/initiatives carbon abatement:
include:
G On Site Solar implementation: In this case, as per the
1. Reduction in Carbon Emission is to the extent of 12 Tons space availability at the roof of the MSC buildings, Solar
per site per annum. A total of 1,220 sites are operational Plant shall be deployed and the generated power directly
as on date, resulting into reduction of about 14,400 Tons fed to the load. This will reduce the power being drawn
of CO2 per annum. from the Grid or the load on the DG reducing the Diesel
consumption.
2. Contribution to the Community: There is no noise and
CO2 emission resulting into a no-pollution environment G Off Site Solar Deployment: This is based on the open
for the local community. access regulation prevailing in the country, where the

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Idea partner will generate power from a Mega Watt Solar Idea Programme towards Carbon emission reduction by
plant, at a remote place and feed it to Grid. The identified way of:
HT connected load of Idea shall use the power credit
from the Solar plant for settling the energy settlement G Using Renewable Energy Technologies (RET) for
with the distribution Company. powering towers during grid failure.
G Idea – USTDA Pilot project on clean energy for telecom G Using highly energy efficient hardware
towers: United States Trade Development Agency G Reducing Diesel Generator (DG) Running thereby
(USTDA) in funding a pilot project in India at five Idea reducing diesel consumption
sites to demonstrate a solar Hybrid Methanol based
fuel cell technology that can replace diesel engine G Optimizing Air Conditioner operations
generators at telecom tower sites in India. This project
G Idea introduced the use of Hydrogen Fuel Cells for
is fully funded by USTDA and is about USD 1 million.
the first time in the history of the Indian Telecom
G Indoor to Outdoor conversion: Idea is judiciously Industry for running BTS sites.
converting Indoor BTS sites to Outdoor BTS, taking
In all such cases, Idea adopted only commercially viable
advantage of the high temperature operational
models which offered business benefits to all
capabilities of new generation BTS. This is a
stakeholders involved. Reduction in CO2 emission and
consumption reduction initiative.
reduction in operating costs were the driving forces in
all its initiatives.
Further, sustainability issues are being added to the
1. Does the policy related to Principle 6 cover only the Business Risk Register. For example, EMF and physical
company or extends to the Group/Joint Ventures/ risks considered & mitigation plan in draft stage. A
Suppliers/Contractors/NGOs/others? dedicated Enterprise Risk Management (ERM) structure
is in place and the same is quarterly reviewed by
The Safety, Health and Environment Policy extends to Executive Committee (EC) of the Company. Further, a
the Company and its subsidiaries, as well as to its third comprehensive crisis plan is in place and schedule
party vendors/suppliers. established. Under this, the Company has an IT disaster
2. Does the company have strategies/initiatives to recovery plan in place.
address global environmental issues such as climate
change, global warming, etc? Y/N. If yes, please give 4. Does the company have any project related to Clean
hyperlink for webpage etc. Development Mechanism? If so, provide details thereof,
in about 50 words or so. Also, if Yes, whether any
Yes. environmental compliance report is filed?
Idea has started its sustainability journey with special Idea does not have any project related to Clean
focus on energy efficiency and emission reduction. Development Mechanism.
This ultimately endorses the company’s commitment
to addressing global environmental issues such as 5. Has the company undertaken any other initiatives on –
climate change and global warming. The emission clean technology, energy efficiency, renewable energy,
levels of the Network is base lined as of FY 2012 and etc. Y/N. If yes, please give hyperlink for web page etc.
being tracked half yearly. Under this initiative, more
than 800 telecom sites are operational with solar Idea has adopted cleaner and non-conventional energy
hybrid energy solutions, 20 sites are operational with sources such as fuel cell hybrid and solar hybrid
hydrogen fuel cell hybrid solutions and more than 400 technology across several of its BTS sites, apart from
sites are operational with fast charging battery hybrid installation of energy efficient hardware. Details of these
solutions. More examples of key initiatives are initiatives are provided above in Section 6.
described under Principle 2, 6 and 8 in this section of
the Business Responsibility Report. 6. Are the emissions/waste generated by the company
within the permissible limits given by CPCB/SPCB for
3. Does the company identify and assess potential the Financial Year being reported?
environmental risks? Y/N
Idea gives utmost importance to the issue of emissions
Idea has consistently been sensitive to the and waste generated from its operations and follows
environmental impact of Telecom Network operations all pertinent Government guidelines to be environment
and in the forefront of adopting environmental friendly. EMF radiation and its commitment in this
sustainable practices, whenever such opportunities regard is evident from the Company’s stringent
were/are available. This very endeavour led to the Green monitoring systems and financial investment in

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emissions testing equipment. All the Company’s SEBI – BRR Questionnaire Responses for Principle 7:
network sites are in compliance with the
relevant radiation limits prescribed by the regulatory 1. Is your company a member of any trade and chamber
agency. or association? If Yes, Name only those major ones that
your business deals with.
7. Number of show cause/legal notices received from Idea is a member of several key Indian and global
CPCB/SPCB which are pending (i.e. not resolved to industry associations. Some of these are:
satisfaction) as on end of Financial Year.
G Cellular Operators Association of India (COAI)
Two legal notices received from CPCB/SPCB, which are G GSM Association (GSMA)
pending as at the end of Financial Year.
G Confederation of Indian Industry (CII)
G Federation of Indian Chambers of Commerce and
Principle 7: Businesses, when engaged in influencing Industry (FICCI)
public and regulatory policy, should do so in a responsible
manner G The Associated Chambers of Commerce and
Industry of India (ASSOCHAM)
As one of the largest mobile operators in the country,
Idea recognizes its potential to advocate for policies that will 2. Have you advocated/lobbied through above
allow the overall socio-economic growth of the country, associations for the advancement or improvement of
including the role of the telecom sector for promoting public good? Yes/No; if yes specify the broad areas
development, inclusive growth and information access. Idea (drop box: Governance and Administration, Economic
is an active member of the following national and Reforms, Inclusive Development Policies, Energy
international industry associations (either directly or through Security, Water, Food Security, Sustainable Business
its subsidiaries): Principles, others.
G Confederation of Indian Industry (CII) Idea is a core member of the COAI. The industry body is
the lead interlocutor between the policymaker (DoT), the
G The Associated Chambers of Commerce and Industry Regulator (TRAI), and the ecosystem at large. The
of India (ASSOCHAM) association has been involved in facilitating a smooth
G Federation of Indian Chambers of Commerce and and productive dialogue on behalf of the operators in
Industry (FICCI) the country, on various public policy matters such as
driving rural penetration of telecom, higher quality of
G Cellular Operators Association of India (COAI) service and security for customers, environmental
issues in telecom, innovation and technology etc.
G GSM Association (GSMA)
Idea is also part of the Idea-IIMA Telecom Centre of
Through its membership in the above bodies, Idea actively Excellence (IITCOE) which is actively involved in creating
participates in policy development on several issues better telecom standards and technological excellence
pertaining to the telecom industry, including the TRAI in this field.
Directives on Green Telecom and EMF directives of DoT
related regulations. In addition, Idea is a member of the CII
National Committee on Telecom and Broadband, which Principle 8: Businesses should support inclusive growth and
actively advocates on telecom industry issues such as equitable development
inclusive growth, rural telecom, driving higher quality of
service and security for customers and industry challenges As part of a corporate group committed to societal growth
and opportunities. The Company’s Managing Director was and development, Idea considers community development
the Chairman of COAI during FY 2013-14 and Idea is also the and nation-building as key components of its sustainability
principal sponsor of the IIMA Idea Telecom Centre of strategy.
Excellence (IIT-CoE) at the Indian Institute of Management, Idea is a fully integrated telecom services provider offering
Ahmedabad (IIM-A). The Centre came into existence in 2007 its 121.6 million mobile subscribers a choice of national,
as a result of a tripartite Memorandum of Understanding international and internet services. The Company’s services
(MoU) between the Company, the DoT and IIM-A. The Idea are available in 4,634 census towns and 298,686 villages
Telecom Centre of Excellence, along with other TCoEs, is across India. Moreover, the Company’s rural penetration was
playing an instrumental role in capacity building and all round more than 50% by the end of fifth year from issuance of its
growth of the Indian telecom industry (including license, which is more than its licensing obligation.
manufacturing through Application Research). It also serves
as a think tank to the Government and industry decision Idea has adopted a Corporate Social Responsibility (CSR)
makers. Policy, which aims at community development with a focus

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on education, health care, sustainable livelihood, – Agriculture (crops and cultivation)

infrastructure development and espousing various social
causes. – Weather forecast and advisory
As a telecom company, Idea believes in harnessing the – Livestock management

transformational potential of mobile telephony and – Inland and coastal fisheries
information technology to develop a better society, cleaner
environment, improving the quality of life and nation- – Health
building through creative and innovative applications. Idea’s
– Education
contribution towards achieving inclusive growth and
equitable development include the unique initiatives – Finance
described below:
In addition to the above, Idea is also associated with non-
G HPCL and IOCL Gas booking system – Idea has governmental organizations such as Teach India and
successfully provided first of its kind IVRS based LPG Give India, where Company employees are encouraged
gas booking solution to IOCL and HPCL who are among to participate and volunteer their time and knowledge
fortune 500 companies and among Navratnas in the for societal development and nation-building.
country. The solution has made it convenient for millions
of Indians to book LPG from their mobile phone round
the clock.
1. Does the company have specified programmes/
G ‘Son of Soil’ - Rural youth is recruited for day to day
initiatives/projects in pursuit of the policy related to
sales operations in villages. This initiative not only
Principle 8? If yes details thereof.
provides employment for local communities but also
helps to build sustained relationship with the rural Idea has adopted a Corporate Social Responsibility (CSR)
population. policy which outlines its vision to “actively contribute
to the social and economic development of the
G Mobile Banking – Given that India has more than 70%
communities in which we operate. In so doing build
mobile penetration and only 35% of the population has
a better, sustainable way of life for the weaker
access to banking facilities, mobile banking addresses
sections of society and raise the country’s human
the critical issue of financial inclusion. Idea Mobile
development index.” The focus areas of the Company’s
Commerce Service Ltd., a 100% subsidiary of Idea
CSR strategy are Education, Healthcare, Sustainable
Cellular Ltd, launched a pilot project in association with
Livelihood, Infrastructure Development and Social
Axis Bank, wherein the bank leveraged the strength of
Change.
Idea’s mobile subscriber base and distribution reach.
The pilot project begun in October, 2011 and lasted till Company donates large amount of money and resources
May 2012 in selected areas of Dharavi (Mumbai) and through Give India Foundation and participates actively
Allahabad (Uttar Pradesh - East), under the brand name in Joy of Giving celebrations. Highlights of the annual
of ‘Idea MyCash’. Based on the encouraging response, Joy week are blood donation camps, sharing clothes and
the commercial service was rolled out on August 1, 2012 linens with Goonj foundation and supporting NGOs
in selected districts of Uttar Pradesh (East), Bihar, across the country working for education, health and
Delhi and Mumbai telecom circles. Moreover, basic social welfare of deprived classes/communities.
banking services like Cash Deposit, Cash Withdrawal,
Recharges, Direct To Home (DTH) Recharge, Utility 2. Are the programmes/projects undertaken through in-
Payments, Remittance to MyCash customers etc.
house team/own foundation/external NGO/
are being offered, and are receiving encouraging government structures/any other organization?
response.
The Aditya Birla Centre for Community Initiatives and
G Nokia Life Tools – Idea was the first GSM operator in Rural Development provides the overall CSR vision under
India to collaborate with Nokia to provide Nokia Life the leadership of its Chairperson, Mrs. Rajashree Birla.
Tools, a range of innovative agriculture information, The Company’s CSR efforts are supported by a robust
educational and entertainment services to non-urban implementation structure, which includes a team of
customers. These services are designed to help dedicated professionals, is in place at the Company
overcome information constraints and improve quality units. The CSR strategy also includes collaborative
of life for the next generation of mobile users. partnerships with the Government, District Authorities,
G ‘Behtar Zindagi’ - An initiative mainly for rural Village Panchayats, Non-Governmental Organizations
population which provides information on following and other like-minded stakeholders. In collaboration
aspects over mobile phones: with FICCI, the Aditya Birla CSR Centre for Excellence

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has also been established with an aim of making CSR transparent manner by displaying all the tariff plans on the
an integral part of corporate culture. web in an unambiguous manner. This information is easily
accessible to customers either by telecom circle or by
Idea also engages with well-established and recognized package. Idea addresses its customers’ need to be constantly
programmes and national platforms such as the CII, updated about their usage through instantaneous pop-up
FICCI, ASSOCHAM, given their commitment to inclusive messages informing them about their data consumption and
growth. Number of initiatives are undertaken at the unit balance left. The Company also installs its network devices
level to participate in supporting various causes for in a way that maintains data integrity, confidentiality and
underprivileged in our society. availability while preventing unauthorized use of confidential
3. Have you done any impact assessment of your data.
initiative? Idea always focuses on meeting and exceeding customer
In order to measure the impact of its CSR projects, the needs. Some innovative initiatives in this regard include a
Aditya Birla Centre for Community Initiatives and Rural quick and easy way of ‘Electronic top-up’ for recharging
Development engages external agencies to conduct a accounts, camps in rural areas for providing education on
social satisfaction surveys and audit. mobile, and provision of customer care services in vernacular
languages. Idea has also introduced several value-added
4. What is your company’s direct contribution to services (VAS) focusing on education, health and family care
community development projects - Amount in INR and for rural population. At urban locations, kiosks are set up at
the details of the projects undertaken? select My Ideas (Service Centres) to create awareness about
3G services that the Company offers.
As an Aditya Birla Group Company, Idea actively
contributes to the Group’s CSR activities and has Customer satisfaction is of prime importance to the
continued to do so during the reporting period. The CSR Company. A customer satisfaction (C-SAT) study is conducted
projects undertaken fall under the broad focus areas of thrice a year in order to track the quality of customer
infrastructure development, health care, sustainable experience with company’s product and services and to
livelihood, and education. benchmark the company’s performance with respect to its
competitors. Idea attained joint first rank in customer
5. Have you taken steps to ensure that this community
satisfaction in FY 2013-14. Over the past one year, focused
development initiative is successfully adopted by the
activities were taken up to retain and strengthen Idea’s
community? Please explain in 50 words, or so.
customer relationships which have resulted in Idea moving
As part of its focus on rural penetration, Idea has to clear first rank as on March, 2014.
developed mobile applications for the rural population
Idea acknowledges the needs of 3G customers through
and provides employment opportunities to rural youth
conducting focused diagnostic study amongst these
through initiatives such as ‘Son of Soil’, as described in
customers to understand and address their specific network,
detail under Principle 8. Providing affordable
product, communication and service expectations. Idea’s
telecommunication access to rural population is Idea’s
Loyalty segment customers too are covered through a similar
contribution to sustainable development in India.
programme.
Idea also conducts other consumer satisfaction surveys such
Principle 9: Businesses should engage with and provide as ‘Process Experience Survey’, ‘Mystery Audits at Service
value to their customers and consumers in a responsible Centres’, ‘Post Paid Lost Customer Assessment’, and
manner ‘Franchisee Satisfaction Survey’ during the course of the year
to get customer feedback and undertake corrective actions and
Idea believes that customers form the foundation of its
initiatives. With increasing footprint in the Enterprise business,
business success. The Company’s focus on customers derives
Idea carries out focused studies amongst decision makers and
from its Value Book, which emphasizes the need to respond
users of all Enterprise segments, to address their needs.
to internal and external customers with a sense of urgency,
continuously striving to finish before deadline, and choosing With a view to inculcate high velocity feedback programmes,
the best rhythm to optimize organizational efficiencies. Idea has also started an in-house call centre experience
feedback programme amongst its select Service+ segment
In order to accomplish the Company’s mission “We will
customers, aimed at driving continuous and systemic
delight our customers while meeting their individual
improvements through regular feedback loops.
communication needs anytime anywhere”, it constantly work
towards meeting customer needs, adding value and Idea has an additional feedback taken from customers on a
exceeding their expectations. The Company strongly believes daily basis is Instant Customer Feedback (ICF) wherein, an
that it should be upfront and honest about its operations SMS is sent to customers seeking feedback on the quality of
with customers. Hence, it engages with its customers in a service provided to him after he / she has contacted any of

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the company’s touch points. This on-going Instant feedback available on the website for consumers and focus on
from customers helps in improving the company’s processes. responsible advertising is the hallmark of Idea.
After the surveys are completed, the results are presented
to the senior management team and detailed action plans 3. Is there any case filed by any stakeholder against the
are prepared specific to all the concerned functions. The company regarding unfair trade practices, irresponsible
same are tracked at periodic intervals to ensure that the advertising and/or anti-competitive behaviour during
execution meets the planning requirements leading to higher the last five years and pending as on end of financial
customer satisfaction. year. If so, provide details thereof, in about 50 words
or so.
SEBI – BRR Questionnaire Responses for Principle 9: There are no cases pending in relation to unfair trade
practices, irresponsible advertising and/or anti-
1. What percentage of customer complaints/consumer
competitive behavior. However, dissatisfied subscribers
cases is pending as on the end of financial year?
of the Company generally file their cases in consumer
Out of the total calls received by the company from protection forums for alleged deficiency in expected
customers, approximately 2% are related to complaints. level of service by the Company, in the normal course of
0.46% of the total complaints received during business, which the Company defends appropriately.
FY 2013-14 were in an open stage as on March 31, 2014. Some of these cases are pending with such forums.
The rest were closed satisfactorily.
4. Did your company carry out any consumer survey/
2. Does the company display product information on the consumer satisfaction trends?
product label, over and above what is mandated as per
Idea conducts a C-SAT survey every quarter as well as
local laws? Yes/No/N.A /Remarks
other assessment surveys such as ‘Process Experience
The Company adheres to all product labeling and product Survey’, ‘Mystery Audits at Service Centres’, ‘Post Paid
information requirements as per the law of the land. Lost Customer Assessment’, and ‘Franchisee
Transparency in tariff through detailed plans being Satisfaction Survey’.

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Independent Auditors’ Report

To the Members of
Report on the Financial Statements that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of
We have audited the accompanying financial statements
the Company’s internal control. An audit also includes
of IDEA CELLULAR LIMITED (“the Company”), which
evaluating the appropriateness of the accounting policies
comprise the Balance Sheet as at 31 st March 2014,
used and the reasonableness of the accounting estimates
the Statement of Profit and Loss and the Cash Flow
made by the Management, as well as evaluating the overall
Statement for the year then ended, and a summary of the
presentation of the financial statements.
significant accounting policies and other explanatory
information. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit
Management’s Responsibility for the Financial opinion.
Statements
Opinion
The Company’s Management is responsible for the
preparation of these financial statements that give a true In our opinion and to the best of our information and
and fair view of the financial position, financial performance according to the explanations given to us, the aforesaid
and cash flows of the Company in accordance with the financial statements give the information required by the
Accounting Standards notified under the Companies Act, Act in the manner so required and give a true and fair view
1956 (“the Act”) (which continue to be applicable in respect in conformity with the accounting principles generally
of Section 133 of the Companies Act, 2013 in terms of accepted in India:
General Circular 15/2013 dated 13th September 2013 of the
Ministry of Corporate Affairs) and in accordance with the (a) in the case of the Balance Sheet, of the state of affairs
accounting principles generally accepted in India. This of the Company as at 31st March 2014;
responsibility includes the design, implementation and (b) in the case of the Statement of Profit and Loss, of the
maintenance of internal control relevant to the preparation profit of the Company for the year ended on that date;
and presentation of the financial statements that give a true and
and fair view and are free from material misstatement,
whether due to fraud or error. (c) in the case of the Cash Flow Statement, of the cash
flows of the Company for the year ended on that date.
Auditors’ Responsibility
Emphasis of Matter
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in We draw attention to Note 31 (i) to the financial statements.
accordance with the Standards on Auditing issued by the The Department of Telecommunication (DoT) has issued
Institute of Chartered Accountants of India. Those Standards demand notices dated 8th January 2013 towards one time
require that we comply with ethical requirements and plan spectrum charges for spectrum held by the Company
and perform the audit to obtain reasonable assurance about beyond 6.2 Mhz for the period from 1 st July 2008 to
whether the financial statements are free from material 31 st December 2012 amounting to ` 3,691.30 Mn. and
misstatement. beyond 4.4 Mhz for the period from 1st January 2013 till the
expiry of the license amounting to ` 17,443.70 Mn. in the
An audit involves performing procedures to obtain audit respective telecom service areas. In the opinion of the
evidence about the amounts and the disclosures in the Company, inter-alia, the above demand amounts to
financial statements. The procedures selected depend on alteration of financial terms of the licenses issued in the
the auditor’s judgment, including the assessment of the past. The Company therefore filed a petition before the
risks of material misstatement of the financial statements, Hon’ble High Court of Bombay, which has directed DoT, not
whether due to fraud or error. In making those risk to take any coercive action until the matter is further heard.
assessments, the auditor considers internal control relevant
to the Company’s preparation and fair presentation of the The financial impact of the abovementioned matter is
financial statements in order to design audit procedures dependent upon the outcome of the petition filed by

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IndependentFinancial
Standalone Auditors’Statements
Report
Company in the Hon’ble High Court of Bombay and therefore (d) In our opinion, the Balance Sheet, the Statement
no effect for the one time spectrum charges has been given of Profit and Loss, and the Cash Flow Statement
in these financial statements. comply with the Accounting Standards notified
under the Act (which continue to be applicable
Our opinion is not qualified in respect of this matter.
in respect of Section 133 of the Companies Act,
2013 in terms of General Circular 15/2013
Report on Other Legal and Regulatory Requirements
dated 13th September 2013 of the Ministry of
1. As required by the Companies (Auditor’s Report) Order, Corporate Affairs).
2003 (“the Order”) issued by the Central Government
(e) On the basis of the written representations
in terms of Section 227(4A) of the Act, we give in the
received from the directors as on 31st March 2014
Annexure a statement on the matters specified in
taken on record by the Board of Directors, none
paragraphs 4 and 5 of the Order.
of the directors is disqualified as on 31st March
2. As required by Section 227(3) of the Act, we report that: 2014 from being appointed as a director in terms
of Section 274(1)(g) of the Act.
(a) We have obtained all the information and
explanations which to the best of our knowledge
and belief were necessary for the purposes of our
audit. For DELOITTE HASKINS & SELLS LLP
(b) In our opinion, proper books of account as
(Firm’s Registration No. 117366W/W-100018)
required by law have been kept by the Company
so far as it appears from our examination of those
books. Khurshed Pastakia
(Partner)
(c) The Balance Sheet, the Statement of Profit and
(Membership No. 31544)
Loss, and the Cash Flow Statement dealt with by
this Report are in agreement with the books of Place: Mumbai
account. Date : 28th April, 2014

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Annexure to the Independent Auditors’ Report

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)
1. In respect of its fixed assets: have not observed any major weaknesses in such internal
control system.
a) The Company has maintained proper records
showing full particulars, including quantitative 5. In our opinion and according to the information and
details and situation of fixed assets. explanations given to us, there were no contracts or
b) The Company has a program of verification of fixed arrangements, particulars of which needed to be entered
assets to cover all the items in a phased manner over in the register maintained under section 301 of the
a period of three years which, in our opinion, is Companies Act, 1956.
reasonable having regard to the size of the Company 6. According to the information and explanations given to
and the nature of its assets. Pursuant to the us, the Company has not accepted any deposits from the
program, certain fixed assets were physically
public to which the directives issued by the Reserve Bank
verified by the Management during the year.
of India and the provisions of sections 58A and 58AA of
According to information and explanation given to
the Companies Act, 1956 and the rules framed there under
us the Management is in the process of reconciling
are applicable.
the results of such physical verification with the
fixed assets register. Management believes that 7. In our opinion, the Company has an internal audit system
differences if any, arising out of such reconciliation commensurate with the size and nature of its business.
are not expected to be material.
8. We have broadly reviewed the cost records maintained
c) The fixed assets disposed off during the year, in our by the Company pursuant to the Companies (Cost
opinion, do not constitute a substantial part of the Accounting Records) Rules, 2011 and The Cost Accounting
fixed assets of the Company and such disposal has, Records (Telecommunication Industry) Rules, 2011
in our opinion, not affected the going concern status prescribed by the Central Government under section
of the Company. 209(1)(d) of the Companies Act, 1956 and are of the
2. In respect of its inventory: opinion that, prima facie, the prescribed cost records have
been made and maintained. We have, however, not made
a) As explained to us, the inventories, except for those
a detailed examination of the cost records with a view to
lying with the third parties, were physically verified
determine whether they are accurate or complete.
during the year by the Management at reasonable
intervals. 9. According to information and explanations given to us, in
respect of statutory dues:
b) In our opinion and according to the information and
explanations given to us, the procedures of physical a) The Company has generally been regular in
verification of inventories followed by the depositing undisputed dues, including Provident
management were reasonable and adequate in Fund, Employees’ State Insurance, Income Tax, Sales
relation to the size of the Company and the nature Tax, Wealth Tax, Service Tax, Customs Duty, Cess
of its business. and other material statutory dues applicable to it
c) In our opinion and according to the information and with the appropriate authorities. As explained to us,
explanations given to us, the Company has the Company did not have any dues on account of
maintained proper records of its inventories and no Excise Duty and Investor Education and Protection
material discrepancies were noticed on physical Fund.
verification.
b) There were no undisputed amount payable in
3. The Company has neither granted nor taken any loans, respect of Provident Fund, Employees’ State
secured or unsecured, to / from companies, firms or other Insurance, Income Tax, Sales Tax, Wealth Tax,
parties covered in the Register maintained under section Service Tax, Customs Duty, Cess and other material
301 of the Companies Act, 1956.
statutory dues in arrears, as at 31st March 2014 for
4. In our opinion and according to the information and a period of more than six months from the date they
explanations given to us, having regard to explanation became payable.
that certain items purchased are of special nature and
suitable alternative sources are not readily available for c) There are no dues of Wealth Tax and Cess which
obtaining comparable quotations, there is an adequate have not been deposited on account of any dispute.
internal control system commensurate with the size of Details of dues of Income Tax, Sales Tax, Service Tax,
the Company and the nature of its business with regard Customs duty and Entry Tax which have not been
to purchases of inventory and fixed assets and for the deposited as on 31st March 2014 by the Company
rendering of services. During the course of our audit, we on account of disputes are given below:

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IndependentFinancial
Standalone Auditors’Statements
Report
Name of the Statute Nature of Period to which Amount Forum where the
Dues the amount pertains (` Mn) dispute is pending
Customs Act, 1962 Custom Duty 2003-04 7.12 Customs Excise & Service Tax
Appellate Tribunal
Haryana Land Development Entry Tax 2002-03 9.52 State Tax Tribunal
Tax Act, 2001
Himachal Pradesh Entry Tax Act, 2010 Entry Tax 2010 to 14 49.50 Asst. Excise & Taxation Commissioner
Karnataka Tax on Entry of Entry Tax 2004-05 8.92 High Court of Karnataka
Goods Act, 1979
MP Entry Tax Act, 1976 Entry Tax 1998 to 01 0.13 Asst. Commissioner, Entry Tax
MP Entry Tax Act, 1976 Entry Tax 2006-07 0.00 CG Appellate Board
MP Entry Tax Act, 1976 Entry Tax 1998 to 01, 88.54 Madhya Pradesh High Court
2005-2006, 2007 to 11
MP Entry Tax Act, 1976 Entry Tax 2002 to 06 7.36 State Tax Tribunal
The Uttar Pradesh Tax on Entry of Entry Tax 1999-00, 2001 to 04, 5.88 High Court Allahabad
Goods Act, 2000 2006-07
The Uttar Pradesh Tax on Entry Entry Tax 2004-05 2.08 Joint Commissioner (Appeals)
of Goods Act, 2000
The Uttar Pradesh Tax on Entry Entry Tax 2007-08 8.48 State Tax Tribunal
of Goods Act, 2000
Uttar Pradesh Trade Tax Act, 1948 Entry Tax 2005-06 0.17 Additional Commissioner (Appeals)
Uttar Pradesh Trade Tax Act, 1948 Entry Tax 2008 to 10 8.27 State Tax Tribunal
Uttar Pradesh Trade Tax Act, 1948 Entry Tax 2001 to 04 0.57 High Court Nainital
(UTTRAKHAND AMENDEMENT)
Orissa Entry Tax Act, 1999 Entry Tax Nov-08 to Oct-09 5.20 Hon’ble Supreme Court
The Jammu & Kashmir Entry Tax Entry Tax 2009 to 13 77.42 Srinagar High Court
on Goods Act, 2000
Rajasthan Tax On Entry Of Goods Entry Tax 2008 to 11 10.87 Rajasthan High Court
Into Local Areas Act, 1999
Income Tax Act, 1961 Income Tax Jan-08 to Mar-08, Jul-08 to 2,502.62 Assessing officer
Sep-08, Jan-09 to
Mar-09, 2007 to 13
Income Tax Act, 1961 Income Tax 2002 to 13 14,755.56Commissioner of Income
Tax (Appeals)
Income Tax Act, 1961 Income Tax 2007 to 10 0.32 Gujarat High Court
Income Tax Act, 1961 Income Tax 2000-01, 2002 to 05 4.15 High Court of Karnataka
Income Tax Act, 1961 Income Tax 2004-05, 2008 to 11, 103.16 Income Tax Appellate Tribunal
2011-12 Q1 and Q2
Income Tax Act, 1961 Income Tax 2010 to 12 371.71 Joint Commissioner of Income
Tax (Appeals)
Central Sales Tax Act, 1956 Sales Tax 2008-09 3.92 Deputy Commissioner, Sales Tax
Delhi Sales Tax Act, 1975 Sales Tax 2004-05 89.21 Additional Commissioner (Appeals)
Delhi Value Added Tax Act, 2004 Sales Tax 2007-08 11.84 State Tax Tribunal
Gujarat Sales Tax Act, 1969 Sales Tax Apr-06 to Dec-06 0.83 Assessing officer
Gujarat Sales Tax Act, 1969 Sales Tax 1998 to 02 7.04 State Tax Tribunal
Kerala Sales tax Act, 1963 Sales Tax 1998-99 0.06 Deputy Commissioner, Sales Tax
Kerala Sales tax Act, 1963 Sales Tax 1997-98 0.05 State Tax Tribunal
Kerala VAT Act, 2003 Sales Tax 2011-12 1.38 Asst. Commissioner, VAT
Kerala VAT Act, 2003 Sales Tax 2012-13 0.07 Commercial Tax Officer
Kerala VAT Act, 2003 Sales Tax 2005-06, 2013-14 0.52 Intelligence Officer
Madhya Pradesh Commercial Sales Tax 2000-01 0.31 CG Appellate Board
Tax Act, 1994
Madhya Pradesh Commercial Sales Tax 2010-11 2.14 Deputy Commissioner (Appeals)
Tax Act, 1994
Madhya Pradesh Commercial Sales Tax 2003 to 06, 2007 to 10 24.57 State Tax Tribunal
Tax Act, 1994
Maharashtra Value Added Tax Sales Tax 2008-09 308.42 Deputy Commissioner, Sales Tax
Act, 2002

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Name of the Statute Nature of Period to which Amount Forum where the
Dues the amount pertains (` Mn) dispute is pending
Punjab VAT Act, 2005 Sales Tax 2006 to 08 61.56 Asst. Excise & Taxation Commissioner
The Bihar Value Added Tax Act, 2005 Sales Tax 2010 to 13 14.88 Joint Commissioner (Appeals)
The Bihar Value Added Tax Act, 2005 Sales Tax 2008-09 1.60 State Tax Tribunal
The Jammu & Kashmir General Sales Tax 2009 to 14 188.76 Srinagar High Court
Sales Tax Act, 1962
Uttar Pradesh Value Added Sales Tax 2005-06, 2008 to 10 0.38 Joint Commissioner (Appeals)
Tax Act, 2008
Uttar Pradesh Value Added Tax Act, 2008 Sales Tax 2012 to 14 3.86 Assessing officer
Uttar Pradesh Value Added Tax Act, 2008 Sales Tax Apr-07 to Dec-07 2.73 High Court Allahabad
Uttar Pradesh Value Added Tax Act, 2008 Sales Tax 2009 to 12, Apr-13 to Aug-13 8.79 Additional Commissioner (Appeals)
Uttar Pradesh Value Added Tax Act, 2008 Sales Tax 2007-09, Jul-09 10.70 State Tax Tribunal
to Sept-09, Apr-12 to Jul-12
Finance Act, 1994 (Service Tax Service Tax 2005 to 07 and 3.68 Commissioner of Central Excise &
provisions) Apr-07 to Jul-07 Service Tax (Appeals)
Finance Act, 1994 (Service Tax Service Tax 2004-05, Apr-05 to Sep-06, 58.82 Commissioner Service Tax
provisions) 2004-Upto Dec-08, Oct-05
to Mar-06
Finance Act, 1994 (Service Tax Service Tax 2003 to 11, 2011 to Jun-12 1,330.93 Customs Excise & Service Tax
provisions) Appellate Tribunal
Finance Act, 1994 (Service Tax Service Tax Dec-07 to Mar-08 113.85 Joint Commissioner
provisions)
Finance Act, 1994 (Service Tax Service Tax Oct-98 to Mar-99, Apr-02 to 12.54 Punjab & Haryana High Court
provisions) Sep-02, 2004 to 07
10. The Company does not have accumulated losses at the 18. According to information and explanations given to us,
end of the financial year and the Company has not the Company has not made preferential allotment of
incurred cash losses in the financial year and in the shares to parties and companies covered in the Register
immediately preceding financial year. maintained under section 301 of the Companies Act,
11. In our opinion and according to the information and 1956.
explanations given to us, the Company has not defaulted 19. According to information and explanations given to us,
in the repayment of dues to banks, financial institutions the Company has not issued any debentures during the
and debenture holders. year.
12. According to the information and explanations given to 20. According to information and explanations given to us,
us, the Company has not granted loans and advances on during the year covered by our audit report, the Company
the basis of security by way of pledge of shares, has not raised any money by public issue.
debentures and other securities. 21. To the best of our knowledge and according to the
13. The Company is not a chit fund or a nidhi / mutual benefit information and explanations given to us, no fraud by
fund / society. Therefore, the provisions of paragraph 4(xiii) the Company and no material fraud on the Company has
of the said Order are not applicable to the Company. been noticed or reported during the year other than few
14. According to the information and explanations given to cases of unauthorised services utilised by subscribers/
us, the Company is not dealing in or trading in shares, external parties valued at ` 73.38 Mn. (Approx) detected
securities, debentures and other investments. and appropriately dealt with by the Management.
15. According to the information and explanations given to
us, the Company has not given any guarantee for loans
taken by others from banks or financial institutions. For DELOITTE HASKINS & SELLS LLP
16. In our opinion and according to the information and Chartered Accountants
explanations given to us, the term loans have been applied (Firm’s Registration No. 117366W/W-100018)
for the purposes for which they were obtained, other than
temporary deployment pending application.
Khurshed Pastakia
17. In our opinion and according to the information and (Partner)
explanations given to us, and on an overall examination (Membership No. 31544)
of the Balance Sheet of the Company, we report that funds
raised on short term basis amounting to ` 32,343.29 Mn. Place : Mumbai
have been used for long term investment. Date : 28th April, 2014

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Balance Sheet as at March 31, 2014

` Mn
Particulars Note As at As at
March 31, 2014 March 31, 2013
EQUITY AND LIABILITIES
Shareholders’ Funds
Share Capital 3 33,196.32 33,143.22
Reserves and Surplus 4 122,647.21 107,055.79
155,843.53 140,199.01
Non-Current Liabilities
Long-Term Borrowings 5 171,438.77 105,743.96
Deferred Tax Liabilities (Net) 6 15,310.49 10,231.17
Other Long-Term Liabilities 7 13,972.73 8,266.48
Long-Term Provisions 8 2,167.05 2,018.86
202,889.04 126,260.47
Current Liabilities
Short-Term Borrowings 9 6,093.55 7,050.38
Trade Payables (includes amount referred in Note 40, 42 & 45) 26,343.67 24,315.89
Other Current Liabilities 10 46,848.70 45,201.05
Short-Term Provisions 11 1,865.05 1,239.69
81,150.97 77,807.01
TOTAL 439,883.54 344,266.49
ASSETS
Non-Current Assets
Fixed Assets
Tangible Assets 12 182,967.23 176,859.46
Intangible Assets 12 77,273.92 82,526.00
Capital Work-in-Progress 12 113,801.23 8,434.25
Non-Current Investments 13 16,412.07 16,377.07
Long-Term Loans and Advances 14 28,292.27 30,018.68
418,746.72 314,215.46
Current Assets
Current Investments 15 — 9,296.00
Inventories 16 487.38 545.10
Trade Receivables 17 7,696.89 9,156.79
Cash and Bank Balance 18 1,395.32 1,157.36
Short-term loans and Advances 19 11,522.58 9,887.34
Other Current Assets 20 34.65 8.44
21,136.82 30,051.03
TOTAL 439,883.54 344,266.49
Significant Accounting Policies 2
The accompanying notes are an integral part of the Financial Statements
In terms of our report attached
For Deloitte Haskins & Sells LLP For and on behalf of the Board
Khurshed Pastakia Arun Thiagarajan Sanjeev Aga Himanshu Kapania
Partner Director Director Managing Director
Membership No.: 31544
Place : Mumbai Murthy GVAS Pankaj Kapdeo
Date : April 28, 2014 President (Finance & Accounts) Company Secretary

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Statement of Profit and Loss for the year ended March 31, 2014
` Mn
Particulars Note For the year ended For the year ended
March 31, 2014 March 31, 2013
INCOME
Service Revenue 261,104.00 220,434.35
Other Income 21 690.69 434.39

TOTAL 261,794.69 220,868.74
OPERATING EXPENDITURE
Personnel Expenditure 22 11,610.12 10,038.30
Network Expenses and IT outsourcing cost 23 74,745.37 63,551.95
License Fees and WPC Charges 24 29,237.98 24,752.50
Roaming & Access Charges 25 41,615.64 40,145.27
Subscriber Acquisition & Servicing Expenditure 26 20,905.58 21,324.32
Advertisement and Business Promotion Expenditure 4,616.55 4,535.61
Administration & other Expenses 27 5,830.31 4,956.29

188,561.55 169,304.24
PROFIT BEFORE FINANCE CHARGES, DEPRECIATION, AMORTISATION & TAXES 73,233.14 51,564.50
Finance & Treasury Charges (Net) 28 6,247.89 8,134.55
Depreciation 12 34,622.71 25,383.58
Amortisation of Intangible Assets 12 6,309.73 5,159.99
PROFIT BEFORE TAX 26,052.81 12,886.38
Provision for Taxation — Current 5,434.11 2,737.36
— Deferred 5,079.31 4,703.79
— MAT Credit (1,353.67) (2,737.36)
PROFIT AFTER TAX 16,893.06 8,182.59
Earnings Per Share of ` 10/- each fully paid up (in `) 50
Basic 5.09 2.47
Diluted 5.08 2.47



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Notes forming part of the Financial Statements

1. CORPORATE INFORMATION
Idea Cellular Limited (‘the Company’), an Aditya Birla Group Intangible Assets are amortised on straight line method
company, is one of the leading national telecom service
as under:-
providers in India. The Company is engaged in the business
of Mobility and Long Distance services. i) Cost of Rights, Licenses including the fees paid on
fixed basis prior to revenue share regime and
2. SIGNIFICANT ACCOUNTING POLICIES
Spectrum fee is amortised on straight line method
a) Basis of Preparation of Financial Statements: on commencement of operations over the validity
The financial statements have been prepared on period.
accrual basis under the historical cost convention in
accordance with the Generally Accepted Accounting ii) Software, which is not an integral part of hardware,
Principles in India (Indian GAAP) to comply with the is treated as an intangible asset and is amortised
Accounting Standards notified under Section 211(3C) over its useful economic life as estimated by the
of the Companies Act, 1956 (which continue to be management between 3 to 5 years.
applicable in respect of Section 133 of the Companies iii) Bandwidth / Fibre taken on Indefeasible Right of
Act, 2013) and the relevant provisions of the Companies
Use (IRU) is amortised over the agreement period.
Act 1956 / 2013 as applicable.
All assets and liabilities have been classified as current Assets costing upto ` 5,000/- are depreciated fully
or non-current as per the operating cycle criteria set in the month of purchase.
out in the Revised Schedule VI to the Companies Act, e) Inventories:
1956, issued in 2011.
Inventories are valued at cost or net realisable value,
b) Fixed Assets: whichever is lower. Cost is determined on weighted
Fixed assets are stated at cost of acquisition and average basis.
installation less accumulated depreciation. Cost is
inclusive of freight, duties, levies and any directly f) Foreign currency transactions, forward contracts &
attributable cost of bringing the assets to their working other Derivatives:
condition for intended use. i) Foreign currency transactions -
Asset retirement obligations are capitalised based on
Transactions in foreign currency are recorded at
a constructive obligation as a result of past events,
when it is probable that an outflow of resources will be the exchange rates prevailing at the date of the
required to settle the obligation and a reliable estimate transactions. As per the transitional provisions
of the amount can be made. Such costs are depreciated given in the notification issued by Ministry of
over the remaining useful life of the asset. Corporate Affairs dated March 31, 2009, the
company has opted for the option of adjusting the
c) Expenditure during pre-operative period of license:
exchange difference on long term foreign currency
Expenses incurred on project and other charges during
monetary items to the cost of the assets acquired
construction period are included under pre-operative
expenditure (grouped under capital work in progress) out of these foreign currency monetary items. The
and are allocated to the cost of Fixed Assets on the company has aligned its accounting policy based
commencement of commercial operations. on this notification and its further amendment.
d) Depreciation and Amortisation: Exchange difference arising out of fluctuation in
exchange rates on settlement / period end is
Depreciation on fixed assets is provided on straight line
method (except stated otherwise) on pro-rata basis on accounted based on the nature of transaction as
their estimated useful economic lives as given below:- under:
– Short term foreign currency monetary assets
Tangible Assets Years
and liabilities: recognised in the Statement of
Buildings 9 to 30 Profit and Loss.
Network Equipments 7 to 13 – Long term foreign currency monetary
Optical Fibre 15 liabilities used for acquisition of fixed assets:
Other Plant and Machineries 5 adjusted to the cost of the fixed assets and
Office Equipments 3 to 5 amortised over the remaining useful life of the
asset.
Computers 3
Furniture and Fixtures 3 to 10 – Other Long term foreign currency monetary
liabilities: recognised in “Foreign Currency
Motor Vehicles upto 5
Monetary Item Translation Difference
Leasehold improvements Period of Lease Account” and amortised over the period of
Leasehold Land Period of Lease liability not exceeding March 31, 2020.

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ii) Forward contracts & other Derivatives - Liability for Gratuity as at the year end is provided on
Premium / discount amount on forward contract the basis of actuarial valuation and funded with the
is amortised on period basis related to the contract Life Insurance Corporation of India.
it pertains to profit or loss arising on cancellation Provision in accounts for leave benefits to employees
of forward exchange contract is recognised in the is based on actuarial valuation done by projected
period in which the contract is cancelled. accrued benefit method at the period end.
Derivative contracts not covered under Accounting i) Revenue Recognition and Receivables:
Standard 11 “The Effects of Changes in Foreign Revenue on account of telephony services (mobile &
Exchange Rates”, entered for hedging foreign long distance) and sale of handsets and related
currency fluctuations and interest rate risk are accessories is recognized net of rebates, discount,
marked to market at each reporting date. Loss, if service tax, etc. on rendering of services and supply of
any, on such valuation is recognised in the goods respectively. Recharge fees on recharge
Statement of Profit & Loss in that period and gain, vouchers is recognized as revenue as and when the
if any, is not recognised as per the principle of recharge voucher is activated by the subscriber.
prudence enunciated in Accounting Standard 1,
Revenue from passive infrastructure is recognized on
“Disclosure of Accounting Policies”.
accrual basis (net of reimbursements) as per the
g) Taxation: contractual terms on straight line method over the
i) Current Tax: Provision for current income tax is contract period.
made on the taxable income using the applicable Unbilled receivables, represent revenues recognized
tax rates and tax laws. Advance Income Tax and from the bill cycle date to the end of each month. These
Provision for Current Tax is disclosed in the balance are billed in subsequent periods as per the agreed
sheet at net as these are settled on net basis. terms.
ii) Deferred Tax: Deferred tax arising on account of Debts (net of security deposits outstanding there
timing differences and which are capable of against) due from subscribers, which remain unpaid
reversal in one or more subsequent periods is for more than 90 days from the date of bill and/or other
recognised using the tax rates and tax laws that debts which are otherwise considered doubtful, are
have been enacted or substantively enacted. provided for.
Deferred tax assets are not recognised unless there Provision for doubtful debts on account of interconnect
is virtual certainty with respect to the reversal of usage charges (IUC), roaming charges and passive
the same in future years. infrastructure sharing from other telecom operators
iii) Minimum Alternate Tax (MAT) credit: MAT is is made for dues outstanding more than 180 days from
recognised as an asset only when and to the extent the date of billing other than cases when an amount is
there is convincing evidence that the Company will payable to that operator or in specific case when
pay normal income tax during the specified period. management is of the view that the amount is
In the year in which the MAT credit becomes recoverable.
eligible to be recognized as an asset in accordance j) Interest Income:
with the recommendations contained in the
Interest income is recognized on accrual basis on the
Guidance Note issued by the ICAI, the said asset is
outstanding amount and applicable interest rate.
created by way of a credit to the Statement of Profit
and Loss and is shown as MAT Credit Entitlement. k) Investments:
The Company reviews the same at each balance Current Investments are stated at lower of cost or fair
sheet date and writes down the carrying amount value in respect of each separate investment.
of MAT Credit Entitlement to the extent there is
Long-term Investments are stated at cost less provision
no longer convincing evidence to the effect that for diminution in value other than temporary, if any.
Company will pay normal Income Tax during the
specified period. l) Borrowing Cost:
Interest and other costs incurred in connection with
h) Retirement Benefits:
the borrowing of the funds are charged to revenue on
Contributions to Provident and Pension funds are accrual basis except those borrowing costs which are
funded with the appropriate authorities and charged directly attributable to the acquisition or construction
to the Statement of Profit and Loss. of those fixed assets, which necessarily take a
Contributions to Superannuation are funded with the substantial period of time to get ready for their
Life Insurance Corporation of India and charged to the intended use. Such costs are capitalised with the fixed
Statement of Profit and Loss. assets.

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m) License Fees – Revenue Share: the weighted average number of shares outstanding
With effect from August 1, 1999 the variable license during the period. The diluted EPS is calculated on the
fee computed at prescribed rates of revenue share is same basis as basic EPS, after adjusting for the effects
being charged to the Statement of Profit and Loss in of potential dilutive equity shares unless the effect of
the period in which the related revenue arises. Revenue the potential dilutive equity shares is anti-dilutive.
for this purpose comprises adjusted gross revenue as q) Impairment of Assets:
per the license agreement of the license area to which
the license pertains. Assets are reviewed for impairment whenever events
or changes in circumstances indicate that the
n) Use of Estimate: carrying amount may not be recoverable. An
The preparation of financial statements in conformity impairment loss is recognized in accordance with
with generally accepted accounting principles require Accounting Standard-28 on “Impairment of Assets”,
estimates and assumptions to be made that affect the for the amount by which the asset’s carrying amount
reported amounts of assets and liabilities and exceeds its recoverable amount as on the carrying
disclosure of contingent liabilities on the date of the date. The recoverable amount is higher of the asset’s
financial statements and the reported amounts of fair value less costs to sell vis-à-vis value in use. For
revenues and expenses during the reporting year. the purpose of impairment, assets are grouped at
Differences between actual results and estimates are the lowest levels for which there are separately
recognised in the periods in which the results are identifiable cash flows.
known / materialise.
r) Provisions & Contingent Liability:
o) Leases: Provisions are recognized when the Company has a
i) Operating: Lease of assets under which significant present obligation as a result of past events; it is more
risks and rewards of ownership are effectively likely than not that an outflow of resources will be
retained by the lessor are classified as operating required to settle the obligation; and the amount has
leases. Lease payments under an operating lease been reliably estimated. A contingent liability is
are recognised as expense in the Statement of disclosed where there is a possible obligation or a
Profit and Loss, on a straight-line or other present obligation that may, but probably will not,
systematic basis over the lease term. require an outflow of resources.
ii) Finance: Leased assets acquired on which s) Issue Expenditure:
significant risks and rewards of ownership
Expenses incurred in connection with issue of equity
effectively transferred to the Company are
capitalised at lower of fair value or the amounts shares are adjusted against Securities Premium
paid under such lease arrangements. Such assets Account.
are amortised over the period of lease or estimated t) Employee Stock Option:
life of such assets whichever is less. In respect of stock options granted pursuant to the
p) Earnings Per Share: company’s Employee Stock Option Scheme, the
The earnings considered in ascertaining the Company’s intrinsic value of the option is treated as discount and
EPS comprise of the net profit after tax, after reducing accounted as employee compensation cost over the
dividend on Cumulative Preference Shares for the vesting period.
period (irrespective of whether declared, paid or not), In respect of re-pricing of existing stock option, the
as per Accounting Standard 20 on “Earnings Per Share”. incremental intrinsic value of the option is accounted
The number of shares used in computing basic EPS is for as employee cost over the remaining vesting period.

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3 SHARE CAPITAL
a) Authorised, Issued, Subscribed and Paid-up Share Capital:
Particulars As at March 31, 2014 As at March 31, 2013

Numbers ` Mn Numbers ` Mn
Authorised
Equity Shares of ` 10 each 6,775,000,000 67,750.00 6,775,000,000 67,750.00
Redeemable Cumulative Non-Convertible
Preference Shares of ` 10 Mn. each 1,500 15,000.00 1,500 15,000.00
6,775,001,500 82,750.00 6,775,001,500 82,750.00
Issued, Subscribed and Paid-Up
Equity Share Capital
Equity Shares of ` 10 each fully Paid-up 3,319,631,761 33,196.32 3,314,321,766 33,143.22
Total 3,319,631,761 33,196.32 3,314,321,766 33,143.22
(i) Out of the above, 199,153,469 Equity Shares are allotted as fully paid up under the Scheme of amalgamation of
Spice Communications Limited without payment being received in cash.
b) Reconciliation of the number of Shares outstanding:
Equity shares outstanding at the beginning of the year 3,314,321,766 33,143.22 3,308,845,110 33,088.45
Equity shares allotted pursuant to exercise of ESOP 5,309,995 53.10 5,476,656 54.77
Equity shares outstanding at the end of the year 3,319,631,761 33,196.32 3,314,321,766 33,143.22
c) Rights attached to Equity Shareholders:
The Company has only one class of equity shares having par value of ` 10 per share. Each holder of equity shares is
entitiled to one vote per share.
d) Shareholders’ holding more than 5% shares of the Company:
Name of Shareholder Class of Shares As at March 31, 2014 As at March 31, 2013
Numbers %age Numbers %age
Aditya Birla Nuvo Limited Equity Shares 837,526,221 25.23% 837,526,221 25.27%
Birla TMT Holdings Private
Limited Equity Shares 283,565,373 8.54% 283,565,373 8.56%
Grasim Industries Limited Equity Shares 171,013,894 5.15% 171,013,894 5.16%
Hindalco Industries Limited Equity Shares 228,340,226 6.88% 228,340,226 6.89%
P5 Asia Investments
(Mauritius) Limited Equity Shares 330,000,000 9.94% 330,000,000 9.96%
Axiata Investments 2 (India)
Limited Equity Shares 195,427,333 5.89% 195,427,333 5.90%
Axiata Investments 1 (India)
Limited (Formerly known as
TMI Mauritius Limited) Equity Shares 464,734,670 14.00% 464,734,670 14.02%
e) Share Options granted under the Employee Stock Option Scheme:

Under the Employee Stock Option Scheme (“ESOS 2006”), the Company had granted Options to its eligible employees
from time to time. Further, the Shareholders of the Company had approved a new Employee Stock Option Scheme – 2013
(“ESOS 2013”) at the Annual General Meeting held on 16th September, 2013. The ESOS Compensation Committee has
granted 18,565,428 Options and 8,105,587 Restricted Stock Units (RSU’s) to its eligible employees under (“ESOS 2013”).

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These Options would vest in 4 equal annual installments after one year of the grant and the RSU’s will vest after 3 years
from the date of grant. The maximum period for exercise of Options and RSUs is 5 years from the date of vesting. Each
Option and RSU when exercised would be converted into one fully paid-up equity share of ` 10/- of the Company. The
Options and RSUs granted under the ESOS 2013 and Options granted under ESOS 2006 carry no rights to dividends and no
voting rights till the date of exercise. As at the end of financial year, details of outstanding options are as follows:

No. of Weighted No. of Weighted
Options average Options average
exercise exercise
price (`) price (`)
i) Options granted under ESOS 2006
Options outstanding at the beginning of the year 12,757,580 50.44 18,471,360 49.04
Options granted during the year - - - -
Options forfeited/lapsed during the year 75,749 61.49 237,124 60.08
Options exercised during the year 5,309,995 49.48 5,476,656 45.32
Options expired during the year 27,750 39.30 - -
Options outstanding at the end of the year 7,344,086 51.06 12,757,580 50.44
Options exerciseable at the end of the year 6,779,520 49.58 10,292,851 47.47
Range of exercise price of outstanding options (`) 39.30 - 68.86 39.30 - 68.86
Remaining contractual life of outstanding 0.31 - 5.82 0.75 - 6.82
options (years)
ii) Options granted under ESOS 2013
Options outstanding at the beginning of the year - - - -
Options granted during the year 18,565,428 126.45 - -
Options forfeited/lapsed during the year - - - -
Options exercised during the year - - - -
Options expired during the year - - - -
Options outstanding at the end of the year 18,565,428 126.45 - -
Options exerciseable at the end of the year - - - -
Range of exercise price of outstanding options (`) 126.45 -
Remaining contractual life of outstanding 5.87 - 8.87 -
options (years)
iii) RSU’s granted under ESOS 2013
Remaining contractual life of outstanding 7.87 -
options (years)

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` Mn
Particulars As at As at
March 31, 2014 March 31, 2013
4 RESERVES AND SURPLUS
a) Debenture Redemption Reserve
Balance at the beginning of the year 93.15 -
Add: Transfer from Statement of Profit and Loss 145.15 93.15
Balance at the end of the year 238.30 93.15
b) Securities Premium Account
Balance at the beginning of the year 68,711.47 64,796.63
Add: Premium on issue of shares under ESOS scheme 303.24 329.04
Add: Cost of licenses impaired earlier and debited to Securities Premium
now adjusted against new spectrum taken in auction - 3,585.80
Balance at the end of the year 69,014.71 68,711.47
c) Outstanding Employee Stock Options
Balance at the beginning of the year 214.19 349.48
Add: Charge for the year (Refer Note 41) 43.07 0.32
Less: Transfer to Securities Premium Account on exercise of Options 93.59 135.61
Balance at the end of the year 163.67 214.19
d) Reserve for Business Restructuring
Balance at the beginning of the year - 168.67
Less: Transfer to General Reserve - 168.67
Balance at the end of the year - -
e) General Reserve
Add: Transfer from Reserve for Business Restructuring - 168.67
f) Surplus in Statement of Profit and Loss
Add: Profit during the year 16,893.06 8,182.59
Less: Transfer to Debenture Redemption Reserve 145.15 93.15
Less: Proposed Dividend * (Refer Note 52) 1,328.57 994.30
Less: Dividend Distribution Tax on Proposed Dividend 225.79 168.98
Total 122,647.21 107,055.79
* Current year amount includes dividend of ` 0.72 Mn. related to previous financial
year for shares issued after balance sheet date and before record date of dividend.

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` Mn
March 31, 2014 March 31, 2013
5 LONG TERM BORROWINGS
SECURED LOANS
471 (Previous year 626) 9.45% Redeemable Non Convertible Debentures
(NCD) of ` 10 Mn. each 4,710.00 6,260.00
(The Company has re-purchased 529 NCDs of ` 10 Mn. each, aggregating to
` 5,290 Mn. with an option to re-issue the same in future)
Term Loans
Foreign Currency Loan
- From Banks - 770.57
- From Others 51,078.20 48,507.17
Rupee Loan
- From Banks 14,187.78 20,522.49
- From Others 2,666.67 3,000.00
Vehicle Loan from Banks 288.46 266.61
Total 72,931.11 79,326.84
UNSECURED LOANS
Term Loans
- From Banks 11,089.49 13,103.14
Deferred Payment Liabilities towards Spectrum (Refer Note 29) 87,418.17 13,313.98
98,507.66 26,417.12
Total 171,438.77 105,743.96
a) Secured Loans are covered by:
Term Loans including current maturities are secured by way of first charge/assignment ranking pari-passu interse the lenders,
as under:
i. First charge on all the movable and immovable properties of the Company respectively,
ii. First charge over all intangible assets (excluding Telecom Licenses) of the Company,
iii. Assignment of the rights, titles and interest, on deposits, investments, bank accounts, book debts, insurance covers,
other general assets, letters of credit and guarantees, provided in favour of the Company.
Out of the above Loan, Foreign Currency Loan amounting to ` 51,938.56 Mn. (Previous year ` 56,110.84 Mn.) and Rupee Loan
amounting to ` Nil (Previous year ` 9,590.46 Mn.) additionally have pledge on 60% shareholding of Indus Towers Limited held
by wholly owned subsidiary. Further Foreign Currency Loan amounting to ` 6,764.01 Mn. (Previous year
` 7,010.50 Mn.) & Rupee Loan amounting to ` 8,182.25 Mn. (Previous year ` 9,590.46 Mn.) included above, have additional
security as first priority charge over Telecom Licenses also. NCD amounting to ` 4,710.00 Mn. (Previous year
` 6,260.00 Mn.) have pari-passu charge only on the tangible fixed assets of the Company.
Vehicle Loans including current maturities is secured by hypothecation of Vehicles against which the loans have been
taken.
b) Repayment Terms of outstanding long term borrowings (excluding current maturities) as on March 31, 2014:
Repayment Terms for Secured Foreign Currency Borrowings
Facility 1 (` 10,713.35 Mn.) -
Tranche 1 - Balance amount is repayable in 9 equal half yearly installments starting September, 2015
Tranche 2 - Balance amount is repayable in 12 equal half yearly installments starting August, 2015
Facility 2 (` 6,994.63 Mn.) - Balance amount is repayable in 13 equal half yearly installments starting June, 2015
Facility 3 (` 5,162.57 Mn.) - Balance amount is repayable in 17 equal half yearly installments starting April, 2015
Facility 4 (` 8,292.86 Mn.) -
Tranche 1 - Balance amount is repayable in 10 equal half yearly installments starting April, 2015
Tranche 2 - Balance amount is repayable in 2 equal half yearly installments starting April, 2020

CK
Facility 5 (` 6,687.87 Mn.) - Balance amount is repayable in 13 equal half yearly installments starting May, 2015
Facility 6 (` 7,522.40 Mn.) -
Tranche 1 - 15 equal half yearly installments starting July, 2015
Tranche 2 - 13 equal half yearly installments starting July, 2015
Facility 7 (` 5,704.53 Mn.) - Balance amount is repayable as follows:
1) 1 installment of 1.25% of the total drawn amount in April, 2015
2) 16 equal quarterly installments of 4.13% each of the total drawn amount starting July, 2015
3) 4 equal quarterly installments of 4.75% each of the total drawn amount starting July, 2019
Repayment Terms for Secured INR Borrowings
Facility 1 (` 4,054.45 Mn.) - Balance amount is repayable in 4 equal quarterly installments of 5.00% each of the total drawn
amount starting April, 2015
Facility 2 (` 12,800.00 Mn.) - Balance amount is repayable as follows:
1) 4 equal quarterly installments of ` 800 Mn. each starting June, 2015
2) 8 equal quarterly installments of ` 1,200 Mn. each starting June, 2016
NCDs (` 4,710.00 Mn.) - Repayable in October, 2019
Vehicles Loans are repayable in equal monthly installments over the term of the loan ranging from 2 to 4 years
Repayment Terms for Unsecured Foreign Currency Borrowings
Facility 1 (` 6,762.30 Mn.) - 5 years from drawdown date ending October 4, 2015
Facility 2 (` 4,327.19 Mn.) - Balance amount is repayable in June, 2018
Repayment Terms for Deferred Payment Liability
Facility 1 (` 14,612.09 Mn.) - Balance amount is repayable in 10 equated annual installments starting December, 2015.
Facility 2 (` 72,806.08 Mn.) - Balance amount is repayable in 10 equated annual installments starting March, 2017.
c) Summary of Repayment terms:

` Mn
Particulars Loan repayable in
1 to 2 years 2 to 5 years After 5 years
Secured 15,347.91 36,364.55 21,218.53
Unsecured 6,762.30 10,618.70 81,126.66
` Mn
March 31, 2014 March 31, 2013
6 DEFERRED TAX LIABILITIES
Major components of Deferred Tax are:
a) Deferred Tax Liability:
Depreciation & Amortisation 17,473.57 18,254.37
Total Deferred Tax Liability (A) 17,473.57 18,254.37
b) Deferred Tax Asset:
Provision for Doubtful Debts 1,205.95 1,246.75
Expenses allowable on Payment Basis 895.06 785.71
Brought Forward losses - 5,928.67
Others 62.07 62.07
Total Deferred Tax Asset (B) 2,163.08 8,023.20
Net Deferred Tax Liability (A - B) 15,310.49 10,231.17

CK

` Mn
March 31, 2014 March 31, 2013
7 OTHER LONG TERM LIABILITIES
a) Trade Payables 4,270.31 2,925.73
b) Capex Creditors 111.56 48.38
c) Unearned Income 2,987.06 2,950.92
d) Deposits from Customers and Others 5,566.25 1,904.60
e) Interest accrued but not due 1,037.55 436.85
Total 13,972.73 8,266.48
8 LONG TERM PROVISIONS

a) Gratuity (Refer Note 43) 811.58 732.69
b) Leave Encashment 935.02 865.72
c) Asset Retirement Obligation (Refer Note 51) 420.45 420.45
Total 2,167.05 2,018.86
9 SHORT TERM BORROWINGS

a) SECURED LOANS
Working Capital Loan from Banks 5,982.05 -
(Secured by way of second charge on current and movable assets.
Further, an amount of ` 2,975.58 Mn. included above have additional
security by way of second charge on immovable assets)
b) UNSECURED LOANS
Working Capital Loan from Banks 111.50 2.12
Short Term Loan from Others (includes amount referred in Note 45) - 2,793.87
Buyers Credit in Foreign Currency from Banks - 4,254.39
Total 6,093.55 7,050.38
10 OTHER CURRENT LIABILITIES

a) Current Maturities of Long Term Debt 16,084.15 16,687.12
b) Interest accrued but not due on Borrowings 851.81 913.28
c) Advance from Customers and Unearned Income 10,991.85 9,608.39
d) Capex Creditors 11,586.72 10,302.60
e) Dividend Payable 0.64 -
f) Book Bank Overdraft 154.51 174.98
g) Taxes and Other Liabilities 7,179.02 7,514.68
Total 46,848.70 45,201.05
11 SHORT TERM PROVISIONS

a) Leave Encashment 93.63 76.41
b) Current Tax (Net of Advance Tax of ` 5,216.21 Mn.) 217.90 -
c) Proposed Dividend 1,327.85 994.30
d) Dividend Distribution Tax on Proposed Dividend 225.67 168.98
Total 1,865.05 1,239.69

CK

12. FIXED ASSETS
A - TANGIBLE ASSETS ` Mn
Gross Block Accumulated Depreciation Net Block
Particulars As at Additions Disposal / As at As at Additions Disposal / As at As at As at
April 1, 2013 for the Adjustments March 31, 2014 April 1, 2013 for the Adjustments March 31, 2014 March 31, 2014 March 31, 2013
year ended for the year ended for the
March 31, 2014 year ended March 31, 2014 year ended
March 31, 2014 March 31, 2014
Freehold Land 92.53 24.36 - 116.89 - - - - 116.89 92.53

Leasehold Land 11.26 - - 11.26 3.01 0.24 - 3.25 8.01 8.25

Buildings 1,630.49 38.80 2.11 1,667.18 604.81 105.64 2.11 708.34 958.84 1,025.68
Plant & Machinery 288,368.08 40,351.12 889.44 327,829.76 113,764.28 34,014.06 744.79 147,033.55 180,796.21 174,603.80
Furniture & Fixtures 1,620.62 1.85 7.63 1,614.84 1,189.55 105.05 6.54 1,288.06 326.78 431.07
Office Equipment 3,541.61 109.38 39.15 3,611.84 3,299.03 139.23 34.02 3,404.24 207.60 242.58
Vehicles 1,232.51 370.91 205.46 1,397.96 776.96 258.49 190.39 845.06 552.90 455.55
TOTAL 296,497.10 40,896.42 1,143.79 336,249.73 119,637.64 34,622.71 977.85 153,282.50 182,967.23 176,859.46
Notes:
1. Plant & Machinery includes assets held for disposal- Gross Block ` 265.03 Mn. (Previous year ` 243.76 Mn.) and Net Block ` 13.45 Mn. (Previous year `24.61 Mn.).
2. Plant & Machinery includes Gross Block of assets capitalised under finance lease ` 12,520.40 Mn. (Previous year ` 10,470.14 Mn.) and corresponding Accumulated Depreciation being ` 8,846.80 Mn. (Previous
year ` 6,584.01 Mn.).
3. Exchange loss amounting to ` 7,475.54. Mn. (Previous year exchange loss ` 4,120.31 Mn.) capitalised as per transitional provisions of notification under AS-11, issued by the Ministry of Corporate Affairs.
4. Depreciation charge for the year includes ` 5,685.80 Mn. (Previous year ` 170.21 Mn.) due to change in estimated useful life of certain fixed assets.
B - INTANGIBLE ASSETS ` Mn
Gross Block Accumulated Amortisation Net Block
Particulars As at Additions Disposal / As at As at Additions Disposal / As at As at As at
April 1, for the Adjustments March 31, 2014 April 1, 2013 for the Adjustments March 31, 2014 March 31, 2014 March 31, 2013
2013 year ended for the year ended for the
March 31, 2014 March 31, 2014
Entry/License Fees & Spectrum 103,239.17 - - 103,239.17 27,980.72 5,334.50 - 33,315.22 69,923.95 75,258.45
Computer - Software 4,851.67 352.72 - 5,204.39 4,078.39 462.69 - 4,541.08 663.31 773.28
Bandwidth 7,392.93 704.93 - 8,097.86 898.66 512.54 - 1,411.20 6,686.66 6,494.27
TOTAL 115,483.77 1,057.65 - 116,541.42 32,957.77 6,309.73 - 39,267.50 77,273.92 82,526.00
Grand Total 411,980.87 41,954.07 1,143.79 452,791.15 152,595.41 40,932.44 977.85 192,550.00 260,241.15 259,385.46
Notes:
1. Computer - Software include Gross Block of assets capitalised under finance lease ` 2,399.88 Mn. (Previous year ` 2,151.48 Mn.) and corresponding Accumulated Amortisation being ` 2,030.77 Mn. (Previous
year ` 1,763.99 Mn.).
2. The remaining amortisation period of license/ Spectrum fees as at March 31, 2014 ranges between 2 to 19 years based on the respective Telecom Service License period.
Annual Report
Capital Work in Progress (Net of impairment provision of ` 4,844.60 Mn.) 113,801.23 8,434.25
2013-14
71
CK
72
12. FIXED ASSETS
C - TANGIBLE ASSETS ` Mn
Particulars As at Additions Disposal / As at As at Additions Disposal / As at As at
Annual Report
April 1, 2012 for the Adjustments March 31, 2013 April 1, 2012 for the Adjustments March 31, 2013 March 31, 2013
March 31, 2013 March 31, 2013
Freehold Land 92.53 - - 92.53 - - - - 92.53
2013-14
Leasehold Land 11.26 - - 11.26 2.77 0.24 - 3.01 8.25
Buildings 1,628.68 1.81 - 1,630.49 532.92 71.89 - 604.81 1,025.68
Plant & Machinery 256,156.97 33,068.35 857.24 288,368.08 89,643.31 24,774.97 654.00 113,764.28 174,603.80
Furniture & Fixtures 1,583.43 41.16 3.97 1,620.62 1,031.98 160.73 3.16 1,189.55 431.07
Office Equipment 3,491.90 128.52 78.81 3,541.61 3,227.03 149.70 77.70 3,299.03 242.58
Vehicles 1,064.67 288.65 120.81 1,232.51 653.17 226.05 102.26 776.96 455.55
TOTAL 264,029.44 33,528.49 1,060.83 296,497.10 95,091.18 25,383.58 837.12 119,637.64 176,859.46
D - INTANGIBLE ASSETS ` Mn
Particulars As at Additions Disposal / As at As at Additions Disposal / As at As at
March 31, 2013 March 31, 2013
Entry/License Fees & Spectrum 86,126.17 20,373.10 3,260.10 103,239.17 23,860.09 4,120.63 - 27,980.72 75,258.45
Computer - Software 4,663.92 189.33 1.58 4,851.67 3,445.20 634.77 1.58 4,078.39 773.28
Bandwidth 5,503.58 1,890.18 0.83 7,392.93 494.07 404.59 - 898.66 6,494.27
TOTAL 96,293.67 22,452.61 3,262.51 115,483.77 27,799.36 5,159.99 1.58 32,957.77 82,526.00
Grand Total 360,323.11 55,981.10 4,323.34 411,980.87 122,890.54 30,543.57 838.70 152,595.41 259,385.46
CK

` Mn
March 31, 2014 March 31, 2013
13 NON CURRENT INVESTMENTS
Long-term Trade Investment (Unquoted) at Cost
Investments in Shares of Subsidiaries
Aditya Birla Telecom Limited
10,000,000 fully paid equity shares of ` 10 each 16,327.76 16,327.76
Idea Cellular Infrastructure Services Limited
50,000 fully paid equity shares of ` 10 each 0.50 0.50
Idea Mobile Commerce Services Limited
4,500,000 (Previous Year 1,000,000) fully paid equity shares of ` 10 each 45.00 10.00
Idea Cellular Services Limited
Idea Telesystems Limited
Total 16,412.07 16,377.07
14 LONG-TERM LOANS AND ADVANCES

(Unsecured, considered good unless otherwise stated)
a) Capital Advances 103.27 65.41
b) Deposits and balances with Government Authorities 381.63 343.13
c) Deposits with Body Corporates and Others (includes amount
referred in Note 45) 9,244.86 12,614.72
d) MAT Credit Entitlement 11,242.04 9,888.37
e) Advance Income Tax (Net of provision ` Nil, Previous year ` 2,737.36 Mn.) 1,016.10 2,647.05
f) Other Loans and Advances (includes amount referred in Note 45 & 46) 6,304.37 4,460.00
Total 28,292.27 30,018.68
15 CURRENT INVESTMENTS
Investment in Units of Liquid Mutual Funds (Refer Note 39) - 9,296.00
Total - 9,296.00
16 INVENTORIES
Sim and Recharge Vouchers 487.38 545.10
Total 487.38 545.10

CK

` Mn
March 31, 2014 March 31, 2013
17 TRADE RECEIVABLES
a) Billed Receivables
Unsecured - Considered Good
Outstanding for a period exceeding six months from due date 424.68 743.96
Other Receivables 4,107.39 5,459.66
4,532.07 6,203.62
Unsecured - Considered Doubtful
Outstanding for a period exceeding six months from due date 3,218.51 3,376.11
Other Receivables 329.44 291.84
3,547.95 3,667.95
Less: Provision for Doubtful Debts 3,547.95 3,667.95
4,532.07 6,203.62
Trade receivables include certain parties from whom Security Deposits of ` 266.13 Mn
(Previous year ` 266.57 Mn) have been taken and are lying with the Company
b) Unbilled Receivables 3,164.82 2,953.17
Total 7,696.89 9,156.79
18 CASH AND BANK BALANCES

a) Cash and Cash Equivalents
Cash on hand 25.96 26.43
Cheques on hand 173.55 203.30
Balances with banks
- In Current Accounts 197.58 655.28
- In Deposit Accounts 510.72 227.25
907.81 1,112.26
b) Other Bank Balances
Margin Money with Banks 486.87 45.10
Earmarked Bank Balance towards Dividend 0.64 -
Total 1,395.32 1,157.36
19 SHORT TERM LOANS AND ADVANCES

a) Advance Income Tax 3,155.99 1,402.28
b) Deposits with Body Corporates and Others (includes amount referred in Note 45) 421.45 1,993.27
c) Cenvat Credit 3,328.48 3,142.00
d) Other Loans and Advances (includes amount referred in Note 45 & 46)
- Considered Good 4,616.66 3,349.79
- Considered Doubtful 582.61 589.93
5,199.27 3,939.72
Less: Provision for Doubtful Advances 582.61 589.93
4,616.66 3,349.79
Total 11,522.58 9,887.34
20 OTHER CURRENT ASSETS

Interest Receivable 34.65 8.44
Total 34.65 8.44

CK

` Mn
Particulars For the year For the year
ended ended
March 31, 2014 March 31, 2013
21 OTHER INCOME
Liabilities/Provisions no longer required written back 589.11 360.00
Miscellaneous Receipts 101.58 74.39
Total 690.69 434.39
22 PERSONNEL EXPENDITURE
Salaries and Allowances etc. 10,430.91 8,707.56
Contribution to Provident and Other Funds 555.28 847.11
Staff Welfare 463.75 365.57
Recruitment and Training 160.18 118.06
Total 11,610.12 10,038.30
23 NETWORK EXPENSES AND IT OUTSOURCING COST

Security Service Charges 818.44 685.39
Power and Fuel 22,338.68 18,414.84
Repairs and Maintenance - Plant and Machinery 8,588.07 6,776.36
Switching & Cellsites Rent 1,585.83 1,499.47
Lease Line and Connectivity Charges 4,858.44 5,455.04
Network Insurance 104.29 104.83
Passive Infrastructure Charges 32,359.44 27,168.34
Other Network Operating expenses 714.60 568.26
IT Outsourcing Cost 3,377.58 2,879.42
Total 74,745.37 63,551.95
24 LICENSE FEES AND WPC CHARGES

License Fees 18,040.75 15,545.28
WPC and Spectrum Charges 11,197.23 9,207.22
Total 29,237.98 24,752.50
25 ROAMING & ACCESS CHARGES

Roaming Charges 6,113.56 6,660.23
Access Charges 35,502.08 33,485.04
Total 41,615.64 40,145.27
26 SUBSCRIBER ACQUISITION & SERVICING EXPENDITURE

Cost of Sim & Recharge Vouchers 1,476.59 1,685.16
Commission & Discount to Dealers 11,563.01 12,974.65
Customer Verification Expenses 2,309.61 1,611.91
Collection, Telecalling & Servicing Expenses 4,929.83 4,569.66
Customer Retention & Customer Loyalty Expenses 626.54 482.94
Total 20,905.58 21,324.32

CK

` Mn
ended ended
March 31, 2014 March 31, 2013
27 ADMINISTRATION & OTHER EXPENSES
Repairs and Maintenance - Building 63.01 61.11
- Others 401.09 356.72
Other Insurance 19.90 14.43
Non Network Rent 862.85 871.99
Rates and Taxes 139.44 97.81
Electricity 498.07 398.23
Printing and Stationery 82.30 79.56
Communication Expenses 117.81 90.35
Travelling and Conveyance 846.04 728.01
Bad Debts/Advances written off 1,152.28 -
Provision for Bad and Doubtful Debts/Advances (127.33) 795.10
Bank Charges 102.53 88.45
Directors Sitting Fees 1.40 1.25
Legal and Professional Charges 719.18 495.59
Audit Fees (Refer Note 34) 42.50 40.00
Loss/(Gain) on Sale of Fixed Assets/Asset disposed off (Net) 18.24 65.61
Miscellaneous Expenses 891.00 772.08
Total 5,830.31 4,956.29
28 FINANCE AND TREASURY CHARGES (NET)

Interest
- On Fixed Period Loan (Net of ` 403.44 Mn. capitalised, Previous year ` Nil) 7,423.32 7,897.34
- Others 214.55 258.85
Financing Charges 473.27 493.72
8,111.14 8,649.91
Less:
Interest Income 1,014.06 125.87
Profit on Sale of Current Investments 1,225.52 574.72
Gain/(Loss) on Foreign Exchange Fluctuation (Net) (376.33) (185.23)
Total 6,247.89 8,134.55

CK

29. The Department of Telecommunications (DoT) conducted auction for the 900 and 1800 Mhz spectrum in February 2014. The
Company successfully bid for its requirements in the 11 service areas of Maharashtra, Madhya Pradesh, Kerala, Gujarat, Andhra
Pradesh, Haryana, Punjab, Karnataka, Mumbai, Delhi and North East in the 1800 Mhz band and for Delhi service area also in
the 900 Mhz band at a total cost of ` 104,242.15 Mn. As per the payment options available as part of the auction, the Company
has chosen the deferred payment option by making an upfront payment of ` 31,436.07 Mn. and balance amount is recognized
as “Deferred Payment Liabilities towards Spectrum” under Unsecured Loans. This spectrum which is yet to be earmarked and
allotted to the company as on March 31, 2014 is for a twenty year period.
30. In the pending matter of transfer of licenses for service areas of Punjab & Karnataka, pursuant to amalgamation of erstwhile
Spice Communications Limited with the Company, DoT has transferred these licenses in the name of the Company upon
submission of an undertaking as directed by Hon’ble Supreme Court in its order dated January 29, 2014.
31. Contingent Liabilities:
i) DoT has issued demand notices towards one time spectrum charges
- for spectrum beyond 6.2 Mhz in respective service areas for retrospective period from 1 st July 2008 to
31st December 2012, amounting to ` 3,691.30 Mn. and
- for spectrum beyond 4.4 Mhz in respective service areas effective 1st January 2013 till expiry of the period as per
respective licenses amounting to ` 17,443.70 Mn.
In the opinion of Company, inter-alia, the above demands amount to alteration of financial terms of the licenses
issued in the past. The Company had therefore, petitioned the Hon’ble High Court of Bombay, where the matter was
admitted and is currently sub-judice. The Hon’ble High Court of Bombay has directed the DoT, not to take any coercive
action until the matter is further heard.
ii) The Company has a contingent obligation to buy compulsorily convertible preference shares issued by Aditya Birla Telecom
Limited (ABTL) a subsidiary of the Company, from the holder at fair market value plus agreed consideration in case ABTL
is not able to redeem the same.
iii) Other Matters
` Mn
March 31, 2014 March 31, 2013
Income Tax Matters not acknowledged as debts (see a below) 25,563.22 16,807.88
Sales Tax and Entertainment Tax Matters not acknowledged
as debts (see b below) 973.59 395.64
Service Tax Matters not acknowledged as debts (see c below) 1,538.93 1,381.91
Entry Tax and Customs Matters not acknowledged as debts (see d below) 294.76 610.65
Licensing Disputes (see e below) 19,943.82 9,955.78
Other claims not acknowledged as debts (see f below) 2,322.46 2,050.38
a) Income Tax Matters:

- Appeals filed by the Company against the demands raised by Income Tax Authorities which are pending before
Appellate Authorities include mainly disputes on account of incorrect disallowance of revenue share license fee,
disputes on non applicability of tax deduction at source on pre-paid margin allowed to prepaid distributors &
roaming settlements, disallowance of interest proportionate to interest free advances given to wholly owned
subsidiaries etc.
- Appeals filed for tax demand on the net value of assets and liabilities vested with the company consequent to
High Court approved de-merger of telecom undertaking from its wholly owned subsidiary.
b) Sales Tax and Entertainment Tax:
- Sales Tax demands mainly relates to the demands raised by the VAT/Sales Tax authorities of few states on
Broadband Connectivity, SIM cards etc. on which the Company has already paid Service Tax.
- In one state entertainment tax is being demanded on revenue from value added services. However, the Company
has challenged the constitutional validity of the levy.
c) Service Tax:
Service Tax demands mainly relates to the following matters:
- Interpretation issues arising out of Rule 6(3) of the Cenvat Credit Rules, 2004.
- Denial of Cenvat credit related to Towers, Shelters and OFC ducts.
- Disallowance of Cenvat Credit on input services viewed as not related to output service.

CK

d) Entry Tax:
In certain states, Entry Tax is being demanded on receipt of material from outside the state. However, the Company
has challenged the constitutional validity of the levy.
e) Licensing Disputes:
- 3G Intra Circle Roaming Arrangements (ICR) – The Company had entered into roaming arrangements with other
operators to provide 3G services in service areas where it did not win 3G spectrum. DoT has sent notices to stop
the 3G services in these service areas and also imposed penalty for providing 3G services in select service areas
under roaming arrangements. The matter is currently pending before the Hon’ble TDSAT.
- Demands due to difference in interpretation of definition of Revenue and other license fee assessment related
matters.
- Disputes relating to alleged non compliance of licensing conditions, EMF procedural norms & other disputes with
DoT, either filed by or against the Company and pending before Hon’ble Supreme Court/TDSAT.
- Demands on account of alleged violations in license conditions relating to amalgamation of erstwhile Spice
Communications Limited currently sub-judice before the Hon’ble TDSAT (Refer Note 30).
f) Other claims not acknowledged as debts:
Mainly include miscellaneous disputed matters with Local Municipal Corporation, Electricity Board and others.
32. Details of Guarantees given:
- Bank Guarantees given ` 42,004.11 Mn. (Previous year ` 25,832.11 Mn.)
- Corporate Guarantee given to Bank for limits sanctioned in a subsidiary ` 550.00 Mn.
33. Capital and other Commitments:
Estimated amount of commitments as on March 31, 2014 towards-
- Contracts remaining to be executed for capital expenditure (net of advances) and not provided for are ` 16,874.82 Mn.
(Previous year ` 17,495.40 Mn.)
- Long term contracts remaining to be executed including early termination commitments (if any) are ` 18,376.07 Mn.
34. Auditors’ Remuneration (excluding Service Tax):
` Mn
Particulars For the year ended For the year ended
March 31, 2014 March 31, 2013
Statutory Audit Fees 42.50 40.00
Certification (included in Legal and Professional Charges) 6.23 4.20
Out of Pocket Expenses (included in Misc. Expenses) 0.81 0.40
Total Remuneration 49.54 44.60
35. CIF Value of Imports:

` Mn
March 31, 2014 March 31, 2013
Capital Goods (including spares) 13,571.80 12,863.71
36. Expenditure in Foreign Currency (on Accrual basis):

` Mn
March 31, 2014 March 31, 2013
Interest and Financing Charges 2,432.81 2,377.55
Travel 5.28 2.04
Professional and Consultancy Fees 26.84 12.95
International Roaming Charges 508.65 429.22
Termination/Carriage Charges 1,706.53 1,635.80
Others 408.61 358.02

CK

37. Earning in Foreign Currency (on Accrual basis):
` Mn
March 31, 2014 March 31, 2013
International Roaming Charges 926.09 902.39
Termination/Carriage Charges 2,900.05 2,067.87
38. Amount Remitted in Foreign Currency on account of Dividend:

March 31, 2014 March 31, 2013
Number of Non- Resident Equity Shareholders 2 -
Number of Shares held by them 660,162,003 -
Amount Remitted as Dividend (` Mn.) 198.05 -
Year to which Dividend relates FY 2012-13 -
39. Details of Current Investments:

` Mn
Qty in ‘000 ` in Mn. Qty in ‘000 ` in Mn.
Units Value Units Value
Birla Sun Life Cash Plus - Growth - Direct Plan - - 20,685.23 3,883.00
UTI - Floating Rate STP – Growth – Direct - - 755.05 1,413.00
Religare Ultra Short Term Fund - Direct Plan -Growth - - 620.26 1,000.00
Birla Sun Life Floating Rate - Long Term - Growth - Direct Plan - - 14,407.99 2,000.00
IDFC Ultra Short Term Fund – Direct Plan -Growth - - 61,502.13 1,000.00
Total - - 97,970.66 9,296.00
40. Information as per the requirement of Section 22 of The Micro, Small and Medium Enterprises Development Act, 2006:
` Mn
Particulars 2013-14 2012-13
a) (i) The principal amount remaining unpaid to any supplier at the end of
accounting year included in trade payables. 31.78 10.60
(ii) The interest due on above. Nil Nil
The Total of (i) & (ii) 31.78 10.60
b) The amount of interest paid by the buyer in terms of section 16 of the Act. Nil Nil
c) The amount of the payment made to the supplier beyond the appointed
day during the accounting year. Nil Nil
d) The amounts of interest accrued and remaining unpaid at the end
of financial year. Nil Nil
e) The amount of interest due and payable for the period of delay in making
payment (which have been paid but beyond the due date during the year)
but without adding the interest specified under this Act. Nil Nil

CK

41. Personnel Expenditure includes ` 43.07 Mn. (Previous year ` 0.32 Mn.), being the amortisation of intrinsic value of ESOPs for
the year ending March 31, 2014.
Had the compensation cost for the Company’s stock based compensation plan been determined as per fair value approach
(calculated using Black & Scholes Option Pricing Model), the Company’s net income would be lower by ` 93.56 Mn. (Previous
year ` 38.44 Mn.) and earnings per share would be as indicated below:
` Mn
March 31, 2014 March 31, 2013
Net Profit After Tax 16,893.06 8,182.59
Add: Total stock-based employee compensation expense determined
under intrinsic value base method 43.07 0.32
Less: Total stock-based employee compensation expense determined
under fair value base method 136.63 38.76
Adjusted Net Profit 16,799.50 8,144.15
Basic Earnings per Share (in `)
- As Reported 5.09 2.47
- Adjusted 5.06 2.46
Diluted Earnings per Share (in `)
The fair value of each option is estimated on the date of grant/re-pricing based on the following assumptions:
Particulars ESOS 2006
On the date of Grant On the date of
Re-pricing
Tranche I Tranche II Tranche III Tranche IV Tranche I Tranche II
Dividend yield (%) Nil Nil Nil Nil Nil Nil
Expected life 6 yrs 6 yrs 6 yrs 6 yrs 4 yrs 5 yrs
6 months 6 months 6 months 6 months 6 months 9 months
Risk free interest rate (%) 7.78 7.50 7.36 8.04-8.14 7.36 7.36
Volatility (%) 40.00 45.80 54.54 50.45 54.54 54.54

Stock Options Restricted
Stock Units
Dividend yield (%) 0.24 0.24
Expected life 6 yrs 6 months 5 yrs 6 months
Risk free interest rate (%) 8.81 – 8.95 8.91
Volatility (%) 34.13 – 44.81 43.95
42. Details of Foreign Currency Exposures:

a) Hedged by a Derivative Instrument:
Amount in Mn
March 31, 2014 March 31, 2013
Foreign Currency Loan in USD 667.73 654.06
Foreign Currency Loan in JPY 5,313.22 10,626.43
Equivalent INR of Foreign Currency Loan 43,744.48 40,398.95

CK

Amount in Mn
March 31, 2014 March 31, 2013
Trade Payables and Other Current Liabilities
Trade Payables in USD 42.44 19.00
Interest accrued but not due on Foreign Currency Loans in USD 7.39 2.85
Interest accrued but not due on Foreign Currency Loans in JPY 8.20 18.21
Equivalent INR of Trade Payables and Other Current Liabilities 3,120.20 1,216.70
b) Not hedged by a Derivative Instrument or otherwise:

Amount in Mn
March 31, 2014 March 31, 2013
Foreign currency loan
Trade Payables and Other Current Liabilities
Trade Payables in EURO 0.25 0.17
Trade Payables in GBP - 0.01
Interest accrued but not due on Foreign Currency Loans in USD - 4.84
Equivalent INR of Trade Payables and Other Current Liabilities 2,703.58 3,095.98
Trade Receivables:
Trade Receivables in USD 12.65 10.21
Trade Receivables in EURO 0.11 0.12
Equivalent INR of Trade Receivables in Foreign Currency 768.78 564.23
43. Employee Benefits:

a) Defined Benefit Plan: The Company provides for its liability towards gratuity as per the actuarial valuation. The present
value of the accrued gratuity minus fund value is provided in the books of accounts.
` Mn
Sr. Particulars For the year ended For the year ended
No. March 31, 2014 March 31, 2013
1 Assumptions
Discount Rate 9.10% 8.10%
Expected Return on Plan Assets 9.00% 9.00%
Salary Escalation 7.00% 7.00%
2 Table showing changes in present value of Obligations
Present Value of Obligations as at beginning of year 944.52 466.98
Interest Cost 87.83 44.19
Current Service Cost 157.97 81.71
Benefits Paid (24.72) (18.72)
Actuarial (Gain)/Loss on Obligations (122.45) 132.46
Past Service Cost - 237.90
Present Value of Obligations as at end of year 1,043.15 944.52

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` Mn
No. March 31, 2014 March 31, 2013
3 Table showing changes in the Fair Value of Plan Assets
Fair Value of Plan Assets as at beginning of year 211.83 203.96
Expected Return on Plan Assets 19.23 15.82
Contributions 23.50 8.81
Actuarial Gain/(Loss) on Plan Assets 1.73 1.96
Fair Value of Plan Assets at the end of year 231.57 211.83
Funded Status 811.58 732.69
Actual Return on Plan Assets 20.96 17.78
4 Actuarial Gain/Loss recognised
Actuarial Gain/(Loss) for the year –Obligation 122.45 (132.46)
Actuarial (Gain)/Loss for the year - Plan Assets (1.73) (1.96)
Total (Gain)/Loss for the year (124.18) 130.50
Actuarial (Gain)/Loss recognised in the year (124.18) 130.50
5 Amounts to be recognised in the Balance Sheet
Present Value of Obligations as at the end of the year 1,043.15 944.52
Fair value of Plan Assets as at the end of the year 231.57 211.83
Net Asset/(Liability) recognised in Balance Sheet (811.58) (732.69)
6 Expenses Recognised in Statement of Profit & Loss
Expected Return on Plan Assets (19.23) (15.82)
Net Actuarial (Gain)/Loss recognised in the year (124.18) 130.50
Expenses recognised in Statement of Profit & Loss 102.39 478.48
7 Investment Details of Plan Assets (% allocation)
Insurer Managed Funds* 100% 100%
` Mn
Sr. Particulars For the year ended
No.
March 31, March 31, March 31, March 31, March 31,
2014 2013 2012 2011 2010
8 Experience Adjustments
Defined Benefit Obligation 1,043.15 944.52 466.98 365.36 255.51
Plan Assets 231.57 211.83 203.96 178.55 144.78
Surplus/(Deficit) (811.58) (732.69) (263.02) (186.81) (110.73)
Experience Adjustments on Plan Liabilities 32.42 112.89 24.08 25.07 57.02
Experience Adjustments on Plan Assets 1.73 1.96 2.59 5.33 0.28
*The funds are managed by LIC and LIC does not provide breakup of plan assets by investment type.
The estimates of future salary increases, considered in actuarial valuation, take into account inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.

CK

b) Defined Contribution Plan: During the year, the Company has recognised the following amounts in the Statement of Profit
and Loss:
` Mn
March 31, 2014 March 31, 2013
Employers’ Contribution to Provident & Pension Fund 355.09 289.94
Employers’ Contribution to Superannuation Fund 56.64 47.37
44. Segment Reporting:

1. Primary Segments:
The Company operates in two business segments:
a) Mobility Services: providing GSM based mobile and related telephony services.
b) International Long Distance (ILD): providing international long distance services.
Transactions between segments are accounted on agreed terms on arm’s length basis and have been eliminated at the
company level.
2. Secondary Segment:
The Company caters only to the needs of Indian market representing a singular economic environment with similar risks
and rewards and hence there are no reportable geographical segments
Primary Business Information (Business Segments) for the year ended March 31, 2014
` Mn
Particulars Business Segments Elimination Total
Mobility ILD
Revenue
External Revenue 258,565.05 3,229.64 - 261,794.69
Inter-segment Revenue 917.78 1,505.30 (2,423.08) -
Total Revenue 259,482.83 4,734.94 (2,423.08) 261,794.69
Segment Result 31,592.41 708.29 - 32,300.70
Interest & Financing Charges (Net) - - - 6,247.89
Profit before Tax - - - 26,052.81
Provision for Tax (Net) - - - 9,159.75
Profit after Tax - - - 16,893.06
Other Information
Segment Assets 399,898.64 1,047.94 (569.25) 400,377.33
Unallocated Corporate Assets - - - 39,506.21
Total Assets 439,883.54
Segment Liabilities 263,530.72 424.99 (569.25) 263,386.46
Unallocated Corporate Liabilities - - - 20,653.55
Total Liabilities 284,040.01
Capital Expenditure 147,298.29 22.76 - 147,321.05
Depreciation & Amortisation 40,897.30 35.14 - 40,932.44

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` Mn
Mobility ILD
Revenue
External Revenue 218,551.51 2,317.23 - 220,868.74
Inter-segment Revenue 697.21 1,514.06 (2,211.27) -
Total Revenue 219,248.72 3,831.29 (2,211.27) 220,868.74
Segment Result 20,655.40 365.53 - 21,020.93
Interest & Financing Charges (Net) - - - 8,134.55
Profit before Tax - - - 12,886.38
Provision for Tax (Net) - - - 4,703.79
Profit after Tax - - - 8,182.59
Other Information
Segment Assets 300,204.15 677.13 (99.87) 300,781.41
Unallocated Corporate Assets - - - 43,485.08
Segment Liabilities 192,456.07 316.83 (99.87) 192,673.03
Unallocated Corporate Liabilities - - - 11,394.45
Capital Expenditure 58,058.89 23.73 - 58,082.62
Depreciation & Amortisation 30,492.55 51.02 - 30,543.57
45. Related Party Transactions

As per Accounting Standard-18 on “Related Party Disclosures”, related parties of the Company are disclosed below:
A. List of related parties:
Promoters
Hindalco Industries Limited (Hindalco)
Grasim Industries Limited (Grasim)
Aditya Birla Nuvo Limited (ABNL)
Birla TMT Holdings Pvt. Limited (Birla TMT)
Subsidiaries
Idea Telesystems Limited (ITL)
Aditya Birla Telecom Limited (ABTL)
Idea Cellular Services Limited (ICSL)
Idea Cellular Infrastructure Services Limited (ICISL)
Idea Cellular Towers Infrastructure Limited (ICTIL) (upto June 11, 2013)
Idea Mobile Commerce Services Limited (IMCSL)
Joint Venture of Subsidiary (JV)
Indus Towers Limited (Indus)
Entities having significant influence
Axiata Investments 1 (India) Ltd. (AI1) (Formerly known as TMI Mauritius Ltd)
Axiata Investments 2 (India) Ltd. (AI2)
Axiata Group Berhad
Key Management Personnel (KMP)
Mr. Himanshu Kapania, MD
Mr. Akshaya Moondra, CFO

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B. Transactions with Related Parties

` Mn
Particulars Promoters JV Subsidiaries Entities having KMP
significant Influence
Hindalco Grasim ABNL Birla TMT Indus ICSL ICISL ICTIL@ ABTL ITL IMCSL AI1 AI2
Remuneration 117.98
(105.76)
Security Deposit Given -
(62.44)
Security Deposit Refunded by -
(1,651.36)
Purchase of Fixed Assets 0.46

(-)
Inter Corporate Deposit (ICD) Given 7.70
(2.50)
Sale of Fixed Assets -
(0.01)
Investments 35.00
(9.00)
Purchase of Service/Goods 0.05 0.34 0.17 29,242.59 1,115.53 1,279.00 1.47 71.31 0.25
(-) (-) (-) (24,901.80) (861.25) (1,201.71) ( 10.24) (102.29) (-)
Sale of Service/Goods 29.77 16.64 29.33 16.78 0.23
(28.33) (17.06) (26.92) (3.13) (0.06 )
Unsecured Loan Taken -
(2,907.97)
Unsecured Loans Repaid -
(114.10)
Unsecured Loans Given 109.00 1,121.50 - 1,519.47 - 1.29

(-) (743.16) (727.31) (260.82) (261.60) (10.77)
Unsecured Loans Repaid by 777.97 1,601.80 - 210.38 - 10.06
(-) (1,212.10) (967.49) (1,324.04) (353.56) (2.21)
Interest on Unsecured loans/ 54.29 - 0.77
ICD Given (-) (47.72) (0.03)
Pass through and reimbursement 1.49
of expenses incurred on behalf of (7.40 )
Expenses incurred by Company 0.52 0.16 0.86 2.89 75.27 0.11 2.66
on behalf of (0.36 ) (0.94) (0.43) (6.20 ) (55.72) (-) (-)
Expenses incurred on 0.02 0.09 0.03 1.17
Company’s behalf by (0.36 ) ( 0.10) (0.06) (-)
Rent Paid 2.70
Annual Report
(2.70)
Interest paid on NCD 9.45
(-)
Dividend paid on Equity Shares 68.50 51.30 251.26 85.07 139.42 58.63 0.10
2013-14
(-) (-) (-) (-) (-) (-) (-)
(Figures in bracket are for the year ended March 31, 2013)
85
@
As ICTIL got merged with Indus during the year, hence all the transactions with ICTIL for the current year has been reported as transactions with Indus
CK
C. Balances Outstanding as on March 31, 2014
86
` Mn
Particulars Nature of Relationship
Promoters JV Subsidiaries KMP
Hindalco Grasim ABNL Indus ICSL ICISL ICTIL ABTL ITL IMCSL
Deposit Given (grouped under Deposits with Body Corporates and Others) 1,000.00 10.20
Annual Report
(2,509.92) (2.50)
Deposits Taken 3,571.00^
(-)
Unsecured Long Term and Short Term Loans & Advances 162.46^ 1,967.08 1,513.52# 0.00
(-) (2,487.56) (204.44) (8.77)
2013-14
Trade Receivables 3.63 2.35 1.48 6.66
(2.95) (2.51) (1.90) (-)
Interest Receivable 0.72
(0.03)
Remuneration Payable 34.54
(30.52)
Unsecured Loan taken -
(2,793.87)
Trade Payables 2,821.07 45.58 111.61 12.66 0.01
( 2,135.56) (41.90) (-) (18.69 ) (-)
9.45% Redeemable NCD 100.00
(100.00*)
Interest accrued but not due on the above NCD’s 3.91
(3.94)
* Purchased from Secondary Market
#
An amount of ` 1,509.92 Mn. paid earlier towards Interim Capex to Indus was disclosed as Deposit with Indus. Now, on completion of merger, this amount being in the nature of investment in Indus has been transferred
to ABTL
^ Consequent to merger of ICTIL with Indus, all balances with ICTIL on the date of merger stands vested with Indus.
(Figures in bracket are as at March 31, 2013)
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46. Disclosure of amounts at the year end and the maximum amount of loans & advances outstanding during the year as per the
requirement of Clause 32 of the Listing Agreement:
` Mn
Name of the Party Outstanding as at Maximum amount Outstanding as at Maximum amount
March 31, 2014 outstanding during March 31, 2013 outstanding during
the current year the previous year
Subsidiary :
Aditya Birla Telecom Limited (ABTL) 1,513.52 1,513.52 204.44 1,277.59
Idea Cellular Infrastructure Services
Limited (ICISL) 1,967.08 2,941.44 2,487.56 3,018.64
Idea Cellular Towers Infrastructure
Limited (ICTIL) - - - 528.03
Idea Telesystems Limited (ITL) - - - 259.22
Idea Mobile Commerce Services
Limited (IMCSL) - 16.32 8.77 10.39
47. The Company is one of the members of Aditya Birla Management Corporation Private Limited, a Company limited by guarantee,
which has been formed to provide common pool of facilities and resources to its members with a view to optimise the benefits
of specialisation and minimize cost to each member. The Company’s share of expenses incurred under the common pool has
been accounted for at actuals in the respective heads in the Statement of Profit & Loss.
48. Operating Lease: As a Lessee

The Company has entered into non-cancellable operating leases for offices, switches and cell sites for periods ranging from 36
months to 240 months.
The future minimum lease payments in respect of the above are as follows:
` Mn
Particulars Not later than Later than one Later than
one year year but not later five years
than five years
Minimum Lease payments 32,329.67 120,321.76 40,423.28
(19,220.08) (56,936.49) (21,896.91)
Lease payments amounting to ` 34,779.33 Mn. (Previous year ` 29,532.92 Mn.) are included in rental and passive infrastructure
expenses in the statement of profit and loss during the current year.
Operating Lease: As a Lessor

The Company has leased certain Optical Fibre Cables (OFC) on Indefeasible Rights of Use (“IRU”) basis under operating lease
arrangements. The gross block, accumulated depreciation and depreciation expense of the assets given on IRU basis is not
separately identifiable and hence not disclosed.
Rental income of ` 260.79 Mn. (Previous year ` 191.49 Mn.) in respect of such leases has been recognized in the Statement of
Profit and Loss during the current year.
The future minimum lease receivables in respect of the above are as follows:
` Mn
than five years
Minimum Lease receivables 175.68 - -
(951.38) (20.67) (0.84)

CK

49. The Company has a composite IT outsourcing agreement wherein fixed assets and services related to IT has been supplied by
the vendor. Such fixed assets received have been accounted for as a finance lease. Correspondingly, such assets are recorded
at fair value at the time of receipt and depreciated on the stated useful life applicable to similar assets of the Company.
50. Basic & Diluted Earnings Per Share:
March 31, 2014 March 31, 2013
Nominal value of equity shares (`) 10/- 10/-
Profit after Tax (` Mn.) 16,893.06 8,182.59
Profit attributable to equity shareholders (` Mn.) 16,893.06 8,182.59
Weighted average number of equity shares outstanding during the year 3,316,853,830 3,310,881,787
Basic Earnings Per Share (`) 5.09 2.47
Dilutive effect on weighted average number of equity
shares outstanding during the year 8,373,426 8,292,754
Weighted average number of diluted equity shares 3,325,227,256 3,319,174,541
Diluted Earnings Per Share (`) 5.08 2.47
51. Asset Retirement Obligation:

The Company installs equipments on lease premises and lays down optical fibre cables (OFC) to provide seamless connectivity
to its customer. In certain cases, the Company may have to incur some cost to remove such equipment and OFC. Estimated
costs to be incurred for restoration is capitalised along with the assets. The movement of provision as required in AS-29
“Provisions, Contingent Liabilities and Contingent Assets” is given below:
` Mn
March 31, 2014 March 31, 2013
Opening Balance 420.45 439.20
Additional Provision - -
Utilisation - 18.75
Closing Balance 420.45 420.45
52. The Board of Directors has recommended a dividend at the rate of ` 0.40 per share (Previous year ` 0.30) of face value of
` 10/- aggregating ` 1,553.52 Mn. including ` 225.67 Mn. Dividend Distribution Tax (Previous year ` 1,163.28 Mn., including
` 168.98 Mn. Dividend Distribution Tax) for the year ended March 31, 2014. The payment of dividend is subject to the approval
of the shareholders at the ensuing annual general meeting of the Company.
53. Previous year’s figures have been regrouped/rearranged wherever necessary to conform to the current year grouping.
Arun Thiagarajan Sanjeev Aga Himanshu Kapania

Director Director Managing Director
Murthy GVAS Pankaj Kapdeo

President (Finance & Accounts) Company Secretary
Place : Mumbai

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Cash Flow Statement for the year ended March 31, 2014
` Mn
March 31, 2014 March 31, 2013
A) Cash Flow from Operating Activities
Net Profit after Tax 16,893.06 8,182.59
Adjustments For
Depreciation 34,622.71 25,383.58
Amortisation of Intangible Assets 6,309.73 5,159.99
Profit on sale of Current Investments (1,225.52) (574.72)
Provision for Bad & Doubtful Debts/Advances (127.33) 795.10
Employee Stock Option Cost 43.07 0.32
Provision for Gratuity, Leave Encashment 165.41 661.11
Provision for Deferred Tax 5,079.31 4,703.79
Provision for Current Tax
(Net of MAT Credit entitlement) 4,080.44 -
Liabilities/Provisions no longer required written back (589.11) (360.00)
Interest Income (1,014.06) (125.87)
Loss/(Gain) on sale of Fixed Assets/Assets disposed off 18.24 65.61
56,626.31 44,358.82
Operating Profit before Working Capital Changes 73,519.37 52,541.41
Adjustments for changes in Working Capital
(Increase)/Decrease in Trade Receivables 434.95 (1,876.35)
(Increase)/Decrease in Inventories 57.72 (15.71)
(Increase)/Decrease in Other Current and
Non Current Assets (442.41) (3.47)
(Increase)/Decrease in Long Term and
Short Term Loans and Advances 1,187.80 3,605.57
Increase/(Decrease) in Trade Payables, Other
Current and Non Current Liabilities and Provisions 5,892.76 6,666.77
7,130.82 8,376.81
Cash generated from Operations 80,650.19 60,918.22
Tax paid (including TDS) (Net) (5,338.97) (3,835.17)
Net Cash from/(used in) Operating Activities 75,311.22 57,083.05
B) Cash Flow from Investing Activities

Purchase of Fixed assets & Intangible assets
(including CWIP) (33,890.48) (31,886.90)
Payment towards Spectrum and Licenses* (31,436.07) (213.22)
Proceeds from sale of Fixed assets 147.70 140.18
Additional Investment in Idea Mobile
Commerce Services Limited (35.00) (9.00)
Profit on sale of Current Investments and Interest received 2,213.37 709.83
Net Cash from/(used in) Investing Activities (63,000.48) (31,259.11)

CK
Cash Flow Statement for the year ended March 31, 2014
` Mn
March 31, 2014 March 31, 2013
C) Cash Flow from Financing Activities
Proceeds from issue of Equity Share Capital 262.75 248.20
Proceeds from Long Term Borrowings* 2,865.34 24,074.24
Repayment of Long Term Borrowings (19,353.24) (24,773.81)
Proceeds from Short Term Borrowings 6,905.62 13,455.19
Repayment of Short Term Borrowings (5,068.60) (21,664.95)
Payment of Dividend, including Dividend Tax (1,163.48) -
Payment of Interest and Financing Charges (6,259.58) (8,054.82)
Net Cash from/(used in) Financing Activities (21,811.19) (16,715.95)
Net Increase/(Decrease) in Cash and Cash Equivalents (9,500.45) 9,107.99
Cash and Cash Equivalents at the Beginning 10,408.26 1,300.27
Cash and Cash Equivalents at the End 907.81 10,408.26
* Excluding deferred payment liability towards spectrum won in auction, being non-cash transaction for the respective years
Notes to Cash flow Statement for the year ended March 31, 2014
1. Cash and Cash Equivalents include the following Balance Sheet amounts
Balances with banks
Investment in Units of Liquid Mutual Funds - 9,296.00
907.81 10,408.26
2. The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3 on
Cashflow Statement



CK
Independent Auditors’ Report on Consolidated Financial Statements

To the Board of Directors of
Report on the Consolidated Financial Statements paragraph, the aforesaid consolidated financial statements give
We have audited the accompanying consolidated financial a true and fair view in conformity with the accounting principles
statements of IDEA CELLULAR LIMITED (the “Company”), its generally accepted in India:
subsidiaries and a jointly controlled entity (the Company, its (a) in the case of the Consolidated Balance Sheet, of the state
subsidiaries and a jointly controlled entity constitute “the of affairs of the Group as at 31st March 2014;
Group”), which comprise the Consolidated Balance Sheet as at
(b) in the case of the Consolidated Statement of Profit and Loss,
31st March 2014, the Consolidated Statement of Profit and Loss
of the profit of the Group for the year ended on that date; and
and the Consolidated Cash Flow Statement for the year then
ended, and a summary of the significant accounting policies (c) in the case of the Consolidated Cash Flow Statement, of
and other explanatory information. the cash flows of the Group for the year ended on that date.
Management’s Responsibility for the Consolidated Financial Emphasis of Matter
Statements We draw attention to Note 33(i) to the consolidated financial
The Company’s Management is responsible for the preparation statements. The Department of Telecommunication (DoT) has
of these consolidated financial statements that give a true and issued demand notices dated 8th January 2013 towards one time
fair view of the consolidated financial position, consolidated spectrum charges for spectrum held by the Company beyond
financial performance and consolidated cash flows of the Group 6.2 Mhz for the period from 1st July 2008 to 31st December 2012
in accordance with the accounting principles generally accepted amounting to ` 3,691.30 Mn. and beyond 4.4 Mhz for the period
in India. This responsibility includes the design, implementation from 1st January 2013 till the expiry of the license amounting to
and maintenance of internal control relevant to the preparation ` 17,443.70 Mn. in the respective telecom service areas. In the
and presentation of the consolidated financial statements that opinion of the Company, inter-alia, the above demand amounts
give a true and fair view and are free from material to alteration of financial terms of the licenses issued in the past.
misstatement, whether due to fraud or error. The Company therefore filed a petition before the Hon’ble High
Court of Bombay, which has directed DoT, not to take any
Auditors’ Responsibility
coercive action until the matter is further heard.
Our responsibility is to express an opinion on these consolidated
The financial impact of the abovementioned matter is
financial statements based on our audit. We conducted our
dependent upon the outcome of the petition filed by the
audit in accordance with the Standards on Auditing issued by
Company in the Hon’ble High Court of Bombay and therefore
the Institute of Chartered Accountants of India. Those Standards
no effect for the one time spectrum charges has been given in
require that we comply with ethical requirements and plan and
these consolidated financial statements.
perform the audit to obtain reasonable assurance about
whether the consolidated financial statements are free from Our opinion is not qualified in respect of this matter.
material misstatement. Other Matter
An audit involves performing procedures to obtain audit We did not audit the financial statements of Indus Towers
evidence about the amounts and the disclosures in the Limited, a jointly controlled entity of Aditya Birla Telecom
consolidated financial statements. The procedures selected Limited (Subsidiary of the Company), whose financial
depend on the auditor’s judgment, including the assessment statements reflect Group’s Share of total assets (net) of
of the risks of material misstatement of the consolidated ` 24,201.76 Mn. as at 31st March 2014, Group’s Share of total
financial statements, whether due to fraud or error. In making revenues of ` 22,275.84 Mn. and Group’s Share of net cash flows
those risk assessments, the auditor considers internal control of ` 266.40 Mn. for the year ended on that date, as considered
relevant to the Company’s preparation and presentation of the in the consolidated financial statements.
consolidated financial statements that give a true and fair view These financial statements have been audited by another auditor
in order to design audit procedures that are appropriate in the whose report has been furnished to us by the Management and
circumstances, but not for the purpose of expressing an opinion our opinion, in so far as it relates to the amounts and disclosures
on the effectiveness of the Company’s internal control. An audit included in respect of this jointly controlled entity, is based solely
also includes evaluating the appropriateness of the accounting on the report of the another auditor.
policies used and the reasonableness of the accounting
Our report is not qualified in respect of this matter.
estimates made by the Management, as well as evaluating the
overall presentation of the consolidated financial statements. For DELOITTE HASKINS & SELLS LLP
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion. (Firm’s Registration No. 117366W/W-100018)
Opinion Khurshed Pastakia

In our opinion and to the best of our information and according Partner
to the explanations given to us, and based on the consideration (Membership No. 31544)
of the report of another auditor on the financial statements of Place: Mumbai
a jointly controlled entity referred to below in the Other Matter
Date : 28th April, 2014

CK
Consolidated Balance Sheet as at March 31, 2014

` Mn
Note March 31, 2014 March 31, 2013
EQUITY AND LIABILITIES
Shareholders’ Funds
Share Capital 3 33,196.32 33,143.22
Reserves and Surplus 4 132,054.17 109,890.42
165,250.49 143,033.64
Compulsorily Convertible Preference Shares (issued by Subsidiary Company) 19.25 19.25
Non-Current Liabilities
Long-Term Borrowings 5 181,284.05 118,047.16
Deferred Tax Liabilities (Net) 6 18,132.83 11,180.31
Other Long-Term Liabilities 7 9,229.11 7,946.08
Long-Term Provisions 8 4,985.96 3,142.13
213,631.95 140,315.68
Current Liabilities
Short-Term Borrowings 9 6,471.63 4,585.31
Trade Payables 27,879.98 26,871.01
Other Current Liabilities 10 50,444.38 47,707.33
Short-Term Provisions 11 1,876.89 1,248.48
86,672.88 80,412.13
TOTAL 465,574.57 363,780.70
ASSETS
Non-Current Assets
Fixed Assets
Tangible Assets 12 218,632.38 208,947.36
Intangible Assets 12 77,326.08 82,591.76
Capital Work-in-Progress 12 114,194.13 8,810.81
Goodwill on Consolidation 61.20 61.20
Long-Term Loans and Advances 13 28,970.68 30,479.18
Other Non-Current Assets 14 1,448.37 -
440,632.84 330,890.31
Current Assets
Current Investments 15 2,155.34 10,280.15
Inventories 16 683.08 726.42
Trade Receivables 17 8,006.20 9,600.77
Cash and Bank Balances 18 1,880.96 1,429.05
Short-Term Loans and Advances 19 12,181.50 10,845.34
Other Current Assets 20 34.65 8.66
24,941.73 32,890.39
TOTAL 465,574.57 363,780.70

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Consolidated Statement of Profit and Loss for the year ended March 31, 2014
` Mn
Particulars Note For the year ended For the year ended
March 31, 2014 March 31, 2013
INCOME
Service Revenue 262,071.27 221,409.87
Sale of Trading Goods 2,248.41 2,664.58
Other Income 21 869.37 502.09
TOTAL 265,189.05 224,576.54
OPERATING EXPENDITURE
Cost of Trading Goods Sold 22 1,927.00 2,318.36
Personnel Expenditure 23 13,121.17 11,225.28
Network Expenses and IT outsourcing cost 24 64,990.27 55,360.60
License Fees and WPC Charges 25 29,237.98 24,752.50
Roaming & Access Charges 26 41,615.64 40,145.27
Subscriber Acquisition & Servicing Expenditure 27 19,806.63 20,467.29
Advertisement and Business Promotion Expenditure 4,867.01 4,720.29
Administration & Other Expenses 28 6,286.57 5,541.57
181,852.27 164,531.16
PROFIT BEFORE FINANCE CHARGES, DEPRECIATION, AMORTISATION & TAXES 83,336.78 60,045.38
Finance & Treasury Charges (Net) 29 7,700.13 9,494.50
Depreciation 12 38,855.15 29,589.50
Amortisation of Intangible Assets 12 6,338.85 5,188.15
PROFIT BEFORE TAX 30,442.65 15,773.23
Provision for Taxation – Current 6,687.95 3,506.98
– Deferred 5,454.11 4,907.46
– MAT Credit (1,377.61) (2,750.48)
PROFIT AFTER TAX 19,678.20 10,109.27
Earnings Per Share of ` 10/- each fully paid up (in `) 45
Basic 5.93 3.05
Diluted 5.92 3.05

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Notes forming part of the Consolidated Financial Statements

1. CORPORATE INFORMATION The Consolidated Financial Statements includes following
Idea Cellular Limited (“the Company”), an Aditya Birla Group subsidiaries along with Company’s holding therein, is as
company, is one of the leading national telecom service under:
providers in India. The Company is engaged in the business Sr. Name of the Company Voting Power % as at
of Mobility and Long Distance services. The subsidiaries are No.
March 31, March 31,
in the business of sale of Handsets and Data cards, mobile
2014 2013
banking services and passive infrastructure services. The
Joint Venture is in the business of providing passive 1 Idea Telesystems Limited 100.00 100.00
infrastructure services. 2 Aditya Birla Telecom
Limited 100.00 100.00
2. SIGNIFICANT ACCOUNTING POLICIES
3 Idea Cellular Services
a) Basis of Preparation of Financial Statements: Limited 100.00 100.00
The Consolidated Financial Statements of Idea Cellular 4 Idea Cellular
Limited, its subsidiary companies and Joint Venture Infrastructure Services
(together referred to as the “Group”) have been prepared Limited 100.00 100.00
in accordance with Accounting Standard 21 on 5 Idea Cellular Towers
“Consolidated Financial Statements” and Accounting Infrastructure Limited - 100.00
Standard 27 on “Financial Reporting of Interests in Joint
Ventures” notified under Section 211(3C) of the Companies 6 Idea Mobile Commerce
Act, 1956 (which continue to be applicable in respect of Services Limited 100.00 100.00
Section 133 of the Companies Act, 2013). The Consolidated
The Consolidated Financial Statements also include
Financial Statements are prepared under historical cost following Joint Venture along with Company’s holding
convention on accrual basis and mandatory applicable therein, is as under:
accounting standards in India.
Sr. Name of the Company Voting Power % as at
No.
b) Principles of Consolidation: March 31, March 31,
2014 2013
The basis of preparation of the Consolidated Financial
1 Indus Towers Limited
Statements is as follows:
(Indus) 16.00* 16.00*
The Financial Statements (The Balance Sheet and the *entire shareholding is held by Aditya Birla Telecom Limited
Statement of Profit and Loss) of the Company, its
All the above subsidiaries and joint venture are
subsidiaries and joint venture have been combined on a
incorporated in India.
line-by-line basis by adding together the book values of like
items of assets, liabilities, income and expenses, after c) Fixed Assets:
eliminating intra-group balances, transactions and the Fixed assets are stated at cost of acquisition and
resulting unrealised profit or losses. installation less accumulated depreciation. Cost is inclusive
of freight, duties, levies and any directly attributable cost
The Financial Statements of the subsidiaries used in the of bringing the assets to their working condition for
consolidation are drawn upto March 31, 2014, the same intended use.
reporting date as that of the Company.
Asset retirement obligations are capitalised based on a
The differential with respect to the cost of investments in constructive obligation as a result of past events, when it
the subsidiaries over the Company’s portion of equity is is probable that an outflow of resources will be required
recognised as Goodwill or Capital Reserve, as the case may to settle the obligation and a reliable estimate of the
be. Goodwill arising on consolidation is tested for amount can be made. Such costs are depreciated over the
remaining useful life of the asset.
impairment.
The Consolidated Financial Statements are prepared using d) Expenditure during pre-operative period of license:
uniform accounting policies for like transactions and other Expenses incurred on project and other charges during
events in similar circumstances except where stated construction period are included under pre-operative
otherwise. expenditure (grouped under capital work in progress) and

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are allocated to the cost of fixed assets on the long term foreign currency monetary items to the cost
commencement of commercial operations. of the assets acquired out of these foreign currency
monetary items. The company has aligned its
e) Depreciation and Amortisation:
accounting policy based on this notification and its
Depreciation on fixed assets is provided on straight line further amendment.
method (except stated otherwise) on pro-rata basis on their
Exchange difference arising out of fluctuation in
estimated useful economic lives as given below:-
exchange rates on settlement/period end is accounted
Tangible Assets Years based on the nature of transaction as under:
Buildings 9 to 30 - Short term foreign currency monetary assets and

liabilities: recognised in the Statement of Profit
Network Equipments 7 to 20 and Loss.
Optical Fibre 15 - Long term foreign currency monetary liabilities
Other Plant and Machineries 3 to 5 used for acquisition of fixed assets: adjusted to the
cost of the fixed assets and amortised over the
Office Equipments 3 to 5
remaining useful life of the asset.
Computers 3 to 5 - Other Long term foreign currency monetary
Furniture and Fixtures 3 to 10 liabilities: recognised in “Foreign Currency
Monetary Item Translation Difference Account”
Motor Vehicles Upto 5
and amortised over the period of liability not
Leasehold Improvements Period of lease exceeding 31st March 2020.
Leasehold Land Period of Lease ii) Forward Contracts & Other Derivatives
Intangible Assets are amortised on straight line method as Premium/discount amount on forward contract is
under:- amortised on period basis related to the contract it
i) Cost of Rights, Licenses including the fees paid on fixed pertains to profit or loss arising on cancellation of
basis prior to revenue share regime and Spectrum Fee forward exchange contract is recognised in the period
is amortised on commencement of operations over the in which the contract is cancelled.
validity period. Derivative contracts not covered under Accounting
Standard 11 “The Effects of Changes in Foreign
ii) Software, which is not an integral part of hardware, is
Exchange Rates”, entered for hedging foreign currency
treated as an intangible asset and is amortised over
its useful economic life as estimated by the fluctuations and interest rate risk are marked to
market at each reporting date. Loss, if any, on such
management between 3 to 5 years.
valuation is recognised in the Statement of Profit &
iii) Bandwidth / Fibre taken on Indefeasible Right of Use
Loss in that period and gain if any, is not recognised as
(IRU) is amortised over the agreement period.
per the principle of prudence enunciated in Accounting
Assets costing upto ` 5,000/- are depreciated fully in Standard 1, “Disclosure of Accounting Policies”.
the month of purchase.
h) Taxation:
f) Inventories:
i) Current Tax: Provision for current Income tax is made
Inventories are valued at cost or net realisable value,
on the taxable income using the applicable tax rates
whichever is lower. Cost is determined on weighted average
and tax laws. Advance Income Tax and Provision for
basis.
Current Tax for the same legal entity is disclosed in
g) Foreign Currency Transactions, Forward Contracts & other the balance sheet at net as these are settled on net
Derivatives : basis.
i) Foreign Currency Transactions ii) Deferred Tax: Deferred tax arising on account of timing
Transactions in foreign currency are recorded at the differences and which are capable of reversal in one
exchange rates prevailing at the date of the or more subsequent periods is recognised using the
transactions. As per the transitional provisions given tax rates and tax laws that have been enacted or
in the notification issued by Ministry of Corporate substantively enacted. Deferred tax assets are not
Affairs dated 31st March 2009, the company has opted recognised unless there is virtual certainty with respect
for the option of adjusting the exchange difference on to the reversal of the same in future years.

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iii) Minimum Alternate Tax (MAT) credit: MAT credit is infrastructure sharing from other telecom operators is
recognised as an asset only when and to the extent made for dues outstanding more than 180 days from the
there is convincing evidence that the legal entity will date of billing other than cases when an amount is payable
pay normal Income tax during the specified period. In to that operator or in specific case when management is
the year in which the MAT credit becomes eligible to of the view that the amount is recoverable.
be recognized as an asset in accordance with the
recommendations contained in Guidance Note issued k) Interest & Dividend Income:
by the ICAI, the said asset is created by way of a credit Interest income is recognized on accrual basis on the
to the Statement of Profit and Loss and is shown as outstanding amount and applicable interest rate. Dividend
MAT Credit Entitlement. The legal entity reviews the income is accounted once the right to receive the income
same at each balance sheet date and writes down the is established.
carrying amount of MAT Credit Entitlement to the
extent there is no longer convincing evidence to the l) Investments:
effect that it will pay normal Income tax during the Current Investments are stated at lower of cost or fair value
specified period. in respect of each separate investment.
i) Retirement Benefits: Long-term Investments are stated at cost less provision for
Contributions to Provident and Pension funds are funded diminution in value other than temporary, if any.
with the appropriate authorities and charged to the
m) Borrowing Cost:
Statement of Profit and Loss.
Contributions to Superannuation are funded with the Life Interest and other costs incurred in connection with the
Insurance Corporation of India and charged to the borrowing of the funds are charged to revenue on accrual
Statement of Profit and Loss. basis except those borrowing costs which are directly
attributable to the acquisition or construction of those fixed
Liability for Gratuity as at the period end is provided on the
assets, which necessarily take a substantial period of time
basis of actuarial valuation and funded with Life Insurance
to get ready for their intended use. Such costs are
Corporation of India.
capitalized with the fixed assets.
Provision in accounts for leave benefits to employees is
based on actuarial valuation done by projected accrued n) License Fees – Revenue Share:
benefit method at the period end.
With effect from August 1, 1999 the variable License fee
j) Revenue Recognition and Receivables: computed at prescribed rates of revenue share is being
charged to the Statement of Profit and Loss in the period
Revenue on account of telephony services (mobile & long
in which the related revenue arises. Revenue for this
distance) and sale of handsets and related accessories is
purpose comprises adjusted gross revenue as per the
recognised net of rebates, discount, service tax, etc. on
license agreement of the license area to which the license
rendering of services and supply of goods respectively.
pertains.
Recharge fees on recharge vouchers is recognised as
revenue as and when the recharge voucher is activated by o) Use of Estimate:
the subscriber.
The preparation of financial statements in conformity with
Revenue from passive infrastructure is recognized on
generally accepted accounting principles requires
accrual basis (net of reimbursements) as per the
estimates and assumptions to be made that affect the
contractual terms on straight line method over the contract
reported amounts of assets and liabilities and disclosure
period.
of contingent liabilities on the date of the financial
Unbilled receivables, represent revenues recognised from statements and the reported amounts of revenues and
the bill cycle date to the end of each month. These are billed expenses during the reporting year. Differences between
in subsequent periods as per the agreed terms. actual results and estimates are recognised in the periods
Debts (net of security deposits outstanding there against) in which the results are known/materialise.
due from subscribers, which remain unpaid for more than
90 days from the date of bill and/or other debts which are p) Leases:
otherwise considered doubtful, are provided for. i) Operating: Lease of assets under which significant
risks and rewards of ownership are effectively retained
Provision for doubtful debts on account of Interconnect
by the lessor are classified as operating leases. Lease
Usage Charges (IUC), Roaming Charges and passive

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payments under an operating lease are recognised as “Impairment of Assets”, for the amount by which the asset’s
income/expense in the Statement of Profit and Loss, carrying amount exceeds its recoverable amount as on the
on a straight-line or other systematic basis over the carrying date. The recoverable amount is higher of the
lease term. asset’s fair value less costs to sell vis-à-vis value in use.
For the purpose of impairment, assets are grouped at the
ii) Finance: Leased assets acquired on which significant
lowest levels for which there are separately identifiable
risks and rewards of ownership effectively transferred
cash flows.
to the Group are capitalised at lower of fair value or
the amounts paid under such lease arrangements. s) Provisions & Contingent Liability:
Such assets are amortised over the period of lease or
Provisions are recognized when the Group has a present
estimated life of such assets whichever is less.
obligation as a result of past events; it is more likely than
q) Earnings Per Share: not that an outflow of resources will be required to settle
the obligation; and the amount has been reliably estimated.
The earnings considered in ascertaining the Group’s EPS
A contingent liability is disclosed where there is a possible
comprise of the net profit after tax, after reducing dividend
obligation or a present obligation that may, but probably
on Cumulative Preference Shares for the period
will not, require an outflow of resources.
(irrespective of whether declared, paid or not), as per
Accounting Standard 20 on “Earning Per Share”. The t) Issue Expenditure:
number of shares used in computing basic EPS is the
Expenses incurred in connection with issue of equity shares
weighted average number of shares outstanding during the
are adjusted against Securities Premium Account.
Period. The diluted EPS is calculated on the same basis as
basic EPS, after adjusting for the effects of potential dilutive u) Employee Stock Option:
equity shares unless the effect of the potential dilutive
In respect of stock option granted pursuant to the
equity shares is anti-dilutive.
Company’s Employee Stock Option Scheme, the intrinsic
r) Impairment of Assets: value of the option is treated as discount and accounted
as employee compensation cost over the vesting period.
Assets are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying In respect of re-pricing of existing stock option,
amount may not be recoverable. An impairment loss is the incremental intrinsic value of the option is accounted
recognized in accordance with Accounting Standard 28 on for as employee cost over the remaining vesting period.

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3 SHARE CAPITAL
a) Authorised, Issued, Subscribed and Paid-up Share Capital

Authorised
Equity Shares of ` 10 each 6,775,000,000 67,750.00 6,775,000,000 67,750.00
Redeemable Cumulative Non Convertible
Preference Shares of ` 10 Mn each 1,500 15,000.00 1,500 15,000.00
6,775,001,500 82,750.00 6,775,001,500 82,750.00
Issued, Subscribed and Paid-Up
Equity Share Capital
Equity Shares of ` 10 each fully paid up 3,319,631,761 33,196.32 3,314,321,766 33,143.22
Total 3,319,631,761 33,196.32 3,314,321,766 33,143.22
(i) Out of the above, 199,153,469 Equity Shares are allotted as fully paid up under the Scheme of amalgamation of Spice
Communications Limited without payment being received in cash
b) Share Options granted under the Employee Stock Option Schemes

Under the Employee Stock Option Scheme (“ESOS 2006”), the Company had granted Options to its eligible employees
from time to time. Further, the Shareholders of the Company had approved a new Employee Stock Option Scheme – 2013
(“ESOS 2013”) at the Annual General Meeting held on 16th September, 2013. The ESOS Compensation Committee has
granted 18,565,428 Options and 8,105,587 Restricted Stock Units (RSU’s) to its eligible employees under (“ESOS 2013”).
These Options would vest in 4 equal annual installments after one year of the grant and the RSU’s will vest after 3 years
from the date of grant. The maximum period for exercise of Options and RSUs is 5 years from the date of vesting. Each
Option and RSU when exercised would be converted into one fully paid-up equity share of ` 10/- of the Company. The
Options and RSUs granted under the ESOS 2013 and Options granted under ESOS 2006 carry no rights to dividends and no
voting rights till the date of exercise. As at the end of financial year, details of outstanding options are as follows:
exercise exercise
price (`) price (`)
i) Options granted under ESOS 2006
Options outstanding at the beginning of the year 12,757,580 50.44 18,471,360 49.04
Options granted during the year - - - -
Options forfeited/lapsed during the year 75,749 61.49 237,124 60.08
Options exercised during the year 5,309,995 49.48 5,476,656 45.32
Options expired during the year 27,750 39.30 - -
Options outstanding at the end of the year 7,344,086 51.06 12,757,580 50.44
Options exerciseable at the end of the year 6,779,520 49.58 10,292,851 47.47
Range of exercise price of outstanding options (`) 39.30 - 68.86 39.30 - 68.86
Remaining contractual life of outstanding options (years) 0.31 - 5.82 0.75 - 6.82

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exercise exercise
price (`) price (`)
ii) Options granted under ESOS 2013
Remaining contractual life of outstanding options (years) 5.87 - 8.87 -
iii) RSU’s granted under ESOS 2013
Remaining contractual life of outstanding options (years) 7.87 -
` Mn
March 31, 2014 March 31, 2013
4 RESERVES AND SURPLUS
a) Debenture Redemption Reserve
Opening Balance 93.15 -
Add: Transfer from Statement of Profit and Loss 145.15 93.15
b) Securities Premium Account
Opening Balance 89,611.75 85,696.91
Add: Premium on issue of shares under ESOS scheme 303.24 329.04
Add: Cost of licenses impaired earlier and debited to Securities Premium
now adjusted against new spectrum taken in auction - 3,585.80
Closing Balance 89,914.99 89,611.75
c) Outstanding Employee Stock Options
Opening Balance 214.19 349.48
Add: Charge for the period (Refer Note 37) 43.07 0.32
Less: Transfer to Securities Premium Account on exercise of Options 93.59 135.61

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` Mn
March 31, 2014 March 31, 2013
d) Reserve for Business Restructuring
Opening Balance - 168.67
Closing Balance - -
e) General Reserve
Opening Balance 502.59 -
Add: Transfer from Statement of Profit and Loss - 313.28
Add: Transfer by Joint Venture - 20.64
Add: Transfer from Reserve for Business Restructuring - 168.67
Add: Reserve created by JV on merger as per scheme (Refer Note 32) 5,259.35 -
Less: Depreciation charge on fair value portion of fixed assets by JV 1,215.22 -
Less: Group’s share of JV’s discrepancy in physical verification of
fixed assets as per scheme 114.54 -
Closing Balance 4,432.18 502.59
f) Surplus in statement of Profit and Loss
Opening Balance 19,468.74 11,179.42
Add: Profit during the period 19,678.20 10,109.27
Less: Transfer to Debenture Redemption Reserve 145.15 93.15
Less: Dividend Distribution Tax on Interim Dividend by JV 142.40 250.24
Less: Proposed Dividend * (Refer Note 49) 1,328.57 994.30
Less: Dividend Distribution Tax 225.79 168.98
Total 132,054.17 109,890.42
* Current year amount includes dividend of ` 0.72 Mn related to previous financial
year for shares issued after balance sheet date and before record date of dividend.
5 LONG TERM BORROWINGS
SECURED LOANS
471 (Previous year - 626) 9.45% Redeemable Non Convertible Debentures of
` 10 Mn. each 4,710.00 6,260.00
(The Company has re-purchased 529 NCDs of ` 10 Mn each, aggregating to
` 5,290 Mn. with an option to re-issue the same in future)
Term Loans
- From Banks - 770.57
- From Others 51,078.20 48,507.17
Rupee Loan
- From Banks 19,555.62 25,932.09
- From Others 7,144.11 9,893.60
Vehicle Loan from Banks 288.46 266.61
82,776.39 91,630.04
UNSECURED LOANS
Term Loans
- From Banks 11,089.49 13,103.14
Deferred Payment Liability towards Spectrum (Refer Note 30) 87,418.17 13,313.98
98,507.66 26,417.12
Total 181,284.05 118,047.16

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` Mn
March 31, 2014 March 31, 2013
6 DEFERRED TAX LIABILITIES
Major components of Deferred Tax are:
a) Deferred Tax Liability:
Revenue Equalisation Reserve and Others 1,315.20 295.80
Total Deferred Tax Liability (A) 20,586.81 19,415.18
b) Deferred Tax Asset:
Provision for Doubtful Debts 1,237.46 1,297.47
Expenses allowable on payment basis 944.69 821.70
Brought Forward Losses - 5,928.67
Others 271.83 187.03
Total Deferred Tax Asset (B) 2,453.98 8,234.87
Net Deferred Tax Liability (A - B) 18,132.83 11,180.31
7 OTHER LONG TERM LIABILITIES
Trade Payables 2,899.32 2,428.72
Capex Creditors 111.56 48.38
Unearned Income 2,987.06 2,950.92
Deposits from Customers and Others 2,193.62 2,081.21
Interest accrued but not due 1,037.55 436.85
Total 9,229.11 7,946.08
8 LONG TERM PROVISIONS
Gratuity (Refer Note 39) 827.04 748.10
Leave Encashment 974.95 898.54
Asset Retirement Obligation (Refer Note 48) 3,183.97 1,495.49
Total 4,985.96 3,142.13
9 SHORT TERM BORROWINGS
a) SECURED LOANS
Working Capital Loan from Banks 5,982.05 -
b) UNSECURED LOANS
Working Capital Loan from Banks 111.50 2.12
Short Term Loan from Others 378.08 328.80
Buyers Credit in Foreign Currency from Banks - 4,254.39
Total 6,471.63 4,585.31
10 OTHER CURRENT LIABILITIES
Current Maturities of Long Term Debt 18,593.59 17,805.36
Interest accrued but not due on Borrowings 888.61 914.88
Advance from Customers and Unearned Income 11,022.31 9,614.40
Capex Creditors 12,468.89 11,375.86
Deposits from Customers and Others 76.98 95.39
Book Bank Overdraft 169.07 224.38
Dividend Payable 0.64 -
Taxes and Other Liabilities 7,224.29 7,677.06
Total 50,444.38 47,707.33
11 SHORT TERM PROVISIONS
Provision for Leave Encashment 101.63 82.32
Provision for Gratuity 3.84 2.88
Current Tax (Net of Advance Income Tax) 217.90 -
Proposed Dividend 1,327.85 994.30
Dividend Distribution Tax on Proposed Dividend 225.67 168.98
Total 1,876.89 1,248.48

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102
12. FIXED ASSETS
A - TANGIBLE ASSETS ` Mn
Particulars As at Adjustment Additions Disposal/ As at As at Adjustment Additions Disposal/ As at As at As at
April 1, 2013 on account for the Adjustments March 31, 2014 April 1, 2013 on account for the Adjustments March 31, 2014 March 31, 2014 March 31, 2013
Annual Report
of merger year ended for the of merger year ended for the
March 31, 2014 March 31, 2014
Freehold Land 95.83 - 24.36 - 120.19 - - - - - 120.19 95.83
2013-14
Leasehold Land 11.26 - - - 11.26 3.01 - 0.24 - 3.25 8.01 8.25
Buildings 1,729.30 - 41.06 8.09 1,762.27 662.92 - 121.73 2.58 782.07 980.20 1,066.38
Plant & Machinery 342,059.42 6,157.03 43,237.32 4,615.40 386,838.37 135,451.78 (249.62) 39,426.02 4,197.04 170,431.14 216,407.23 206,607.64
Furniture & Fixtures 1,639.18 - 2.01 7.63 1,633.56 1,201.55 - 106.87 6.54 1,301.88 331.68 437.63
Office Equipment 3,650.16 - 118.48 41.28 3,727.36 3,374.73 - 156.88 35.77 3,495.84 231.52 275.43
Vehicles 1,233.31 - 371.05 205.46 1,398.90 777.11 - 258.63 190.39 845.35 553.55 456.20
Sub-Total 350,418.46 6,157.03 43,794.28 4,877.86 395,491.91 141,471.10 (249.62) 40,070.37 4,432.32 176,859.53 218,632.38 208,947.36
Less : Depreciation charged to
General Reserve pursuant
to merger scheme
(Refer Note 32) 1,215.22
TOTAL 350,418.46 6,157.03 43,794.28 4,877.86 395,491.91 141,471.10 (249.62) 38,855.15 4,432.32 176,859.53 218,632.38 208,947.36
Notes:
1. Plant & Machinery includes assets held for disposal- Gross Block ` 265.03 Mn. (Previous year ` 245.35 Mn.) and Net Block ` 13.45 Mn. (Previous year ` 26.00 Mn.).
2. Plant & Machinery includes Gross Block of assets capitalised under finance lease ` 12,520.40 Mn. (Previous year ` 10,470.14 Mn.) and corresponding Accumulated Depreciation being ` 8,846.80 Mn. (Previous year ` 6,584.01 Mn.).
3. Additions include exchange loss amounting to ` 7,475.54 Mn. (Previous year ` 4,120.31 Mn. ) capitalised as per transitional provisions of notification under AS-11, issued by the Ministry of Corporate Affairs.
4. Depreciation charge for the year includes ` 5,685.80 Mn. (Previous year ` 170.21 Mn.) due to change in estimated useful life of certain fixed assets.
B - INTANGIBLE ASSETS ` Mn
Particulars As at Adjustment Additions Disposal/ As at As at Adjustment Additions Disposal/ As at As at As at
April 1, 2013 on account for the Adjustments March 31, 2014 April 1, 2013 on account for the Adjustments March 31, 2014 March 31, 2014 March 31, 2013
of merger year ended for the of merger year ended for the
March 31, 2014 March 31, 2014
Entry/License Fees & Spectrum 103,239.17 - - - 103,239.17 27,980.72 - 5,334.50 - 33,315.22 69,923.95 75,258.45
Computer - Software 4,998.96 - 368.24 - 5,367.20 4,159.92 - 491.81 - 4,651.73 715.47 839.04
Bandwidth 7,392.93 - 704.93 - 8,097.86 898.66 - 512.54 - 1,411.20 6,686.66 6,494.27
TOTAL 115,631.06 - 1,073.17 - 116,704.23 33,039.30 - 6,338.85 - 39,378.15 77,326.08 82,591.76
GRAND TOTAL 466,049.52 6,157.03 44,867.45 4,877.86 512,196.14 174,510.40 (249.62) 45,194.00 4,432.32 216,237.68 295,958.46 291,539.12
Notes:
1. Computer - Software includes Gross Block of assets capitalised under finance lease ` 2,399.88 Mn. (Previous year ` 2,151.48 Mn.) and corresponding Accumulated Amortisation being ` 2,030.77 Mn. (Previous year ` 1,763.99 Mn.).
2. The remaining amortisation period of license/spectrum fees as at March 31, 2014 ranges between 2 to 19 years based on the respective Telecom Service License period.
Capital Work in Progress (Net of Impairment provision of ` 4,844.60 Mn.) 114,194.13 8,810.81
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12. FIXED ASSETS
C - TANGIBLE ASSETS ` Mn
Particulars As at Additions Disposal/ As at As at Additions Disposal/ As at As at
March 31, 2013 March 31, 2013
Freehold Land 95.83 - - 95.83 - - - - 95.83

Leasehold Land 11.26 - - 11.26 2.77 0.24 - 3.01 8.25

Buildings 1,726.24 5.14 2.08 1,729.30 572.84 91.52 1.44 662.92 1,066.38
Plant & Machinery 306,399.28 37,025.69 1,365.55 342,059.42 107,628.44 28,937.46 1,114.12 135,451.78 206,607.64
Furniture & Fixtures 1,600.40 42.75 3.97 1,639.18 1,041.65 163.06 3.16 1,201.55 437.63
Office Equipment 3,593.59 143.22 86.65 3,650.16 3,288.30 171.17 84.74 3,374.73 275.43
Vehicles 1,065.52 288.60 120.81 1,233.31 653.32 226.05 102.26 777.11 456.20
TOTAL 314,492.12 37,505.40 1,579.06 350,418.46 113,187.32 29,589.50 1,305.72 141,471.10 208,947.36
D - INTANGIBLE ASSETS ` Mn
Particulars As at Additions Disposal/ As at As at Additions Disposal/ As at As at
March 31, 2013 March 31, 2013
Entry/License Fees
& Spectrum 86,126.17 20,373.10 3,260.10 103,239.17 23,860.09 4,120.63 - 27,980.72 75,258.45
Computer - Software 4,795.02 205.52 1.58 4,998.96 3,498.77 662.93 1.78 4,159.92 839.04
Bandwidth 5,503.58 1,890.18 0.83 7,392.93 494.07 404.59 - 898.66 6,494.27
TOTAL 96,424.77 22,468.80 3,262.51 115,631.06 27,852.93 5,188.15 1.78 33,039.30 82,591.76
GRAND TOTAL 410,916.89 59,974.20 4,841.57 466,049.52 141,040.25 34,777.65 1,307.50 174,510.40 291,539.12
Annual Report
2013-14
103
CK

` Mn
March 31, 2014 March 31, 2013
13 LONG-TERM LOANS AND ADVANCES
Capital Advances 107.43 67.49
Deposits and Balances with Government Authorities 434.21 534.74
Deposits with Body Corporates and Others 9,376.43 12,243.51
MAT Credit Entitlement 11,298.78 10,180.96
Advance Income Tax 2,138.42 3,473.92
Other Loans and Advances 5,615.41 3,978.56
Total 28,970.68 30,479.18
14 OTHER NON CURRENT ASSETS

Revenue Equalisation Reserve 1,448.37 -
Total 1,448.37 -
15 CURRENT INVESTMENTS
Investment in Units of Mutual Funds 2,155.34 10,280.15
Total 2,155.34 10,280.15
16 INVENTORIES
Sim and Recharge Vouchers 487.38 545.10
Trading Goods 195.70 181.32
Total 683.08 726.42
17 TRADE RECEIVABLES
a) Billed Receivables
Unsecured - Considered Good
Outstanding for a period exceeding six months from due date 424.93 744.19
Other Receivables 4,147.19 5,557.83
4,572.12 6,302.02
Unsecured - Considered Doubtful
Outstanding for a period exceeding six months from due date 3,282.77 3,383.39
Other Receivables 335.52 424.88
3,618.29 3,808.27
Less: Provision for Doubtful Debts 3,618.29 3,808.27
4,572.12 6,302.02
b) Unbilled Receivables 3,434.08 3,298.75

Total 8,006.20 9,600.77

CK

` Mn
March 31, 2014 March 31, 2013
18 CASH AND BANK BALANCES

a) Cash and Cash Equivalents
Balances with Banks
1,387.85 1,377.95
b) Other Bank Balances
Margin Money with Banks 492.47 51.10
Earmarked Bank Balance towards Dividend 0.64 -
Total 1,880.96 1,429.05
19 SHORT TERM LOANS AND ADVANCES

MAT Credit Entitlement 557.28 290.08
Advance Income Tax (Net of provisions) 3,164.10 1,556.01
Deposits with Body Corporates and Others 411.25 1,991.66
Cenvat Credit 3,475.97 3,581.77
Other Loans and Advances
- Considered Good 4,572.90 3,425.82
- Considered Doubtful 584.69 592.01
5,157.59 4,017.83
Less: Provision for Doubtful Advances 584.69 592.01
4,572.90 3,425.82
Total 12,181.50 10,845.34
20 OTHER CURRENT ASSETS

Interest Receivable 34.65 8.66
Total 34.65 8.66

CK

` Mn
ended ended
March 31, 2014 March 31, 2013
21 OTHER INCOME
Liabilities/Provisions no longer required written back 749.20 414.83
Miscellaneous Receipts 120.17 87.26
Total 869.37 502.09
22 COST OF TRADING GOODS SOLD

Opening Stock 181.32 396.27
Add: Purchases 1,941.38 2,103.41
Less: Closing Stock 195.70 181.32
Total 1,927.00 2,318.36
23 PERSONNEL EXPENDITURE
Salaries and Allowances etc. 11,801.63 9,777.35
Contribution to Provident and Other Funds 626.83 912.46
Staff Welfare 508.77 401.13
Recruitment and Training 183.94 134.34
Total 13,121.17 11,225.28
24 NETWORK EXPENSES AND IT OUTSOURCING COST

Security Service Charges 1,300.37 1,143.90
Power and Fuel 22,674.55 19,099.53
Repairs and Maintenance - Plant & Machinery 9,934.91 8,549.28
Switching & Cellsites Rent 4,102.59 4,115.80
Lease Line and Connectivity Charges 4,858.44 5,455.04
Network Insurance 105.77 106.36
Passive Infrastructure Charges 17,915.97 13,440.68
Other Network Operating Expenses 720.09 570.59
IT Outsourcing Cost 3,377.58 2,879.42
Total 64,990.27 55,360.60
25 LICENSE FEES AND WPC CHARGES

License Fees 18,040.75 15,545.28
WPC and Spectrum Charges 11,197.23 9,207.22
Total 29,237.98 24,752.50
26 ROAMING & ACCESS CHARGES

Roaming Charges 6,113.56 6,660.23
Access Charges 35,502.08 33,485.04
Total 41,615.64 40,145.27

CK

` Mn
ended ended
March 31, 2014 March 31, 2013
27 SUBSCRIBER ACQUISITION & SERVICING EXPENDITURE
Cost of Sim & Recharge Vouchers 1,476.59 1,685.16
Commission & Discount to Dealers 10,463.58 12,117.43
Customer Verification Expenses 2,310.09 1,612.10
Collection, Telecalling & Servicing Expenses 4,929.83 4,569.66
Customer Retention & Customer Loyalty Expenses 626.54 482.94
Total 19,806.63 20,467.29
28 ADMINISTRATION & OTHER EXPENSES

Repairs and Maintenance – Building 63.32 61.47
– Others 411.80 366.23
Other Insurance 42.47 37.88
Non Network Rent 865.28 875.84
Rates and Taxes 177.22 132.76
Electricity 499.87 399.88
Printing and Stationery 83.23 80.88
Communication Expenses 136.04 109.74
Travelling and Conveyance 1,070.88 913.52
Provision for Bad and Doubtful Debts/Advances (114.76) 829.85
Bank Charges 104.00 89.52
Directors Sitting Fees 1.40 1.25
Legal and Professional Charges 952.11 685.81
Audit Fees 45.89 42.45
Loss/(Gain) on Sale of Fixed Assets/Asset disposed off (Net) (205.22) 53.27
Miscellaneous Expenses 1,000.76 861.22
Total 6,286.57 5,541.57
29 FINANCE AND TREASURY CHARGES (NET)

Interest
- On Fixed Period Loan (Net of ` 403.44 Mn. capitalised, Previous year ` Nil) 8,818.20 9,275.74
- Others 241.54 298.45
Financing Charges 492.11 582.77
9,551.85 10,156.96
Less:
Interest Income 987.68 193.89
Dividend Income and Profit on Sale of Current Investments 1,280.37 667.37
Gain/(Loss) on Foreign Exchange Fluctuation (Net) (416.33) (198.80)
Total 7,700.13 9,494.50

CK

30. The Department of Telecommunications (DoT) conducted auction for the 900 and 1800 Mhz spectrum in February 2014. The
Company successfully bid for its requirements in the 11 service areas of Maharashtra, Madhya Pradesh, Kerala, Gujarat, Andhra
Pradesh, Haryana, Punjab, Karnataka, Mumbai, Delhi and North East in the 1800 Mhz band and for Delhi service area also in
the 900 Mhz band at a total cost of ` 104,242.15 Mn. As per the payment options available as part of the auction, the Company
has chosen the deferred payment option by making an upfront payment of ` 31,436.07 Mn. and balance amount is recognized
as “Deferred Payment Liabilities towards Spectrum” under Unsecured Loans. This spectrum which is yet to be earmarked and
allotted to the Company as on March 31, 2014 is for a twenty year period.
31. In the pending matter of transfer of licenses for service areas of Punjab & Karnataka, pursuant to amalgamation of erstwhile
Spice Communications Limited with the Company, DoT has transferred these licenses in the name of the Company upon
submission of an undertaking as directed by Hon’ble Supreme Court in its order dated January 29, 2014.
32. The Scheme of Arrangement under Section 391 to 394 of the Companies Act, for transfer of all assets and liabilities of erstwhile
Idea Cellular Towers Infrastructure Limited (a 100% subsidiary of the Company), Vodafone Infrastructure Limited and Bharti
Infratel Ventures Limited to joint venture of the Company Indus Towers Limited (Indus), with an appointed date of
April 1, 2009 was approved by the Hon’ble High Court of Delhi on April 18, 2013 and became effective on June 11, 2013 being
the date of the last filing of certified copies of the Order of the Court sanctioning the Scheme with the relevant Registrar of
Companies. The Scheme has been accounted as amalgamation in the nature of purchase as it does not meet the conditions
required for amalgamation in the nature of merger as specified in Accounting Standard 14 (AS 14). Pursuant to the Scheme,
Indus has recorded assets of the transferor companies at their fair values and liabilities & reserves at their respective book
values and the resultant difference has been credited to General Reserve, which as per scheme is to be treated as free reserve.
The Scheme also provides specified purposes for which this General Reserve can be utilised.
Had the accounting treatment as per AS 14 been followed, the General Reserve account of the Group as at March 31, 2014
would have been lower by ` 3,929.59 Mn., Capital Reserve would have been higher by ` 5,259.35 Mn., profit during the year and
surplus in statement of profit & loss as on March 31, 2014 would have been lower by ` 1,329.76 Mn.
Subsequent to scheme becoming effective, Income Tax authorities have filed appeals before the Division Bench of Hon’ble
High Court of Delhi challenging the above order dated April 18, 2013 approving scheme of amalgamation of Idea Cellular
Towers Infrastructure Limited, Vodafone Infrastructure Limited and Bharti Infratel Ventures Limited into Indus Towers Limited.
The said appeals are yet to be admitted by the Hon’ble Court.
Further, Income Tax authorities have also filed appeals before respective Hon’ble High Courts challenging de-merger of PI
undertaking from their holding companies to Idea Cellular Towers Infrastructure Limited, Vodafone Infrastructure Limited
and Bharti Infratel Ventures Limited respectively. All these appeals are pending before Hon’ble High Courts for condonation of
delay in filing.
33. Contingent Liabilities:
i) DoT has issued demand notices towards one time spectrum charges
- for spectrum beyond 6.2 Mhz in respective service areas for retrospective period from July 1, 2008 to
December 31, 2012, amounting to ` 3,691.30 Mn., and
- for spectrum beyond 4.4 Mhz in respective service areas effective January 1, 2013 till expiry of the period as per
respective licenses amounting to ` 17,443.70 Mn.
In the opinion of Company, inter-alia, the above demands amount to alteration of financial terms of the licenses
issued in the past. The Company had therefore, petitioned the Hon’ble High Court of Bombay, where the matter was
admitted and is currently sub-judice. The Hon’ble High Court of Bombay has directed the DoT, not to take any coercive
action until the matter is further heard.
ii) The Company also has a contingent obligation to buy compulsorily convertible preference shares from the holder at fair
market value plus the agreed consideration in the event ABTL is not able to redeem such shares which were issued by
ABTL at ` 20,982.50 Mn. including premium thereon.
iii) Other Matters
` Mn
March 31,2014 March 31, 2013
Income Tax Matters not acknowledged as debts (see a below) 62,340.68 50,302.44
Sales Tax and Entertainment Tax Matters not acknowledged as debts
(see b below) 1,003.74 395.64
Service Tax Matters not acknowledged as debts (see c below) 2,123.73 1,947.67
Entry Tax and Custom Matters not acknowledged as debts (see d below) 344.84 628.09
Licensing Disputes (see e below) 19,943.82 9,955.78
Other claims not acknowledged as debts (see f below) 2,578.56 2,205.52

CK

a) Income Tax Matters:
- Appeals filed by the holding company against the demands raised by Income Tax Authorities which are pending before
Appellate Authorities include mainly, disputes on account of incorrect disallowance of revenue share license fee,
disputes on non applicability of tax deduction at source on pre-paid margin allowed to prepaid distributors & roaming
settlements, disallowance of interest proportionate to interest free advances given to wholly owned subsidiaries etc.
- Appeals filed for tax demands treating proceeds from issue of CCPS as Cash Credit.
- Appeals filed for tax demand on the net value of assets and liabilities vested with the holding company consequent to
High Court approved de-merger of telecom undertaking from its wholly owned subsidiary.
- Appeals filed for tax demand of alleged short term capital gain on the fair valuation of investment in JV done as per
High Court approved scheme.
b) Sales Tax and Entertainment Tax:
- Sales Tax demands mainly relates to the demands raised by the VAT/Sales Tax authorities of few states on Broadband
Connectivity, SIM cards etc. on which the company has already paid Service Tax.
- In one state entertainment tax is being demanded on revenue from value added services. However, the Company has
challenged the constitutional validity of the levy.
c) Service Tax:
Service tax demands mainly relates to the following matters:
- Interpretation issues arising out of Rule 6(3) of the Cenvat Credit Rules, 2004.
- Denial of Cenvat credit related to Towers, Shelters and OFC Ducts.
- Disallowance of Cenvat Credit on input services viewed as not related to output service.
d) Entry tax:
In certain states entry tax is being demanded on receipt of material from outside the state. However, the Company has
challenged the constitutional validity of the levy.
e) Licensing Disputes:
- 3G Intra Circle Roaming Arrangements (ICR) – The Company had entered into roaming arrangements with other
operators to provide 3G services in service areas where it did not won 3G spectrum. DoT has sent notices to stop the
3G services in these service areas and also imposed penalty for providing 3G services in select service areas under
roaming arrangements. The matter is currently pending before the Hon’ble TDSAT.
- Demands due to difference in interpretation of definition of Revenue and other license fee assessment related matters.
- Disputes relating to alleged non compliance of licensing conditions, EMF procedural norms & other disputes with
DoT, either filed by or against the Company and pending before Hon’ble Supreme Court/TDSAT.
- Demands on account of alleged violations in license conditions relating to amalgamation of erstwhile Spice
Communications Limited currently sub-judice before the Hon’ble TDSAT(Refer Note 31).
f) Other claims not acknowledged as debts:

Mainly includes miscellaneous disputed matters with Local Municipal Corporation and Electricity Board and others.
34. Group’s share in certain disputed tax demand notices and show cause notices relating to Indirect tax matters amounting to
` 5,892.00 Mn. (Previous year ` 6,674.88 Mn.) have neither been acknowledged as claims nor considered as contingent liabilities
by the Joint Venture of the Company. Based on internal assessment and independent advice taken from tax experts by the
Joint Venture, the Joint Venture is of the view that the possibility of any of these tax demands materialising is remote.
35. Details of guarantees given:

` Mn
March 31,2014 March 31, 2013
Bank Guarantees given 42,006.13 25,833.51

CK

36. Capital and other Commitments:
Estimated amount of commitments as on March 31, 2014 towards -
- Contracts remaining to be executed for capital expenditure (net of advances) and not provided for is ` 17,402.34 Mn.
- Long term contracts remaining to be executed including early termination commitments (if any) is ` 18,376.07 Mn. (Previous
year ` 18,076.12 Mn)
37. Personnel Expenditure includes ` 43.07 Mn. (Previous year ` 0.32 Mn.), being the amortisation of intrinsic value of ESOPs for
the year ending March 31, 2014.
Had the compensation cost for the Company’s stock based compensation plan been determined as per fair value approach
(calculated using Black & Scholes Option Pricing Model), the Company’s net income would be lower by ` 93.56 Mn. (Previous
year ` 38.44 Mn.) and earnings per share as reported would be as indicated below:
` Mn
March 31, 2014 March 31, 2013
Net Profit After Tax but before Exceptional items 19,678.20 10,109.27
Add: Total stock-based employee compensation expense determined
under intrinsic value base method 43.07 0.32
Less: Total stock-based employee compensation expense determined
under fair value base method 136.63 38.76
Adjusted Net Profit 19,584.64 10,071.26
Basic Earnings per Share (in `)
Diluted Earnings per Share (in `)
The fair value of each option is estimated on the date of grant/re-pricing based on the following assumptions:
Particulars On the date of Grant On the date of

Re-pricing
Tranche I Tranche II Tranche III Tranche IV Tranche I Tranche II
Dividend Yield (%) Nil Nil Nil Nil Nil Nil

6 yrs 6 yrs 6 yrs 6 yrs 4 yrs 5 yrs
Expected Life
6 months 6 months 6 months 6 months 6 months 9 months
Risk Free Interest Rate (%) 7.78 7.50 7.36 8.04-8.14 7.36 7.36
Volatility (%) 40.00 45.80 54.54 50.45 54.54 54.54

Stock Options Restricted
Stock Units
Dividend Yield (%) 0.24 0.24
Expected Life 6 yrs 6 months 5 yrs 6 months
Risk Free Interest Rate (%) 8.81 – 8.95 8.91
Volatility (%) 34.13 – 44.81 43.95

CK

38. Details of Foreign Currency Exposures:
A. Hedged by a Derivative Instrument:
Amount in Mn
March 31,2014 March 31, 2013
Foreign Currency Loan:
Foreign Currency Loan in JPY 5,313.22 10,626.43
Trade Payables and Other Current Liabilities:
Interest accrued but not due on Foreign Currency Loans in USD 7.39 2.85
Interest accrued but not due on Foreign Currency Loans in JPY 8.20 18.21
Equivalent INR of Trade payables and Other Current Liabilities 3,368.86 1,469.09
B. Not Hedged by a Derivative Instrument or Otherwise:

Trade Payables:
Trade Payables in EURO 0.25 0.17
Trade Payables in GBP - 0.01
Interest accrued but not due on Foreign Currency Loans in USD - 4.84
Equivalent INR of Trade Payables & Interest accrued in Foreign Currency 2,786.04 3,095.98
Trade Receivables:
Trade Receivables in USD 12.65 10.21
Trade Receivables in EURO 0.11 0.12
The Equivalent INR of Trade Receivables in Foreign Currency 768.78 564.23
39. Employee Benefits:
a) Defined Benefit Plan: The Group provides for its liability towards gratuity as per the actuarial valuation. The present value
of the accrued gratuity minus fund value is provided in the books of accounts.
i) Changes in benefit obligation for the Company and its Subsidiaries:
` Mn
No. March 31, 2014 March 31, 2013
1 Assumptions
Discount Rate 9.00% - 9.10% 8.10%
Expected Return on Plan Assets 9.00% 9.00%
Salary Escalation 7.00% 7.00%
2 Table showing changes in Present Value of Obligations
Present Value of Obligations as at beginning of year 959.38 473.25
Actuarial (Gain)/Loss on Obligations (125.07) 134.45
Present Value of Obligations as at end of year 1,062.86 959.38

CK

` Mn
No. March 31, 2014 March 31, 2013
3 Table showing changes in the Fair Value of Plan Assets

Fair Value of Plan Assets at beginning of year 225.55 210.06
Expected Return on Plan Assets 20.77 16.67
Contributions 31.36 15.58
Actuarial Gain/(Loss) on Plan Assets 1.63 1.98
Fair Value of Plan Assets at the end of year 253.42 225.55
Actual Return on Plan Assets 20.96 17.78
4 Actuarial Gain/Loss recognised
Actuarial Gain/(Loss) for the year – Obligation 125.07 (134.45)
Actuarial (Gain)/Loss for the year - Plan Assets (1.63) (1.98)
Total (Gain)/Loss for the year (126.70) 132.47
Actuarial (Gain)/Loss recognised in the year (126.70) 132.47
5 The amounts to be recognised in the Balance Sheet
Present Value of Obligations as at the end of year 1,062.86 959.38
Fair Value of Plan Assets as at the end of the year 253.42 225.55
Net Asset/(Liability) recognised in Balance Sheet (809.44) (733.83)
6 Expenses recognised in Statement of Profit & Loss
Current Service cost 165.45 87.83
Expected Return on Plan Assets (20.77) (16.67)
Net Actuarial (Gain)/Loss recognised in the year (126.70) 132.47
Past service cost - 237.90
Expenses recognised in Statement of Profit & Loss 106.98 486.22
7 Investment Details of Plan Assets (% allocation)
Insurer Managed Funds* 100% 100%
` Mn
Sr. Particulars For the year ended
No.
2014 2013 2012 2011 2010
8 Experience Adjustments
Defined Benefit Obligation 1,062.86 959.38 473.25 369.83 258.36
Plan Assets 253.42 225.55 210.06 183.70 148.23
Surplus/(Deficit) (809.44) (733.83) (263.19) (186.13) (110.13)
Experience Adjustments on
Plan Liabilities 34.07 116.21 25.64 26.25 57.02
Experience Adjustments on
Plan Assets 1.63 1.98 2.59 5.33 0.28
*The funds are managed by LIC and LIC does not provide breakup of plan assets by investment type.
The estimate of future salary increase, considered in actuarial valuation, takes account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.

CK

ii) Disclosure of benefit obligation in respect of Company’s share in Joint Ventures
a) Gratuity cost for the year
` Mn
March 31, 2014 March 31, 2013
Actuarial Losses - 0.32
Total amount recognised in Statement of Profit and Loss 6.88 6.24
b) Amount recognised in the Balance Sheet

` Mn
March 31, 2014 March 31, 2013
Opening Defined Benefit Obligation 16.96 12.80
Total amount recognised in Statement of Profit and Loss 6.88 6.24
Benefits paid during the year (2.40) (2.08)
Amount recognised in the Balance Sheet 21.44 16.96
c) Experience Adjustments
` Mn
Particulars For the year ended
2014 2013 2012 2011 2010
Defined Benefit Obligation 21.44 16.96 12.80 9.10 5.96
Surplus/(Deficit) (21.44) (16.96) (12.80) (9.10) (5.96)
Experience Adjustments on Plan Liabilities 0.96 0.48 0.80 0.80 0.21
d) Financial Assumptions
March 31, 2014 March 31, 2013
Discount Rate 9.10% 8.40%
Salary Escalation Rate First 2 years- 10% First 2 years- 10%
and 7% thereafter and 7% thereafter
b) Defined Contribution Plan: During the year, the Company has recognised the following amounts in the Statement of
Profit and Loss:
` Mn
March 31, 2014 March 31, 2013
Employers’ Contribution to Provident & Pension Fund 400.85 325.56
Employers’ Contribution to Superannuation Fund 56.75 47.47

CK

40. Segment Reporting:
1. Primary Segments:
The Group operates in three business segments:
a) Mobility Services: providing GSM based mobile and related telephony services.
b) International Long Distance (ILD): providing international long distance services.
c) Passive Infrastructure (PI): providing passive infrastructure services.
Transactions between segments are accounted on agreed terms on arm’s length basis and have been eliminated at the
Group level.
2. Secondary Segment:
The Group caters only to the needs of Indian market representing a singular economic environment with similar risks and
rewards and hence there are no reportable geographical segments.
` Mn
Mobility ILD PI
Revenue
External Revenue 260,832.32 3,229.64 1,127.09 - 265,189.05
Inter-segment Revenue 917.78 1,505.30 23,717.61 (26,140.69) -
Total Revenue 261,750.10 4,734.94 24,844.70 (26,140.69) 265,189.05
Segment Result 31,640.16 708.29 5,794.33 - 38,142.78
Interest & Financing Charges (Net) 7,700.13
Profit before Tax 30,442.65
Provision for Tax (Net) 10,764.45
Profit after Tax 19,678.20
Other Information
Segment Assets 402,091.80 1,047.94 47,799.03 (11,753.56) 439,185.21
Unallocated Corporate Assets - - - - 26,389.36
Segment Liabilities 267,535.26 424.99 24,193.26 (11,753.56) 280,399.95
Unallocated Corporate Liabilities - - - - 19,904.89
Capital Expenditure 147,298.30 22.76 2,929.71 - 150,250.77
#
Depreciation & Amortisation 40,897.61 35.14 5,476.47 - 46,409.22
#
Includes depreciation charge on fair value portion of fixed assets by joint venture ` 1,215.22 Mn. adjusted to General
Reserve.

CK

` Mn
Mobility ILD PI
External Revenue 221,218.71 2,317.23 1,040.60 - 224,576.54
Inter-segment Revenue 697.21 1,514.06 22,512.07 (24,723.34) -
Total Revenue 221,915.92 3,831.29 23,552.67 (24,723.34) 224,576.54
Segment Result 20,779.38 365.13 4,123.22 - 25,267.73
Interest & financing Charges (Net) 9,494.50
Other Income -
Profit before Tax 15,773.23
Provision for Tax (Net) 5,663.96
Profit after Tax 10,109.27
Other Information
Segment Assets 292,483.02 677.13 40,602.14 (10,435.50) 323,326.79
Unallocated Corporate Assets - - - - 40,453.91
Segment Liabilities 193,959.16 316.83 24,543.73 (10,435.50) 208,384.22
Unallocated Corporate Liabilities - - - - 12,343.59
Capital Expenditure 58,058.89 23.73 3,903.90 - 61,986.52
Depreciation & Amortisation 30,493.15 51.02 4,233.48 - 34,777.65
41. Related Party Transactions:

As per Accounting Standard-18 on “Related Party Disclosure”, related parties of the Company are disclosed below:
A. List of related Parties:
Promoters
Hindalco Industries Limited (Hindalco)
Grasim Industries Limited (Grasim)
Aditya Birla Nuvo Limited (ABNL)
Birla TMT Holdings Pvt. Limited (Birla TMT)
Entities having significant Influence

Axiata Investments 1 (India) Ltd. (AI1) (Formerly known as TMI Mauritius Ltd)
Axiata Investments 2 (India) Ltd. (AI2)
Axiata Group Berhad
Key Management Personnel (KMP)

Mr. Himanshu Kapania, MD
Mr. Akshaya Moondra, CFO

CK

B. Transactions with Related Parties:
` Mn
Particulars Promoters Entities having
Significant Influence KMP
Hindalco Grasim ABNL Birla TMT AI2 AI1
Remuneration 117.98
(105.76)
Purchase of Service/Goods 0.05 0.34 0.17
(-) (-) (-)
Sale of Service/Goods 29.77 16.64 29.33
(28.33) (17.06) (26.92)
Expenses incurred by 0.52 0.16 0.86
Company on behalf of (0.36) (0.94) (0.43)
Expenses incurred on 0.02 0.09 0.03
Company’s behalf by (0.36) (0.10) (0.06)
Interest paid on NCD 9.45
(-)
Dividend on Equity Shares 68.50 51.30 251.26 85.07 58.63 139.42 0.10
(-) (-) (-) (-) (-) (-) (-)
(Figures in bracket are for the year ended March 31, 2013)
C. Outstanding as at March 31, 2014:

` Mn
Particulars Promoters
KMP
Hindalco Grasim ABNL
Remuneration Payable 34.54
(30.52)
Trade Receivable 3.63 2.35 1.48
(2.95) (2.51) (1.90)
9.45% Redeemable NCD 100.00
(100.00)*
Interest accrued but not due 3.91
on the above NCD’s (3.94)
* Purchased from Secondary Market
42. The Company is one of the members of Aditya Birla Management Corporation Private Limited, a Company limited by guarantee,
which has been formed to provide common pool of facilities and resources to its members with a view to optimise the benefits
of specialisation and minimize cost to each member. The Company’s share of expenses incurred under the common pool has
been accounted for at actuals in the respective heads in the Statement of Profit & Loss.
43. Operating Lease: As a Lessee
The Company has entered into non-cancellable operating leases for offices, switches and cell sites for periods ranging from 36
months to 240 months. For the current year, total minimum lease payments amounting to ` 22,857.76 Mn. (Previous year
` 18,462.24 Mn.) are charged to the Statement of Profit & Loss.
The future minimum lease payments in respect of the above are as follows:
` Mn
than five years
Minimum Lease Payments 20,141.03 68,527.36 35,596.72
(9,961.06) (30,921.38) (14,290.86)

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Operating Lease: As a Lessor
The Company has leased under operating lease arrangements certain Optical Fibre Cables (OFC) on Indefeasible Rights of Use
(“IRU”) basis. The gross block, accumulated depreciation and depreciation expense of the assets given on IRU basis is not
separately identifiable and hence not disclosed.
Rental Income of ` 269.60 Mn. (Previous year ` 191.49 Mn.) in respect of such leases have been recognised in the Statement of
Profit and Loss during the current year.
The future minimum lease receivables in respect of the above are as follows:
` Mn
than five years
Minimum Lease receivables 184.72 12.81 -
(951.38) (20.67) (0.84)

44. The Company has a composite IT outsourcing agreement wherein fixed assets and services related to IT has been supplied by
the vendor. Such fixed assets received have been accounted for as a finance lease. Correspondingly, such assets are recorded
at fair value at the time of receipt and depreciated on the stated useful life applicable to similar assets of the Company.
45. Basic & Diluted Earnings per Share:

March 31, 2014 March 31, 2013
Nominal Value of Equity Shares (`) 10/- 10/-
Profit after Tax (` Mn.) 19,678.20 10,109.27
Profit attributable to Equity Shareholders (` Mn.) 19,678.20 10,109.27
Weighted average number of Equity Shares outstanding
during the year 3,316,853,830 3,310,881,787
Basic Earnings Per Share (`) 5.93 3.05
Dilutive effect on weighted average number of Equity
Shares outstanding during the year 8,373,426 8,292,754
Weighted average number of Diluted Equity Shares 3,325,227,256 3,319,174,541
Diluted Earnings Per Share (`) 5.92 3.05
46. The Company has the following joint ventures as at March 31, 2014 and its percentage holding is given below:
Name of the Joint Venture Percentage holding
As at March 31, 2014 As at March 31, 2013
Indus Towers Limited (Indus) 16.00% 16.00%
The proportionate share of assets, liabilities, income, expenditure, contingent liabilities and capital commitment of the above
joint venture companies included in these consolidated financial statements are given below:
` Mn
March 31, 2014 March 31, 2013
Liabilities
Reserves & Surplus 24,201.45 1,225.39
Long Term Borrowings 9,845.28 12,303.20
Other Non Current Liabilities 4,998.88 2,557.28
Deferred Tax Liability 2,635.84 767.80
Short Term Borrowings 378.08 328.80
Other Current Liabilities 6,555.96 9,268.65

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` Mn
March 31, 2014 March 31, 2013
Assets
Net Block (including CWIP) 33,360.32 19,808.64
Other Non Current Assets 9,449.44 2,102.45
Current Investment 1,825.28 720.00
Other Current Assets 3,980.64 3,820.22

March 31, 2014 March 31, 2013
Revenues 22,453.28 21,362.04
Operating Costs 13,137.76 15,030.56
EBITDA 9,315.52 6,331.48
Finance Cost 1,426.24 1,310.08
PBT 3,986.24 2,386.04
Taxes 1,518.40 813.58
PAT 2,467.84 1,572.46
Contingent Liability 4,182.08 699.52
Capital Commitment 527.52 187.04
47. Information with respect to Subsidiaries as at March 31, 2014:

` Mn
Particulars Aditya Birla Idea Cellular Idea Cellular Idea Idea Mobile
Telecom Services Infrastructure Telesystems Commerce
Limited Limited Services Limited Services
Limited Limited
Capital 119.25 0.50 0.50 0.50 45.00
Reserves 74,080.02 (7.09) 532.65 140.38 (28.82)
Total Assets 2,406.09 85.28 3,141.49 252.82 36.53
Total Liabilities 1,514.38 91.87 2,608.34 442.00 20.35
Investments other than
Investments in Subsidiary 73,307.56 - - 330.06 -
Turnover (Total Revenue) 846.25 1,123.43 2,253.29 2,339.04 10.63
Profit/(Loss) before Taxation 851.10 1.95 227.18 39.33 (15.88)
Provision for Taxation 2.61 1.00 53.30 7.75 -
Profit/(Loss) after Taxation 848.49 0.95 173.88 31.58 (15.88)
48. The movement in the Asset Retirement Obligation is set out as follows:
` Mn
March 31, 2014 March 31, 2013
Opening Balance 1,495.49 930.83
Additional Provision 76.00 590.45
Addition pursuant to merger of Subsidiary and certain other
Companies into Joint Venture 1,632.96 -
Utilisation 20.48 25.79

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49. The Board of Directors has recommended a dividend at the rate of ` 0.40 per share (Previous year ` 0.30) of face value of
` 10/- aggregating ` 1,553.52 Mn. including ` 225.67 Mn. Dividend Distribution Tax, (Previous year ` 1,163.28 Mn, including
` 168.98 Mn. Dividend Distribution Tax) for the year ended March 31, 2014. The payment of dividend is subject to the approval
of the shareholders at the ensuing annual general meeting of the Company.
50. Previous year’s figures have been regrouped/rearranged wherever necessary to conform to the current year grouping.
Arun Thiagarajan Sanjeev Aga Himanshu Kapania

Director Director Managing Director
Murthy GVAS Pankaj Kapdeo

President Company Secretary
(Finance & Accounts)
Place : Mumbai

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Consolidated Cash Flow Statement for the year ended March 31, 2014
` Mn
March 31, 2014 March 31, 2013
A) Cash Flow from Operating Activities
Net Profit after Tax 19,678.20 10,109.27
Adjustments For
Depreciation 38,855.15 29,589.50
Amortisation of Intangible Assets 6,338.85 5,188.15
Dividend Income and Profit on sale of Current Investments (1,280.37) (667.37)
Bad Debts/Advances written off 1,152.28 –
Provision for Bad & Doubtful Debts/Advances (114.76) 829.85
Employee Stock Option Cost 43.07 0.32
Provision for Gratuity, Leave Encashment 175.62 669.54
Provision for Deferred Tax 5,454.11 4,907.46
Provision for Current Tax (Net of MAT Credit Entitlement) 5,310.34 756.50
Liabilities/Provisions no longer required written back (749.20) (414.83)
Interest Income (987.68) (193.89)
(Profit)/Loss on sale of Fixed Assets/Assets Discarded (205.22) 53.27
63,544.04 50,875.46
Operating profit before Working Capital Changes 83,222.24 60,984.73
Adjustments for Changes in Working Capital
(Increase)/Decrease in Trade Receivables 469.03 (2,203.64)
(Increase)/Decrease in Inventories 43.34 199.24
(Increase)/Decrease in Other Current and Non Current Assets (1,890.38) (3.97)
(Increase)/Decrease in Long Term and
Short Term Loans and Advances 3,695.66 (371.99)
Increase/(Decrease) in Trade Payables, Other
Current and Non Current Liabilities and Provisions 3,036.16 8,476.13
5,353.80 6,095.77
Cash generated from Operations 88,576.04 67,080.50
Tax paid (including TDS) (Net) (6,383.99) (4,109.58)
Net Cash from/(used in) Operating Activities 82,192.05 62,970.92
B) Cash Flow from Investing Activities

Purchase of Fixed assets & Intangible assets
(including CWIP) (36,984.63) (34,986.76)
Payment towards Spectrum and Licenses* (31,436.07) (213.22)
Proceeds from Sale of Fixed Assets 536.22 220.70
Profit on Sale of Current Investments,
Dividend and Interest Received 2,242.06 870.28
Net Cash from/(used in) Investing Activities (65,642.42) (34,109.00)

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Consolidated Cash Flow Statement for the year ended March 31, 2014
` Mn
March 31, 2014 March 31, 2013
C) Cash Flow from Financing Activities
Proceeds from issue of Equity Share Capital 262.75 248.20
Proceeds from Long Term Borrowings * 4,465.34 40,154.25
Repayment of Long Term Borrowings (22,019.96) (37,832.52)
Proceeds from Short Term Borrowings 6,905.62 10,547.22
Repayment of Short Term Borrowings (5,286.68) (23,237.33)
Payment of Dividend, including Dividend Tax (1,305.88) (250.24)
Payment of Interest and Financing Charges (7,681.99) (9,283.00)
Net Cash from/(used in) Financing Activities (24,660.80) (19,653.42)
Net Increase/(Decrease) in Cash and Cash Equivalents (8,111.17) 9,208.50
Cash and Cash Equivalents at the Beginning 11,658.10 2,449.60
Decrease in Cash and Cash Equivalents pursuant
to merger of Subsidiary and certain other
Companies into Joint Venture (3.74) —
Cash and Cash Equivalents at the End 3,543.19 11,658.10
* Excluding deferred payment liability towards spectrum won in auction, being non-cash transaction during the respective years.
Notes to Cash flow Statement for the year ended March 31, 2014:
1. Cash and Cash Equivalents include the following Balance Sheet amounts:
Balances with banks
Investment in Units of Mutual Funds 2,155.34 10,280.15
3,543.19 11,658.10
2. The above cash flow statement has been prepared under the indirect method as set out in Accounting Standard 3 on Cash
Flow Statement.



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Consolidated Financial Statements Notes

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Thomson Press
CIN: L32100GJ1996PLC030976
Registered Office: Suman Tower, Plot No. 18, Sector – 11, Gandhinagar - 382 011, Gujarat
Email: [email protected], Website: www.ideacellular.com
Tel.: + 91-79-66714000, Fax: +91-79-23232251
NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the Nineteenth Annual General Meeting of the Members of Idea Cellular Limited will
be held on Friday, the 26th day of September, 2014 at 12:30 p.m. at Cambay Spa and Resort, Plot No. X-22/23
GIDC Electronic Estate, Sector 25, Gandhinagar – 382 044, Gujarat, to transact the following business:-
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Balance Sheet of the Company as at March 31, 2014 and
the Statement of Profit and Loss for the year ended on that date together with the Reports of the
Board of Directors’ and Auditors’ thereon.
2. To declare dividend on Equity Shares of the Company for the financial year ended March 31, 2014.
3. To appoint a Director in place of Mr. Kumar Mangalam Birla (DIN: 00012813), who retires by rotation,
and being eligible, offers himself for re-appointment.
4. To appoint a Director in place of Mr. Sanjeev Aga (DIN: 00022065), who retires by rotation, and being
eligible, offers himself for re-appointment.
5. To appoint M/s. Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration No. 117366W/
W-100018), as the Statutory Auditors of the Company, to hold office from the conclusion of this
Annual General Meeting (AGM) until the conclusion of the Twenty Second Annual General Meeting to
be held in the calendar year 2017 (subject to ratification of their appointment at every AGM), and to
fix their remuneration and in this regard to consider and if thought fit, pass the following resolution
with or without modification(s) as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 139 and other applicable provisions, if any, of
the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 (including any statutory
modification(s) or re-enactment thereof, for the time being in force), M/s. Deloitte Haskins & Sells LLP,
Chartered Accountants, (Firm Registration No. 117366W/W-100018), be and are hereby re-appointed
as the Statutory Auditors of the Company, to hold office from the conclusion of the Nineteenth Annual
General Meeting until the conclusion of the Twenty Second Annual General Meeting of the Company to
be held in the calendar year 2017 (subject to ratification of the appointment by the members at every
Annual General Meeting), and that the Board of Directors be and are hereby authorised to fix such
remuneration, as may be recommended/determined by the audit committee.”
SPECIAL BUSINESS:
6. Remuneration of Cost Auditors
To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution:
the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 (including any
statutory modification(s) or re-enactment thereof, for the time being in force), the remuneration of
` 7,00,000/- (Rupees Seven Lacs only) plus service tax and reimbursement of out of pocket expenses,
as approved by the Board of Directors of the Company, to be paid to M/s. Sanjay Gupta & Associates,
Cost Accountants, for the conduct of cost audit of the cost records of the Company for the financial
year 2014-15, be and is hereby approved, ratified and confirmed.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do
all such acts, deeds and things and take all such steps as may be necessary, proper or expedient to
give effect to this resolution.”
1
7. Appointment of Mr. Gian Prakash Gupta as an Independent Director
“RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and other
applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment
and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment
thereof, for the time being in force), and pursuant to the provisions of Clause 49 of the Listing
Agreement (including any modification or amendment thereof), Mr. Gian Prakash Gupta
(DIN: 00017639), a Non-Executive Director of the Company, who has submitted a declaration that he
meets the criteria for independence as provided in section 149(6) of the Act and whose period of
office was liable to determination by retirement of Directors by rotation under the provisions of the
Companies Act, 1956 and whose term expires at this Annual General Meeting and who is eligible for
appointment, and in respect of whom the Company has received a notice in writing under section 160
of the Act from a member proposing his candidature for the office of Director of the Company, be and
is hereby appointed as an Independent Director of the Company to hold office for a term of five
consecutive years, from the conclusion of this Annual General Meeting till the conclusion of the Twenty
Fourth Annual General Meeting to be held in the calendar year 2019, not liable to retire by rotation.”
8. Appointment of Ms. Tarjani Vakil as an Independent Director

Agreement (including any modification or amendment thereof), Ms. Tarjani Vakil (DIN: 00009603),
a Non-Executive Director of the Company, who has submitted a declaration that she meets the criteria
for independence as provided in section 149(6) of the Act and whose period of office was liable to
determination by retirement of Directors by rotation under the provisions of the Companies Act,
1956 and who is eligible for appointment, and in respect of whom the Company has received a notice
in writing under section 160 of the Act from a member proposing her candidature for the office of
Director of the Company, be and is hereby appointed as an Independent Director of the Company to
hold office for a term of five consecutive years, from the conclusion of this Annual General Meeting
till the conclusion of the Twenty Fourth Annual General Meeting to be held in the calendar year 2019,
not liable to retire by rotation.”
9. Appointment of Mrs. Madhabi Puri Buch as an Independent Director

Agreement (including any modification or amendment thereof), Mrs. Madhabi Puri Buch
(DIN: 00016299), a Non-Executive Director of the Company, who has submitted a declaration that
she meets the criteria for independence as provided in section 149(6) of the Act and whose period of
office was liable to determination by retirement of Directors by rotation under the provisions of the
Companies Act, 1956 and who is eligible for appointment, and in respect of whom the Company has
received a notice in writing under section 160 of the Act from a member proposing her candidature
for the office of Director of the Company, be and is hereby appointed as an Independent Director of
the Company to hold office for a term of five consecutive years, from the conclusion of this Annual
General Meeting till the conclusion of the Twenty Fourth Annual General Meeting to be held in the
calendar year 2019, not liable to retire by rotation.”
2
10. Appointment of Mr. Arun Thiagarajan as an Independent Director
Agreement (including any modification or amendment thereof), Mr. Arun Thiagarajan (DIN: 00292757),
a Non-Executive Director of the Company, who has submitted a declaration that he meets the criteria
1956 and whose term expires at this Annual General Meeting and who is eligible for appointment,
and in respect of whom the Company has received a notice in writing under section 160 of the Act
from a member proposing his candidature for the office of Director of the Company, be and is hereby
appointed as an Independent Director of the Company to hold office for a term of five consecutive
years, from the conclusion of this Annual General Meeting till the conclusion of the Twenty Fourth
Annual General Meeting to be held in the calendar year 2019, not liable to retire by rotation.”
11. Appointment of Mr. R.C. Bhargava as an Independent Director

thereof, for the time being in force), and pursuant to the provisions of Clause 49 of the Listing Agreement
(including any modification or amendment thereof), Mr. R.C. Bhargava (DIN: 00007620), a Non-Executive
Director of the Company, who has submitted a declaration that he meets the criteria for independence
as provided in section 149(6) of the Act and whose period of office was liable to determination by
retirement of Directors by rotation under the provisions of the Companies Act, 1956 and who is eligible
for appointment, and in respect of whom the Company has received a notice in writing under section
160 of the Act from a member proposing his candidature for the office of Director of the Company, be
and is hereby appointed as an Independent Director of the Company to hold office for a term of five
12. Appointment of Mr. Mohan Gyani as an Independent Director

Agreement (including any modification or amendment thereof), Mr. Mohan Gyani (DIN: 00943522), a
Non-Executive Director of the Company, who has submitted a declaration that he meets the criteria
1956 and whose term expires at this Annual General Meeting and who is eligible for appointment,
and in respect of whom the Company has received a notice in writing under section 160 of the Act
from a member proposing his candidature for the office of Director of the Company, be and is hereby
appointed as an Independent Director of the Company to hold office for a term of five consecutive
years, from the conclusion of this Annual General Meeting till the conclusion of the Twenty Fourth
Annual General Meeting to be held in the calendar year 2019, not liable to retire by rotation.”
3
13. Appointment of Mr. P. Murari as an Independent Director
thereof, for the time being in force), and pursuant to the provisions of Clause 49 of the Listing Agreement
(including any modification or amendment thereof), Mr. P. Murari (DIN: 00020437), a Non-Executive
Director of the Company, who has submitted a declaration that he meets the criteria for independence
as provided in section 149(6) of the Act and whose period of office was liable to determination by
retirement of Directors by rotation under the provisions of the Companies Act, 1956 and who is eligible
for appointment, and in respect of whom the Company has received a notice in writing under section
160 of the Act from a member proposing his candidature for the office of Director of the Company, be
and is hereby appointed as an Independent Director of the Company to hold office for a term of five
14. Adoption of new Articles of Association
To consider and if thought fit, to pass, with or without modification(s), the following resolution as a
Special Resolution:
the Companies Act, 2013 read with the Companies (Incorporation) Rules, 2014 (including any statutory
modification(s) or re-enactment thereof, for the time being in force), the draft regulations contained in
the Articles of Association submitted to this meeting be and are hereby approved and adopted in
substitution, and to the entire exclusion, of the regulations contained in the existing Articles of
Association of the Company.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do
all such acts, deeds, matters and things as may be necessary, proper, expedient or incidental for the
purpose of giving effect to this resolution.”
15. Borrowing powers of the Company
To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a
Special Resolution:
“RESOLVED THAT in supersession of ordinary resolution passed by the members of the Company at
the Annual General Meeting held on December 21, 2009 and pursuant to the provisions of Section
180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory
modification(s) or re-enactment thereof, for the time being in force), and the Articles of Association
of the Company, consent of the Members be and is hereby accorded to the Board of Directors of the
Company (hereinafter referred to as “the Board” which term shall be deemed to include any Committee
of the Board), to borrow for and on behalf of the Company, from time to time as they may consider
fit, any sum or sums of money, in Indian Rupees or any other foreign currency, from bank(s) or financial
institution(s), other person or persons, firms, bodies corporate, notwithstanding that the monies to
be borrowed together with the monies already borrowed by the Company (apart from temporary
loans and credits obtained from the Company’s bankers in the ordinary course of business) may
exceed the aggregate of the Company’s paid-up capital and free reserves i.e. reserves not set apart
for any specific purpose, provided that the total amount so borrowed and outstanding at any time
shall not exceed ` 25,000 crores (Rupees Twenty Five Thousand Crores Only) over and above the
aggregate of the paid-up share capital and free reserves of the Company.
RESOLVED FURTHER THAT the Board be and is hereby authorsied and empowered to arrange or settle
the terms and conditions such as interest, repayment, security or otherwise on which all such monies
are to be borrowed from time to time, howsoever it may think fit, and to do all such acts, deeds,
matters and things and to execute all documents, instruments and writings as may be necessary,
proper, desirable or expedient to give effect to this resolution.”
4
16. Creation of security on the properties of the Company, both present and future
Special Resolution:
“RESOLVED THAT in supersession of ordinary resolution passed by the members of the Company at
the Annual General Meeting held on December 12, 2007 and pursuant to the provisions of
Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013 (including any
statutory modification(s) or re-enactment thereof, for the time being in force), and the Articles of
Association of the Company, consent of the Members be and is hereby accorded to the Board of
Directors of the Company (hereinafter referred to as “the Board” which term shall be deemed to
include any Committee of the Board), for creation of charge/mortgage/pledge/hypothecation/
security, in addition to existing charge/mortgage/pledge/hypothecation/security, in such form
and manner and with such ranking and at such time and on such terms as the Board may determine,
on all or any of the moveable and/or immoveable properties, tangible and/or intangible assets of
the Company, both present and future and/or the whole or any part of the undertaking(s) of the
Company, as the case may be in favour of the Lender(s), Agent(s) and Trustee(s), for securing the
borrowings availed/to be availed by the Company by way of loan(s) (in foreign currency and/or
rupee currency) and securities (comprising fully/partly convertible debentures and/or non
convertible debentures with or without detachable or non-detachable warrants and/or secured
premium notes and/or floating rate notes/bonds or other debt instruments), issued/to be issued
by the Company, from time to time, subject to the limits approved under Section 180(1)(c) of the
Act together with interest at the respective agreed rates, additional interest, compound interest
in case of default, accumulated interest, liquidated damages, commitment charges, premia on
prepayment, remuneration of the Agent(s)/Trustee(s), premium (if any) on redemption, all other
costs, charges and expenses, including any increase as a result of devaluation/revaluation/
fluctuation in the rates of exchange and all other monies payable by the Company in terms of the
Loan Agreement(s), Debenture Trust Deed(s) or any other document, entered into/to be entered
into between the Company and the Lender(s)/Agent(s)/Trustee(s)/Agency(ies) etc. in respect of
the said loans/borrowings/debentures/securities and containing such specific terms and conditions
and covenants in respect of enforcement of security as may be stipulated in that behalf and agreed
to between the Board and the Lender(s)/Agent(s)/Trustee(s)/Agency(ies), etc.
RESOLVED FURTHER THAT the securities to be created by the Company as aforesaid may rank prior/
pari passu/subservient with/to the mortgages and/or charges already created or to be created in
future by the Company or in such other manner and ranking as may be thought expedient by the
Board and as may be agreed to between the concerned parties.
RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board or persons
authorised by the Board, be and is hereby authorised to finalise, settle, and execute such documents/
deeds/writings/agreements as may be required, and to accept any modification(s) to, or to modify,
alter, vary, the terms and conditions thereof and to do all such acts, deeds, matters and things, as it
may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty
or doubt that may arise in regard to creating mortgages/charges as aforesaid or otherwise considered
to be in the best interests of the Company.”
17. Approval for the payment of commission to the Non-Executive Directors

Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section 197, 198 and other applicable provisions, if any
of the Companies Act, 2013 (the “Act”), read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof,
for the time being in force), consent of the Members be and is hereby accorded to the payment of
commission, in addition to the sitting fees for attending the meetings of the Board and/or Committees
thereof, to the Non-Executive Directors of the Company, aggregating upto ` 10 Crores for the financial
5
year 2013-14, and at a rate not exceeding in aggregate 1% (one per cent) per annum of the net profits
of the Company for the financial year ending March 31, 2015 and thererafter for all subsequent years,
as may be calculated in accordance with the relevant provisions of the Act and Rules made thereunder,
but subject to such ceiling per annum, if any, as the Board or its Committee may from time to time fix
in this behalf, and that said Commission shall be divisible amongst the Non-Executive Directors in such
proportion and in such manner as may be decided by the Board or its Committee.”
By Order of the Board

For Idea Cellular Limited
Place: Mumbai Pankaj Kapdeo

Date: August 25, 2014 Company Secretary
NOTES
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO
ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE
COMPANY. PROXIES IN ORDER TO BE EFFECTIVE, SHOULD BE DULY STAMPED, COMPLETED, SIGNED
AND MUST BE RECEIVED AT THE REGISTERED OFFICE OF THE COMPANY, NOT LATER THAN 48 HOURS
BEFORE THE TIME FIXED FOR COMMENCEMENT OF THE MEETING.
A person can act as proxy on behalf of members not exceeding 50 and holding in the aggregate not
more than 10% of the total share capital of the Company carrying voting rights. However, a member
holding more than 10% of the total share capital of the Company carrying voting rights may appoint
a single person as proxy and such person shall not act as proxy for any other shareholder.
2. Corporate Members intending to send their authorised representatives to attend and vote at the
Meeting pursuant to Section 113 of the Companies Act, 2013 are requested to send a certified copy
of the Board Resolution authorizing their representative to attend and vote on their behalf at the
Meeting.
3. An Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the
Special Business as set out at Item Nos. 6 to 17 of the AGM Notice, to be transacted at the meeting is
annexed hereto.
4. The Register of Members and Share Transfer Books will remain closed from Saturday, the 20th day of
September, 2014 to Friday, the 26th day of September, 2014 (both days inclusive) for determining the
names of members eligible for dividend on Equity Shares, if declared at the Meeting.
5. The dividend as recommended by the Board, if approved at the Meeting, will be paid to those members
whose names appear:
(a) As Beneficial Owners as at the end of business hours on September 19, 2014 as per lists to be
furnished by National Securities Depositories Limited (NSDL) and Central Depositories Services
(India) Limited (CDSL) in respect of the shares held in electronic form.
(b) As Member in the Register of Members of the Company after giving effect to all valid share
transfers in physical form which are lodged with the Company or its Registrar and Share Transfer
Agent (RTA) on or before September 19, 2014.
6. Members who hold shares in the physical form and desirous of availing Electronic Clearance Scheme
(ECS) facility for direct credit of dividend to their bank account, may submit their requisite request to
the Company’s Registrar and Share Transfer Agents (RTA). Members are requested to utilize the ECS
for receiving dividends. Any query related to dividend should be directed to the RTA of the Company.
In respect of members holding shares in electronic form, the bank details as furnished by the
6
respective depositories to the Company will be used for the purpose of distribution of dividend through
ECS. The Company/RTA will not act on any direct request from members holding shares in
dematerialized form for change/deletion of such bank details.
7. Members holding shares in electronic form are requested to intimate any change in their address,
Email ID and signature to their respective Depository Participants with whom they are maintaining
their demat accounts. Members holding shares in physical form are requested to intimate such
changes to the Registrar and Share Transfer Agents of the Company.
8. As per Circular No. MRD/DoP/Cir-05/2009 dated May 20, 2009 issued by Securities and Exchange Board
of India (SEBI), it is mandatory to quote Permanent Account Number (PAN) for participating in the
securities market. Therefore, Members holding shares in dematerialised form are requested to submit
the PAN details to their Depository Participant, whereas Members holding shares in physical form are
requested to submit the PAN details to the Registrar and Share Transfer Agents of the Company.
9. Statutory Registers and documents referred to in the Notice and Explanatory Statement including
certificate from the Statutory Auditors of the Company under Clause 14 of the SEBI (Employee Stock
Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are open for inspection at the
Registered Office of the Company on all working days (Monday to Friday) between 11:00 a.m. to 1:00
p.m. upto the date of the Annual General Meeting and will also be available for inspection at the meeting.
10. Disclosure pursuant to Clause 49 of the Listing Agreement with respect to Directors seeking
Appointment/Re-appointment at the Annual General Meeting, is annexed to this Notice.
11. The Annual Report of the Company for the year 2013-14, is also uploaded on the Company’s website
www.ideacellular.com in the ‘Investor Relations’ Section.
12. The Ministry of Corporate Affairs (MCA), vide its circular No. 17/2012 dated 23rd July, 2012 has directed
the Companies to upload information regarding unpaid and unclaimed dividend on the Company’s
website. In terms of the circular, the Company has uploaded the details of unpaid and unclaimed
dividend and the same can be viewed on www.ideacellular.com.
13. In line with the measures of Green initiative taken by SEBI, Companies Act, 2013 also provides for
sending notice of the meeting and other shareholder correspondence thorigh electronic mode.
Members holding shares in physical mode are requested to register their Email ID with the Company
or its RTA and members holding shares in demat mode are requested to register their Email ID with
their respective Depository Participants (DP).
If there is any change in the Email ID already registered with the Company, Members are requested
to immediately notify such change to the Company or its RTA in respect of shares held in physical
form and to DPs in respect of shares held in electronic form.
‘Green Initiative’ Form can be downloaded from the Company’s website viz. www.ideacellular.com
for registering the Email ID.
14. In compliance with the provisions of Section 108 of the Companies Act, 2013, read with Companies
(Management and Administration) Rules, 2014, the Company is pleased to provide its members the
facility to cast their vote by electronic means on resolution set forth in this Notice. The instructions
for E-Voting is enclosed with this Notice.
15. Members who do not have access to E-voting facility may send duly completed Ballot Form (part of
this Notice) so as to reach the Scrutinizer, Mr. Umesh Ved, proprietor of M/s. Umesh Ved & Associates,
Practicing Company Secretaries not later than 6.00 p.m. on Monday, September 22, 2014. Ballot Form
received thereafter will be treated as invalid.


7
ANNEXURE TO THE NOTICE
STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
The following Statement sets out the material facts concerning the special business to be transacted at
the Annual General Meeting
Item No. 6
The Board of Directors of your Company, on the recommendation of the Audit Committee, approved the
appointment and remuneration of M/s. Sanjay Gupta & Associates, Cost Accountants as the Cost Auditors, to
conduct the audit of the cost records of the Company for the financial year ending March 31, 2015. In terms of
the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules,
2014, the remuneration payable to the Cost Auditors has to be ratified by the Members of the Company.
Accordingly, consent of the Members is sought for passing the resolution as set out in item no. 6 of the Notice
for ratification of the remuneration payable to the Cost Auditors for the financial year ending March 31, 2015.
None of the Directors, Key Managerial Personnel and their relatives are, in any way, concerned or interested
in the said resolution.
The Board commends the resolution as set out in Item No. 6 of this Notice for your approval.
Item Nos. 7 to 13
As per Section 149 of the Companies Act, 2013 ("the Act"), the Company should have atleast one third of
the total number of Directors as Independent Directors on the Board of Directors of the Company.
An Independent Director shall hold office for a term of up to five consecutive years on the Board of a
Company and no Independent Director shall hold office for more than two consecutive terms.
The provisions relating to retirement by rotation shall not be applicable to the Independent Directors.
As per Clause 49(IA) of the Listing Agreement with Stock Exchanges where equity shares of your Company
are listed, in case the Chairman is an executive director or a Promoter, at least one-half of the Board of
the Company shall consist of Independent Directors. Further the Securities and Exchange Board of India
(SEBI) has proposed to amend the Clause 49 of the Listing Agreement (effective from October 1, 2014),
inter alia, stipulating the conditions for the appointment of Independent Directors by a listed Company.
Mr. Gian Prakash Gupta, Ms. Tarjani Vakil, Mrs. Madhabi Puri Buch, Mr. Arun Thiagarajan, Mr. R.C. Bhargava,
Mr. Mohan Gyani and Mr. P. Murari are serving as Independent Directors on the Board of your Company in
compliance to the Clause 49 of the Listing Agreement with the Stock Exchanges.
It is proposed to appoint each of them as Independent Directors under Section 149 of the Act and Clause
49 of the Listing Agreement to hold office for a term of five years from the conclusion of this Annual
General Meeting till the conclusion of the Twenty Fourth Annual General Meeting to be held in the calendar
year 2019, not liable to retire by rotation.
The Company has received notices pursuant to the provisions of Section 160 of the Act from Members
signifying their intention to propose the candidature of Mr. Gian Prakash Gupta, Ms. Tarjani Vakil,
Mrs. Madhabi Puri Buch, Mr. Arun Thiagarajan, Mr. R.C. Bhargava, Mr. Mohan Gyani and Mr. P. Murari as
Independent Directors of the Company.
The above mentioned Directors are not disqualified from being appointed as Directors in terms of Section
164 of the Act and have given their consent to act as Directors. The Company has received declarations
from each of them that they meet the criteria of independence as prescribed under sub-section (6) of
Section 149 of the Act and Clause 49 of the Listing Agreement.
In the opinion of the Board, Mr. Gian Prakash Gupta, Ms. Tarjani Vakil, Mrs. Madhabi Puri Buch,
Mr. Arun Thiagarajan, Mr. R.C. Bhargava, Mr. Mohan Gyani and Mr. P. Murari fulfill the conditions for their
appointment as Independent Directors as specified in the Act, the Rules made thereunder and the Listing
Agreement. All of them are Independent of the management.
A copy of their draft letters of appointment as Independent Directors setting out the terms and conditions
are available for inspection by the Members at the registered office of the Company on all working days
(Monday to Friday) between 11:00 am to 1:00 pm up to the date of the Annual General Meeting and shall
also be available at the Meeting.
The brief profile of the abovementioned Independent directors seeking appointment/re-appointment is
annexed to this Notice.
8
None of the Directors, Key Managerial Personnel and their relatives thereof other than Mr. Gian Prakash Gupta,
Ms. Tarjani Vakil, Mrs. Madhabi Puri Buch, Mr. Arun Thiagarajan, Mr. R.C. Bhargava, Mr. Mohan Gyani and
Mr. P. Murari and their relatives are concerned or interested in the respective resolutions for their appointment.
The Board accordingly commends resolution(s) as set out in Item Nos. 7 to 13 of this Notice for your
approval.
Item No. 14
The existing Articles of Association (“AoA”) are based on the Companies Act, 1956 and several regulations
in the existing AoA contain references to specific sections of the Companies Act, 1956.
The Companies Act, 2013 is now largely in force other than the provisions relating to matters which
require sanction/confirmation of National Company Law Tribunal.
With the enactment of new Companies Act, 2013, several regulations of the existing AoA of the Company
require alteration and/or deletion. Given this position, it is considered expedient to replace the existing
AoA by a new set of AoA.
The new AoA to be substituted in place of the existing AoA is based on Table “F” of Schedule I of the
Companies Act, 2013, which sets out the model articles of association for a company limited by shares.
The existing AoA of the Company presently contain some provisions in relation to compliance with
conditions of the Department of Telecommunications as well as provisions relating to Axiata Group
shareholding in the Company. These provisions have been replicated in the new AoA.
The draft AoA is available for inspection by the members at the registered office of the Company on all
working days (Monday to Friday) between 11:00 am to 1:00 pm upto the date of this Annual General
Meeting.
None of the Directors, Key Managerial Personnel of the Company and their relatives are, in any way,
concerned or interested, financially or otherwise, in the said resolution.
The Board of Directors accordingly commends the resolution set out at Item No. 14 of the Notice for your
approval.
Item No. 15 & 16

The Members of the Company at the Annual General Meeting held on December 21, 2009, had authorised
the Board of Directors pursuant to Section 293(1)(d) of the Companies Act, 1956, to borrow monies, from
time to time, on behalf of the Company, sums not exceeding ` 25,000 crores (Rupees Twenty Five Thousand
Crores Only), over and above the aggregate of paid-up share capital and free reserves of the Company.
Also, the Members of the Company at the Annual General Meeting held on December 2, 2007 had authorised
the Board of Directors pursuant to Section 293(1)(a) of the Companies Act, 1956, to create charge on
moveable and/or immoveable properties of the Company as security in favor of lending agencies for
securing the borrowings availed from time to time.
In terms of the provisions of Section 180(1)(a) and 180(1)(c) of the Companies Act, 2013 (“the Act”),
which were made effective from September 12, 2013, the above powers can be exercised by the Board
only with the consent of the Members obtained by way of a special resolution.
Further, in terms of the circular no. 04/2014 dated March 25, 2014 issued by the Ministry of Corporate
Affairs (“MCA”), the ordinary resolution passed under erstwhile Section 293(1)(a) and 293(1)(d) of the
Companies Act, 1956 will remain valid for a period of one year from the date of notification of Section 180
of the Act i.e. upto September 11, 2014.
As such, it is necessary to obtain fresh approval of the Members by means of a Special Resolution, to
enable the Board to borrow money(ies), apart from temporary loans obtained from the Company’s bankers
in the ordinary course of business, in excess of the paid-up capital and free reserves of the Company and
to create charge/mortgage/hypothecate on the Company’s properties, both present and future, in favour
of the Lender(s), Agent(s) and Trustee(s).
Approval of the members is therefore being sought to borrow money upto ` 25,000 crore (Rupees Twenty
Five Thousand Crore Only), in excess of the aggregate of paid-up share capital and free reserves of the
Company and to create charge/mortgage/hypothecate on the Company’s properties, both present and
future, in favour of the Lender(s), Agent(s) and Trustee(s).
9
None of the Directors, Key Managerial Personnel of the Company and their relatives are, in any way,
concerned or interested, financially or otherwise, in the said resolution.
The Board of Directors accordingly commends the resolution(s) set out at Item Nos. 15 and 16 of the
Notice for your approval.
Item No. 17
Members may be aware that the Board of Directors of the Company, which comprises of eminent
professionals from diversified background having rich and varied expertise in the areas of telecom,
technology, finance and general management have provided strategic guidance, direction to the Company
over the years and have played a very crucial role in growth and success of the Company. Members are
also aware that currently the Non-Executive Directors of the Company are not being paid any remuneration
except Sitting Fees.
Further, in terms of the provisions of the Companies Act, 2013, Directors have been entrusted with new
responsibilities. Keeping in view the enhanced role, responsibilities and duties of directors and also
considering the contribution made and the time devoted by the Non-Executive Directors in the affairs of
the Company and above all the valuable experience and guidance, it is recommended that Non-Executive
Directors be remunerated suitably by way of commission for the financial year 2013-14 and for the financial
year ending March 31, 2015 and thereafter for all subsequent financial years.
Under Section 197 of the Act, in case of a company, where there is a managing or whole time director or
manager, payment of remuneration to directors who are neither managing directors nor whole-time
directors cannot exceed 1% of the net profits of the Company.
The Board of Directors of the Company (hereinafter referred to as "the Board" which term shall be deemed
to include any Committee of the Board) had, subject to the approval of the members of the Company,
proposed to remunerate the Non-Executive Directors as under:
• Commission not exceeding Rs. 10 crores, in aggregate for the financial year 2013-14, which is within
the aggregate limit of one percent of the net profits of the Company for the financial year, as computed
in the manner laid down in Section 198 of the Act or the limits set under the Companies Act, 1956;
and
• Commission not exceeding one percent of the net profits or such other percentage of net profits of
the Company as may be permissible from time to time, for each relevant financial year commencing
from financial year ending March 31, 2015 and thereafter for all subsequent financial years.
The payment of commission to the non-executive directors shall be in addition to the sitting fees payable
to them for attending meetings of the Board and Committees thereof.
Non-Executive Directors may be deemed to be concerned or interested in this resolution to the extent of
the remuneration that may be received by them.
Save and except above, none of the other Directors, Key Managerial Personnel of the Company and their
relatives are, in any way, concerned or interested, financially or otherwise, in the Resolution set out in
this item of the Notice.
The Board accordingly commends the resolution as set out in Item No. 17 of this Notice for your approval.


10
Details of Directors Seeking Appointment/Re-appointment at the 19th Annual General Meeting
Particulars Mr. Kumar Mangalam Birla Mr. Sanjeev Aga Mr. Gian Prakash Gupta Ms. Tarjani Vakil Mrs. Madhabi Puri Buch
Date of Birth June 14, 1967 February 1, 1952 January 11, 1941 October 30, 1936 January, 12, 1966
Date of Appointment June 20, 2006 September 29, 2004 December 11, 2006 September 2, 2006 December 22, 2011
Qualifications 1. B. Com. 1. B.Sc (Hons) in Physics M. Com M.A. 1. B.Sc (Hons.) in Mathematics
2. A.C.A. 2. M.B.A from IIM, with Economics
3. M.B.A. Kolkata 2. M.B.A from IIM Ahmedabad
(London Business School)
Nature of expertise Renowned Industrialist and Wide experience in Wide experience in Wide experience in Wide experience in
has wide experience in General Management Finance, Banking and Finance & Banking Finance & Banking
Management General Management
Directorships held in other 1. Grasim Industries Ltd. 1. Subex Ltd. 1. Dighi Port Ltd. 1. Alkyl Amines Chemicals Ltd.
Public companies 2. Aditya Birla Nuvo Ltd. 2. Pidilite Industries Ltd. 2. Birla Sunlife Insurance 2. Aditya Birla Nuvo Ltd.
(excluding foreign companies) 3. Hindalco Industries Ltd. 3. ING Vysya Bank Ltd. Company Ltd. 3. Birla Sun Life Insurance
4. Birla Sun Life Asset 4. Mahindra Holidays and 3. Aditya Birla Nuvo Ltd. Company Ltd.
Management Company Resorts India Ltd. 4. Emkay Investment
Ltd. 5. Mahindra Logistics Ltd. Managers Ltd.
5. Birla Sun Life Insurance 5. Landmark Property
Company Ltd. Development Company Ltd.
6. Essel Mining & 6. Emkay Global Financial
Industries Ltd. Services Ltd.
7. Ultra Tech Cement Ltd. 7. Aditya Birla Retail Ltd.
8. Century Textiles and
Industries Ltd.
9. Pillani Investment and
Industries Corporation Ltd.
Memberships / Chairmanships None 1. ING Vysya Bank Ltd 1. Aditya Birla Nuvo Ltd. 1. Birla Sun Life Insuarance
of committees of other Public (Audit Committee - (Audit Committee - Company Ltd.
companies (includes only Member) Member) (Audit Committee - Member)
Audit Committee and (Investors’ 2. Emkay Global Financial 2. Aditya Birla Nuvo Ltd.
Shareholders’ / Investors’ Committee - Member) Services Ltd. (Audit Committee-
Grievance Committee) 2. Subex Ltd (Audit Committee - Member) Chairperson)
(Audit Committee - Member) 3. Aditya Birla Retail Ltd.
3. Pidilite Industries Ltd. (Audit Committee - Member)
(Shareholders’ / 4. Landmark Property
Investors’ Grievance Development Company Ltd.
Committee - Member) (Audit Committee - Chairman)
4. Mahindra Logistics Ltd. 5. Birla Sunlife Insurance
(Audit Committee - Company Ltd.
Member) (Audit Committee - Chairman)
Number of shares held in 233,333 2,00,000 4,192 147 Nil
the Company
11
Details of Directors Seeking Appointment/Re-appointment at the 19th Annual General Meeting (cont.)
12
Particulars Mr. Arun Thiagarajan Mr. R.C. Bhargava Mr. Mohan Gyani Mr. P. Murari
Date of Birth September 7, 1944 July 30, 1934 June 15, 1951 August 19, 1934
Date of Appointment September 2, 2006 October 20, 2008 September 2, 2006 October 20, 2008
Qualifications 1. Masters in Engineering and 1. M.A. (Developmental Economics) M.B.A. from M.A. (Economics)
Business Administration 2. M.Sc. (Mathematics) San Francisco State University
from Sweden
2. Advanceed Management
programme from Havard
Business School
Nature of expertise Vast experience in Engineering IAS (Retd.) having vast experience Wide experience in IAS (Retd.) having vast experience
and Management in Administrative services & Telecom Industry and in Administrative services & General
General Management Business Management Management
Directorships held in other Public 1. ING Vysya Bank Ltd. 1. Dabur India Ltd. None 1. ABAN Offshore Ltd.
companies (excluding foreign 2. Alstom Projects India Ltd. 2. Polaris Financial Technology Ltd. 2. Aditya Birla Nuvo Ltd.
companies) 3. TTK Prestige Ltd. 3. Grasim Industries Ltd. 3. XPRO India Ltd.
4. Gokaldas Exports Ltd. 4. Maruti Suzuki India Ltd. 4. Adayar Gate Hotels Ltd.
5. UltraTech Cement Ltd. 5. Great Eastern Energy
6. ILFS Ltd. Corporation Ltd.
7. Thomson Press Ltd. 6. Bajaj Holdings and
Investment Ltd.
7. Fortis Malar Hospitals Ltd.
8. Bajaj Auto Ltd.
9. Pantaloons Fashion and
Retail Ltd.
Memberships / Chairmanships 1. ING Vysya Bank Ltd. 1. Polaris Financial Technology Ltd. None 1. ABAN Offshore Ltd.
of committees of other Public (Audit Committee – Member) (Audit Committee- Member) (Audit Committee- Chairman)
companies (includes only (Investors’ Committee – Member) 2. Grasim Industries Ltd. 2. Aditya Birla Nuvo Ltd.
Audit Committee and 2. Alstom Projects Ltd. (Audit Committee- Member) (Audit Committee- Member)
Shareholders’ / Investors’ (Audit Committee – Member) 3. Maruti Suzuki India Ltd. (Investors’ Relation and
Grievance Committee) 3. Gokaldas Exports Ltd. (Shareholders’/Investors’ Finance Committee - Member)
(Audit Committee – Member) Grievance Committee-Chairman) 3. XPRO India Ltd.
4. TTK Prestige Ltd. 4. UltraTech Cement Ltd. (Audit Committee - Member)
(Audit Committee – Member) (Audit Committee- Chairman) 4. Great Eastern Energy
(Shareholders’/Investors’ Corporation Ltd.
Grievance Committee - Member) (Audit Committee - Member)
5. Dabur India Ltd. 5. Adayar Gate Hotels Ltd.
(Audit Committee - Member) (Audit Committee - Chairman)
6. ILFS Ltd. 6. Fortis Malar Hospitals Ltd.
(Audit Committee - Chairman) (Audit Committee - Member)
7. Thomson Press Ltd. 7. Bajaj Holdings and Investment Ltd.
(Audit Committee - Chairman) (Shareholders’/ Investors’
Grievance Committee – Chairman)
8. Pantaloons Fashion and Retail Ltd.
(Audit Committee – Member)
Number of shares held in 7,700 Nil Nil Nil
the Company
CIN: L32100GJ1996PLC030976
Registered Office: Suman Tower, Plot No. 18, Sector – 11, Gandhinagar 382 011, Gujarat
Email: [email protected], Website: www.ideacellular.com
Tel.: + 91-79-66714000, Fax : + 91-79-23232251
PROXY FORM
ANNUAL GENERAL MEETING - 26th September, 2014 at 12.30 P.M.
Name of the Member(s) :
Registered address :
E-mail ID :
Folio No/ DP ID Client ID :
I/We, being the member(s) of shares of the above named Company, hereby appoint:
1. Name:
of E-mail ID
Address:
Signature: , or failing him / her
2. Name:
of E-mail ID
Address:
Signature: , or failing him / her
3. Name:
of E-mail ID
Address:
Signature: ,
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 19th Annual General
Meeting of the Company, to be held on Friday, the 26th day of September, 2014 at 12:30 p.m. at Cambay
Spa and Resort, Plot No. X-22/23 GIDC Electronic Estate, Sector 25, Gandhinagar – 382 044, Gujarat and at
any adjournment thereof in respect of such resolutions as are indicated below:
Resolution Optional*
No. Resolutions
For Against
1. Adoption of the Audited Balance Sheet as at March 31, 2014, and the
Statement of Profit & Loss for the year ended on that date together
with the Reports of the Board of Directors’ and Auditors’ thereon
2. Declaration of Dividend
3. Re-appointment of Mr. Kumar Mangalam Birla, Director retiring by
rotation
4. Re-appointment of Mr. Sanjeev Aga, Director retiring by rotation
13
Resolution Optional*
No. Resolutions
For Against
5. Re-appointment of M/s. Deloitte Haskins & Sells LLP, Chartered
Accountants as statutory auditors of the Company
7. Appointment of Mr. Gian Prakash Gupta as an Independent Director of
the Company
8. Appointment of Ms. Tarjani Vakil as an Independent Director of the
Company
9. Appointment of Mrs. Madhabi Puri Buch as an Independent Director
of the Company
10. Appointment of Mr. Arun Thiagarajan as an Independent Director of
the Company
11. Appointment of Mr. R.C. Bhargava as an Independent Director of the
Company
12. Appointment of Mr. Mohan Gyani as an Independent Director of the
Company
13. Appointment of Mr. P. Murari as an Independent Director of the
Company
14. Adoption of new Articles of Association of the Company
15. Borrowing Powers of the Company
16. Creation of security on the properties of the Company, both present
and future
Signed this day of 2014. Affix

Re.1/-
Revenue
Signature of shareholder: Stamp
Signature of Proxy holder(s):
Notes:
1. This form of proxy in order to be effective should be duly completed and deposited at the registered office of
the Company, not less than 48 hours before the commencement of the Meeting.
2. A proxy need not be a Member of the Company.
3. In case the Member appointing proxy is a body corporate, the proxy form should be signed under its seal or be
signed by an officer or an attorney duly authorised by it and an authenticated copy of such authorisation should
be attached to the proxy form.
4. A person can act as proxy on behalf of such number of Members not exceeding fifty and holding in the aggregate
not more than ten percent of the total share capital of the Company carrying voting rights. Further, a Member
holding more than ten percent of the total share capital of the Company carrying voting rights, may appoint a
single person as proxy and such person shall not act as proxy for any other person or Member.
5. Appointing a proxy does not prevent a Member from attending the meeting in person if he/she so wishes.
*6. It is optional to put a “X” in the appropriate column against the Resolution indicated in the Box. If you leave the
‘For’ or ‘Against’ column blank against the Resolutions, your Proxy will be entitled to vote in the manner as
He/ She thinks appropriate.
14
CIN: L32100GJ1996PLC030976
Registered Office: Suman Tower, Plot No. 18, Sector - 11, Gandhinagar 382 011, Gujarat
Email: [email protected], Website: www.ideacellular.com, Tel.: + 91-79-66714000, Fax: + 91-79-23232251
ANNUAL GENERAL MEETING - 26TH SEPTEMBER, 2014 AT 12:30 PM
BALLOT FORM
(To be returned to Scrutinizer appointed by the Company)
Name(s) of the First Named Shareholder (In Block Letters) ............................................................................................................................
Postal Address: .....................................................................................................................................................................................................
Registered Folio No. /D.P ID and Client ID : ..............................................................................................................................................
Number of Equity Shares held : .........................................................................................................................................................................
I/ We hereby exercise my/our vote in respect of the following resolution(s) to be passed at the Nineteenth Annual General Meeting of the
Company, to be held on Friday, the 26th day of September, 2014 at 12:30 p.m. at Cambay Spa and Resort, Plot No. X-22/23 GIDC Electronic Estate,
Sector 25, Gandhinagar - 382 044, in respect of businesses as stated in the Notice dated August 25, 2014 by conveying my/our assent/dissent to
the said resolutions(s) by placing the tick ( ) mark at the box against the respective matters:
Item No. of Equity I/We assent to I/We dissent to

No Resolutions Shares Held the resolution the resolution
(FOR) (AGAINST)
1. Adoption of the Audited Balance Sheet as at March 31, 2014, and the Statement of Profit
& Loss for the year ended on that date together with the Reports of the Board of Directors‘
and Auditors’ thereon
2. Declaration of Dividend
3. Re-appointment of Mr. Kumar Mangalam Birla, Director retiring by rotation
4. Re-appointment of Mr. Sanjeev Aga, Director retiring by rotation
5. Re-appointment of M/s. Deloitte Haskins & Sells LLP, Chartered Accountants as statutory
auditors of the Company
7. Appointment of Mr. Gian Prakash Gupta as an Independent Director of the Company
8. Appointment of Ms. Tarjani Vakil as an Independent Director of the Company
9. Appointment of Mrs. Madhabi Puri Buch as an Independent Director of the Company
Turn overleaf ©

CIN: L32100GJ1996PLC030976
Registered Office: Suman Tower, Plot No. 18, Sector - 11, Gandhinagar 382 011, Gujarat
Email: [email protected], Website: www.ideacellular.com, Tel.: + 91-79-6671 4000, Fax: + 91-79-2323 2251
ATTENDANCE SLIP
ANNUAL GENERAL MEETING - 26TH SEPTEMBER, 2014 AT 12:30 PM
DP ID Name & Address of the Registered Shareholder

Client Id/Regd Folio No.
No. of Shares Held
I certify that I am a registered shareholder/proxy for the registered shareholder of the Company.
I hereby record my presence at the Annual General Meeting of the Company at Cambay Spa and Resort,
Plot No. X-22/23 GIDC Electronic Estate, Sector 25, Gandhinagar - 382 044 on 26th September, 2014 at 12.30 P.M.
……………………………………………… ……………………………………………
Member’s Signature Proxy's Signature
Note: Please complete this and hand it over at the entrance of the hall.
15
Item No. of Equity I/We assent to I/We dissent to
No Resolutions Shares Held the resolution the resolution
(FOR) (AGAINST)
10. Appointment of Mr. Arun Thiagarajan as an Independent Director of the Company

11. Appointment of Mr. R.C. Bhargava as an Independent Director of the Company
12. Appointment of Mr. Mohan Gyani as an Independent Director of the Company
13. Appointment of Mr. P. Murari as an Independent Director of the Company
14. Adoption of new Articles of Association of the Company
15. Borrowing Powers of the Company
16. Creation of security on the properties of the Company, both present and future
Place :
Date :
Signature of the Member/ Beneficial Owner
INSTRUCTIONS FOR FILLING THE BALLOT FORM

1. A member desiring to vote by ballot form may complete this ballot form and send it to the Scrutinizer, appointed by the Company
viz: Mr. Umesh Ved, proprietor of M/s. Umesh Ved & Associates, Practicing Company Secretaries, at 304, Shoppers Plaza - V,
Opp. Municipal Market, C.G. Road, Navrangpura, Ahmedabad - 380 009.
2. In case of companies, trusts, societies etc the duly completed ballot form should be accompanied by a certified true copy of
Board Resolution/Authority.
3. Unsigned Ballot Forms will be rejected.
4. A Member need not cast all the votes in the same way.
5. Duly completed Ballot Form should reach the Scrutiniser not later than 6.00 p.m. on Monday, September 22, 2014 at the address
mentioned in point no. 1 above.
6. The Scrutinizer's decision on the validity of Ballot Form will be final.
NK
T BLA
Y KEP
ALL
TION
EN
INT
16

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