Bharti Airtel : Brief Particulars of Bharti Airtel Limited and Augree

0d9df045-6acb-44bc-b013-bc52dc59136b.pdf

AN N EXU R E

Brief particulars of the transferee/resulting and transferor/demerged companies

Particulars

Name of the company

Transferee/ Resulting Company Transferor/ Demerged Company

Bharti Airtel Limited Augere Wireless Broadband India Private Limited

Date of Incorporation & details of name changes, if any

The Company was incorporated as Bharti Tele-Ventures Limited on July 07, 1995.

25/08/2010

On April 24, 2006, the name was changed to Bharti Airtel Limited.

Registered Office

Bharti Crescent, 1, Nelson Mandela House, Phase - 11, Vasant l

1. 1, RG City Centre, Desh Sandhu Gupta Road, Paharganj, New Delhi-110055

   
   

   Brief particulars of the scheme Transferor Company will be merged into Transferee Company. There

   will not be any issue of shares since the transferor Company is a Wholly Owned Subsidiary of the Company.

   
   

   Rationale for the scheme The proposed arnalgarnation will be in the best interest of all the

   stakeholders of the Amalgamating Companies, as it would result in increased operational efficiencies, bring economies of scale and result in synergetic integration of the businesses presently being carried on by the Amalgamating Companies. Accordingly, the objects of the Scheme are:

   
   

2. pooling of resources, creating better synergies across the group, optimal utilisation of resources and greater economies of scale; and

   
   

3. faster and effective decision making, better administration and cost reduction (including reduction in a dministrative and other common costs).










the Board of Director or !he company approving the scheme

D;:ite of meeting the Audit Committee i n which the d raft scheme has been

Date




of the cornpany are of Business




i

lr..,-cpi 'I"l.-d 1 o'. e1"ore ·:-n' e n.:)·., n' I"rI"l'" ('ir·l




Date shall be the scm1e c1;, Effectiv(-, Dcite

Applicable




Rs. 19,987,000,510/- divided into Rs. 19,615,380/- divided into

Rs)

3,997,400,102

Rs.

shares ot Rs.

No. of shares to be issued NIL Canceliation of shares on Not Applicable account of cross holding, if any




The entire capital is held by

After

the entire Shares







since the Transferor Company is a wholly owned subsidiary of the Transferee




Valuation by independent Chartered Accountant -

Name of the valuer/valuer firm and Regn no.

Applicable since the ny ls a vvho!!y ONned

subsidiary of the Transferee Company

,----- ---·-- ----

Methods of valuation and value llot Applicable

per share arrived under each method with weight given to each method, if any.




Applicable




llot scheme. IIIL




IIIL




No. Shares

will not be any issue of shares under







Promoter
Public	As per 'Annexure '
Custodian
TOTAL
No of shareholders
Names of the Promoters	@ Bharti Telecom Limited1 Ill Pastel Limited2 @ Indian Continent Investment Limited3 Ill Viridan Limited4
Names of the Board of Directors	As per 'Amiexurre '
Details regarding change in management control if any	Not Applicable

·







1 Bharti Telecom Limited is the promoter of Bharti Airtel Limited as described in IPO prospectus dated February 07, 2002.




2 Pastel Limited qualifies as a " deemed promoter" u/r 2(1)(t) of SEBI (Acquisition of shares & Takeovers) Regulations, 2011 but it is not having control over the listed Company nor is a person acting in concert with promoter (Bharti Telecom Limited) as defined u/r 2(1)(q) of the Regulations.




31ndian Continent Investment Limited is a person acting in concert with Bharti Telecom Limited.




4Viridian Limited is a person acting in concert with Pastel Limited. As mentioned above, Pastel Limited qualifies as a " deemed promoter" u/r 2(1)(t) of SEBI (Acquisition of shares & Takeovers) Regulations, 2011 but it is not having control over the listed Company nor is a person acting in concert with promoter (Bharti Telecom Limited) as defined u/r 2(1)(q) of the Regulations.