TeleCanor Global Ltd

To

The Members

TELECANOR GLOBAL LIMITED

Your Directors are happy to present their Twentieth Annual Report on the business andoperations of the Company and the Financial Accounts for the year ended 31 March, 2011.

FINANCIAL RESULTS

Total income in 2010-11 was Rs.1508.28 Lakhs as against Rs.804.25 Lakhs representing anincrease of 87.54%. Even gross profit has shown a healthy increase of 93.6% Profit aftercurrent tax increased by 89.97% and the net profit after current and deferred tax went upby 154.92%.

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

Management Discussions and Analysis Report, as required under the Listing Agreementwith the Stock Exchanges is forms part of the Report.

DIVIDEND

In view of growth opportunities available to the Company, your directors recommendplough back of all profits. Consequently, there will be no dividend outflow from theCompany.

DIRECTORS:

As per the provisions of the Companies Act, 1956 read with Articles of Association ofthe Company, Mr.Ramchander Murthy, retire by rotation and being eligible offer himself forre-appointment at this Annual General Meeting.

CORPORATE GOVERNANCE:

A report on Corporate Governance as stipulated under Clause 49 of the ListingAgreement, forms part of the Report.

CEO'S DECLARATION:

Pursuant to the provisions of Clause 49(I)(D)(ii) of the Listing Agreement, adeclaration by the Managing Director of the Company declaring that all the members of theBoard and the Senior Management Personnel of the Company have affirmed compliance with theCode of Conduct of the Company, is enclosed as Annexure to this Report

LISTING AT STOCK EXCHANGE:

The Equity Shares of the Company continue to be listed on Bombay Stock Exchange Limitedand the annual listing fees for the year 2010-11 have been paid to the Exchange.

AUDITORS:

The Statutory Auditors M/s.B.Chakrapani & Co, Chartered Accountants, Hyderabad,retire as Auditors of the Company at the conclusion of the Annual General Meeting andbeing eligible, offer himself for re-appointment as Auditors.

FIXED DEPOSITS

Your Company has not accepted/invited any deposits from the Public for the year underreview within the meaning of Section 58A of the Companies Act, 1956 and the rules madethere under.

INFORMATION U/S. 217(1) (E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES(DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.

Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo:

A. Conservation of Energy: The operations of the Company involve low energyconsumption. Adequate measures have, however, been taken to conserve energy.

B. Technology Absorption: Since business and technologies are changing constantly,investment in research and development activities is of paramount importance. Your Companycontinues its focus on quality up gradation of product and services development.

C. Foreign Exchange earnings and outgo: NIL

PARTICULARS OF EMPLOYEES:

Statement of Particulars of Employees pursuant to the provision of Sec 217(2A) of theCompanies Act, 1956 read with the Companies (Particulars of employees) Rules as amended

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of the provisions of section 217(2AA) of the Companies Act, 1956 (Act), yourDirectors confirm as under:

1. That, in the preparation of the annual accounts, the applicable Accounting Standardshad been followed along with the proper explanation relating to material departures;

2. That, the Directors had selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit or loss of the Company for that period.

3. That, the Directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

4. That, the Directors had prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors take this opportunity to thank all investors, business partners,clients, banks, regulatory and governmental authorities, stock exchanges and employees fortheir continued support.

Date: 29-08-2011