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Bharti Hexacom Ltd Management Discussions

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Bharti Hexacom Ltd Share Price Management Discussions

Overview

The telecom sector is a vital force in Indias economic and digital transformation. It supports the countrys rise as one of the worlds most digitalised economies, propelling India toward its vision of a trillion-dollar digital economy. With the second-largest base of mobile connections globally, the sector is instrumental in advancing financial inclusion, enabling e-governance and empowering industries and enterprises to scale. Telecom sector has become essential across diverse sectors, transforming education through remote learning, healthcare via telemedicine, financial services with online banking and payments, and the retail sector through e-commerce.

The telecom sector is playing an instrumental role in bridging the rural-urban digital divide, opening new avenues for inclusive growth. Underscoring the strong momentum in digital adoption beyond urban centres. Tele-density in Rajasthan and the North East is below the national average, presenting continued growth potential. These regions also have a higher proportion of rural population than the national average. Government initiatives like BharatNet and the 4G saturation project are expanding connectivity in rural and remote areas. Across Rajasthan and North East, continued government support and large-scale investments by telecom operators will further accelerate digital participation and economic development. The Atmanirbhar Bharat vision is also steering Indias telecom sector toward increased self-reliance, with initiatives like the Production Linked Incentive scheme promoting domestic manufacturing of network equipment and devices. Rajasthan is actively advancing its digital agenda through targeted government initiatives, positioning cities like Jaipur as emerging IT hubs. The launch of the Rajasthan

Data Centre Policy - 2025 reflects the states efforts to encourage data centre development and strengthen its position as a potential hub for data infrastructure. This policy will likely amplify investments and drive demand for high-speed internet in various areas. Last-mile connectivity projects like RajSWAN strengthen digital infrastructure across the state, supporting the seamless delivery of e-governance and service connectivity even in remote areas. These efforts collectively lay the groundwork for Rajasthans transition to a more service-oriented digital economy.

Similar initiatives have been taken in the North East to advance the regions economic growth and improve quality of life. Programmes like the Comprehensive Telecom Development Plan and the 4G saturation initiative have driven telecom infrastructure rollout, improving coverage in remote and border areas. As the region lags behind the national average in digital adoption, concerted efforts to improve rural connectivity and digital literacy are helping narrow the gap.

As mobile tariffs in India are among the lowest globally despite the country being one of the highest data-consuming markets, private telecom operators initiated a round of tariff correction during the year.

To support the adoption of technological advancements and enable ongoing investments, an improved tariff structure is essential to maintain the financial health of the industry. Given the telecom sector is among the heavily taxed, the sector needs continued government support on policy and regulatory framework to encourage sustained investment towards forging a resilient digital backbone that will empower Indias journey into a technologically advanced and inclusive future.

During FY 2024-25, private telecom operators initiated a round of tariff repair as mobile tariffs in India remain among the lowest globally, in contrast to the countrys position as one of the highest data-consuming markets.

The improved tariff financial health of the industry to adopt technological advancements and continued investments.

The Department of Telecommunications successfully conducted spectrum auction in June 2024. Operators are focused on renewing existing licences and selectively adding spectrum to enhance their spectrum portfolio. Bharti Hexacom purchased 15 Mhz of spectrum with a total outlay of ~C10 billion.

Bharti Hexacom is strategically investing in expanding network coverage and boosting data capacity to capitalise on growth opportunities.

The Company invested nearly C15 billion in capex during FY 2024-25 towards enhancing its digital infrastructure, adding 793 network towers and 2005 mobile broadband base stations. The home broadband footprint has advanced through an asset-light partnership model with local cable operators, while the rollout of FWA has enabled reliable high-speed internet in areas with low fiber penetration, helping bridge the digital divide. During the year, Bharti Hexacom stepped up Wi-Fi rollout, with offering Wi-Fi in over 200 cities.

Guided by a simple and clear strategy - premiumising portfolio with 2G to 4G/5G upgrades, prepaid to postpaid upgrades, international roaming expansion and data monetisation, Bharti Hexacom has consistently delivered strong performance. Through its partnership with Bharti

Airtel, the Companyoffers bundled services under Airtel Black - offering customers mobility, Wi-Fi and digital TV services to deliver greater value and convenience. Bharti Hexacom also leverages advanced digital tools developed by Bharti Airtel, including ACS for enhanced network experience, ASON for proactive network optimisation, and other tools for efficient data processing and analytics. Bharti Hexacom also deployed Bharti Airtels industry-first AI-powered anti-SPAM tool, providing customers with a secure network. It has ed 1.5 billion calls and 126 million SMS since its launch, identifi to March 31, 2025, translating to an impressive 93 spam calls every second. With spammers increasingly targeting customers via international routes, Airtels AI-powered tool has evolved to screen and alert customers to spam calls and SMS from international numbers.

Bharti Hexacoms mobile network served 28 million customers as of March 31, 2025, with a growing footprint across its operating regions. The data customer base increased to ~22 million in FY 2024-25. The Company has improved its mobile revenue market share in Rajasthan by 5% between FY 2021-22 and FY 2024-25 while solidifying its leadership in the North East. It has consistently delivered industry-leading ARPU growth in FY 2024-25. With the largest pool of mid-band spectrum holding, Bharti Hexacom holds a distinctive advantage in delivering superior experiences to customers.

ESG is central to the Companys strategic vision. The Company leverages cutting-edge digital tools developed by Bharti Airtel to enhance operational efficiency, including solutions that reduce power consumption and drive sustainability. During the year, Bharti Hexacom expanded solar energy access to 1,732 sites and had 48% green sites as of March 31, 2025.

The Company continues to strengthen financial disclosures, as demonstrated by the reporting of Earnings before Interest, Tax, Depreciation, Amortisation, and after Leases (EBITDAaL), which reflects the core operating performance.

Bharti Hexacom has established itself as a leading telecommunications provider in Rajasthan and the North

East, supported by significant investments in digital infrastructure and being part of Bharti Airtel group. Its sizeable market share, expanding customer base, and focus on differentiated offerings underscore its competitive strengths and sharp execution. These factors position the Company as a key player in its operating regions, providing a solid foundation for sustained performance.

Indian Economic Review

India is estimated to grow by 6.5% in FY 2024-25 as per the Reserve Bank of India (RBI). The performance is underpinned by robust economic fundamentals and easing inflation during the end of FY 2024-25. Positive trends in the services and agriculture sectors supported growth. The manufacturing sector saw headwinds due to global and seasonal factors, and weaker investments. However, its impact on the overall economic momentum was only partial. An above-normal monsoon supported recovery in the agricultural sector and improving rural incomes compared to last year. As a result, overall private consumption remained resilient and stable. The Indian economy, supported by strong domestic consumption, is relatively shielded from external shocks.

The average inflation rate trended downward with food inflation cooling off towards the end of 2024 owing to falling vegetable prices and record wheat production. This enabled the RBI to change its monetary policy stance to accommodative from neutral. The services trade surplus coupled with a healthy growth in remittances helped contain current account deficit and led to healthy foreign exchange reserves. The overall fiscal deficit is estimated to decline with growth in tax revenues and the governments focus on fiscal consolidation.

In FY 2024-25, Foreign Institutional Investors were net sellers in cash equities to the tune of $47 billion, this was more than offset by robust Domestic Institutional Investor inflows of $72 billion underscoring the active participation from domestic investors. Overall Foreign Portfolio Investor inflows stood at $1.7 billion, driven by debt inflows as equities saw outflows. However, net Foreign Direct Investment dropped to $1.5 billion due to increased repatriation and outward investments. External commercial borrowings and non-resident deposits saw stronger inflows.

Outlook

India is solidifying its place as one of the worlds largest digital economies, with GDP growth estimated at 6.5%, according to the RBIs Second Advance Estimates. The countrys economic resilience, robust domestic demand, and supportive policy framework underpin this performance. The telecom industry will continue to play a pivotal role in Rajasthan and North East to drive rural connectivity and digital adoption. The government continues to make digital inclusion a national priority, aiming to bring these regions at par with the rest of the country in terms of urbanisation and digital inclusion, and unlock their economic potential.

The telecom sector stands as an multiplier to this growth and at forefront of digital inclusion. In Rajasthan, the states focus on digital adoption is reinforced by a robust IT and higher education infrastructure, including initiatives such as the RajNet. In the North East, targeted projects under the Digital North East Vision have brought high-speed internet to remote areas. These efforts are laying the groundwork for inclusive digital growth, opening new opportunities for individuals and businesses.

Smartphone adoption demonstrates the trend in digital inclusion, with 5G devices making up 79% of smartphone shipments in 2024*. With the continued adoption of 5G and the growing accessibility of affordable smartphones,

5G device shipments are expected to maintain their upward momentum. Digital payments continue to accelerate; UPI transactions reached a record high nationwide in 2024, increasing 9x by volume since 2020 and have become the preferred mode of payment in both

Rajasthan and the North East. These trends highlight the pace of data adoption and ease of digital access, driving deeper digital inclusion across the country, especially in rural and underserved regions. 5G has enabled the introduction of technologies like FWA, which leverages cellular infrastructure to provide high-speed, cost-effective internet access in fiber-dark areas. The enhanced speeds and low latency of 5G are expected to open up new opportunities. The emergence of satellite communication will likely extend connectivity to even the most geographically challenging regions. Bharti Hexacom continues to address evolving customer needs and capitalise on new opportunities by investing in infrastructure and expanding service offerings.

The Company has robust 5G coverage, leveraging the largest mid-band spectrum holding to deliver superior connectivity and network experience. These advancements reinforce the Companys position as a leading provider of integrated digital services tailored to changing customer preferences.

With a continued focus on network expansion, razor-sharp execution, differentiated service offerings, Bharti Hexacom is well positioned to meet evolving customer needs. Its prudent investment strategy and robust balance sheet enables company to consistently strengthen its network, enhance coverage, and boost data capacity. The Company remains committed to delivering exceptional services to its customers and is well-placed to maximise growth potential in Rajasthan and the North East.

Industry Overview Indian Telecom Sector

As of March 31, 2025, Indias total telecom user base reached 1,200.8 million, an increase of 1.52 million (~13 basis points). Overall tele-density stood at 85.04%, with Urban tele-density at 131.45% and Rural tele-density at 59.06%.

Rajasthan has a tele-density of 79.83% and the North-Eastern region has 80.92%.

The industry has witnessed consistent growth in fixed broadband over the last few years, with the number of customers increasing from 40.85 million as of March 31, 2024, to 46.28 million as of March 31, 2025. Growth in this segment has been propelled by smart TV penetration, changing content consumption habits and concurrent usage across devices.

Development in regulations

A. Telecommunications Act, 2023

• It was officially released through a notification in the Gazette on December 24, 2023.

• Certain provisions of the Act, like those related to Right of Way, Universal Service Obligation Fund (now Digital Bharat Nidhi), National security, etc., have come into force with effect from June 26,

2024. Certain other provisions, like those relating to technologically neutral use of spectrum, optimal utilisation of spectrum, prohibition on unauthorised jammers etc., have come into force with effect from

July 05, 2024.

• Department of Telecommunications is now in the process of framing rules under the Act, through public consultations.

• Post conclusion of the consultation process, the following rules have been notified:

Telecommunications (Administration of Digital Bharat Nidhi) Rules, 2024 dated August 30, 2024.

Telecommunications (Right of Way) Rules, 2024 dated September 17, 2024.

Telecommunications (Telecom Cyber Security) Rules, 2024 dated November 21, 2024.

Telecommunications (Critical Telecommunication Infrastructure) Rules, 2024 dated November 22, 2024.

Telecommunications (Temporary Suspension of Services) Rules, 2024 dated November 22, 2024.

Telecommunications (Procedures and

Safeguards for Lawful Interception of Messages)

Rules, 2024 dated December 06, 2024.

B. Telecommunications (Administration of Digital Bharat Nidhi) Rules, 2024 dated August 30, 2024

• The Digital Bharat Nidhi (DBN) replaces the Universal Service Obligation Fund (USOF).

• The new rules will not override the existing arrangements until their date of expiry.

Key powers and functions of DBN Administrator:

Formulating procedure of selection of Implementers for DBN schemes/projects, and entering into agreements with the selected Implementers.

Disbursing funds from DBN to Implementers.

Monitoring/evaluating/verifying the work done by Implementers, including through third-party agencies.

• DBN implementers will be selected through bidding – in cases of projects for delivery of telecom services in underserved rural, remote and urban areas, or through inviting applications – in cases of projects for research and development of new telecom technologies, products or services.

• Funding for schemes/projects can be in the form of funding, partial funding, co-funding, market risk mitigation, risk capital, etc.

• Funding would also be extended to providing targeted access to telecom service for underserved groups like women, persons with disabilities, and economically and socially weaker sections.

• Key criteria for undertaking schemes and projects under DBN:

Provision of telecom services, creation of telecom network, introduction of next generation telecom technologies, improving affordability of telecom services, in underserved rural, remote and urban areas.

Promotion of innovation, R&D, indigenous technology, encouraging start-ups.

Developing standards to meet national requirements and their standardisation in international bodies.

Promotion of sustainable and green technologies.

• The rules have mandated sharing of telecom networks established under DBN in an open and non-discriminatory manner.

C. Telecommunication (Right of Way) Rules, 2024 dated September 17, 2024

• Notable changes include amendments in definition of "mobile tower", inclusion of submarine cables as "underground telecommunications network", changes to process for grant of permission, 90% refund to be given in case right of way (RoW) application is denied; timeline for return of bank guarantee (BG) specified (15 days).

• RoW permission is now time bound, with milestone-based tracking such as seeking any clarification/additional document, comments etc. The final approval or rejection shall be granted within 67 days, failing which the application is considered deemed approved.

• Rules also provide for setting up temporary networks, establishment of network on property other than public property (private property), Common Ducts and Cable Corridors, removal/ relocation/alteration of telecom network, damage to network.

• No increase in RoW costs (application fee, compensation for restoration and RoW) as compared to 2016 Rules and amendments. Also, submarine cable included in Fee Schedule and compensation for pits only specified for horizontal drilling method.

• The Government continues to actively work towards ensuring the seamless deployment of telecom infrastructure across the country. The recently announced Right of Way Rules, 2024, aimed at simplifying the process for obtaining Right of Way (RoW) permissions among other things, came into force from January 1, 2025 and have to be mandatorily followed by the states. The Central Government continues to engage with multiple stakeholders including State Governments and industry bodies to provide support for the resolution of initial teething issues.

• Additionally, the composite billing scheme, launched with the objective of streamlining the billing process has now been implemented in 11 states including the likes of Rajasthan, Madhya Pradesh and Maharashtra. The Green Energy Open Access policy, aimed at incentivising the use of renewable sources of energy has now been notified in almost 24 states.

D. Telecommunications (Telecom Cyber Security) Rules, 2024 dated November 21, 2024

• Applicability: Rules to be applicable to ‘Telecom Entities – both authorised entities (licensees) as well as those which have been granted exemption from authorisation (license) under the Telecom Act.

Traffic Data:

Central Government may seek traffic data from

Telecom Entities or direct Telecom Entities to set up necessary infrastructure for collection of traffic data from designated points.

Analysis of such traffic data may be shared with entities engaged in law enforcement and security related activities, Telecom Entities or users – for the purpose of ensuring cyber security of telecom networks.

Obligations of Telecom Entities:

Appointment of a Chief Telecommunications

Security Officer.

Adoption of a telecom cyber security policy.

Reporting of security incidents to Central

Government within 6 hours of becoming aware of such incident (with additional details like no. of users and geographical area affected, proposed remedial measures, etc. to be submitted within 24 hours).

Timely response to security incidents.

Periodic telecom cyber security audits.

Setting up of Security Operations Centre (either by itself or in collaboration with other Telecom Entities).

Powers of Central Government:

Any person may report any act endangering telecom cyber security to the Central Government.

Based on its assessment, Central Government may direct the Telecom Entity to temporarily suspend or permanently disconnect the relevant telecom identifier as well as other telecom identifiers or telecom equipment linked to that person.

The person to whom such telecom identifier is allotted may represent within 30 calendar days against an order for temporary suspension or termination.

Central Government may maintain a repository of persons and telecom identifiers acted upon, and prohibit Telecom Entities from providing telecom services to such persons for up to 3 years.

Central Government may also prohibit other persons (providing services linked to telecom identifiers) from using such telecom identifiers for identification of their customers or for delivery of their services.

Telecom Equipment Identification No. (IMEI/

ESN etc.):

OEM/Importer to register IMEI No. of telecom equipment with the Central Government, prior to first sale/import into India.

No person to intentionally remove/change the unique telecom equipment identification no.

Digital implementation of these rules: Central government shall notify a portal for digital implementation of these rules.

E. Telecommunications (Critical Telecommunication Infrastructure) Rules, 2024 dated November 22, 2024

Applicability:

Rules to be applicable to ‘Telecom Entities – both authorised entities (licensees) as well as those which have been granted exemption from authorisation (license) under the Telecom Act.

Such entities shall provide details of telecom network, services, elements of such network and services, etc.

Notification of Critical Telecom Infrastructure:

Telecom Entities to provide details of their networks and services to the Central Government.

Such network or part thereof will be notified as Critical Telecom Infrastructure ("CTI"), the disruption of which will have a debilitating impact on national security, economy, public health or safety of the nation.

Obligations and Compliance of Telecom Entities:

Compliance of CTI with specifications (ERs, IRs,ITSARs etc.), testing requirements etc., as well as NSDTS and directives on comms security certification.

Maintaining complete list of CTI with hardware/ software details, and dependencies on such CTI.

Securely preserving logs and documentation of CTI network architecture for at least 2 years.

Maintaining records of supply chain of telecom/ other equipment deployed in CTI, till such infrastructure is in use.

Annual vulnerability/threat/risk analysis for CTI network architecture.

Intimation of security incidents to Central

Government within 6 hours of occurrence.

Maintaining a risk register with potential and severity of risks and mitigation solutions.

Remote access to CTI for repair/maintenance to be undertaken only from pre-approved foreign locations, every instance of such RA to be intimated to the Central Government, and logs to be maintained for at least 1 year.

Allowing inspection by Central Government personnel, of hardware, software and data pertaining to CTI.

Upgradation of CTI (except routine software updates) to be undertaken only after prior written approval of Central Government.

F. Telecommunications (Temporary Suspension of Services) Rules, 2024 dated November 22, 2024

Applicability: To suspend any telecommunication service or any class of telecommunication services.

• No suspension order shall be made, unless the authority issuing such order has considered that the objectives set forth, cannot be achieved by any other reasonable means.

Procedure:

Suspension order to be issued, and reasons to be recorded in writing by a competent authority.

Competent authority defined Union Home Secretary; or the Secretary to the State Government, Home Department.

In case it is not feasible for a suspension order to be issued by the competent authority, such suspension order may be issued by an officer of Joint Secretary or above rank, who has been duly authorised by the competent authority. Such suspension orders shall be subject to confirmation (ratification) by the competent authority, within 24 hours of issuance of such order, failing which the suspension order shall cease to exist.

Contents of Suspension Orders:

Reason for such order – the order to be limited to addressing the specific reason.

Clearly defined geographical area and type of telecommunication service required to be suspended.

Duration of suspension order shall not exceed 15 calendar days.

• A copy of the suspension order, shall be forwarded to the concerned review committee within a period of 24 hours from the issuance of such order.

Review Committee:

Composition:

Central Review Committee – Cabinet Secretary (Chairman); Secretary, Department of Legal Affairs (Member); and Secretary-T, DoT (Member)

State Review Committee – State Chief Secretary (Chairman); Secretary Law or Legal Remembrancer In-Charge; Legal Affairs (Member); and Secretary to State

Government, other than the State Home Secretary (Member)

Review committee shall meet within 5 calendar days of issuance of such orders to examine adherence to the act/rules and record its findings. In case the committee is of the opinion that the suspension order does not adhere to the act/rule, such orders can be set aside.

G. Telecommunications (Procedures and

Safeguards for Lawful Interception of Messages) Rules, 2024 dated December 06, 2024

• These rules shall replace Rule 419 and 419A of the

Indian Telegraph Rules, 1951, without affecting existing interception orders issued until their expiry.

Applicability:

Rules to be applicable to ‘Telecom Entities – both authorised entities (licensees) as well as those which have been granted exemption from authorisation (license) under the Telecom Act.

Rules to not apply to LIM demos.

Who can issue Interception Orders?

‘Competent Authority – Union/State Home Secretary.

In unavoidable circumstances Officer specially authorised for the purpose, not below the rank of Joint Secretary to Central Government.

In remote areas or for operational reasons, where it is not feasible for the above persons to issue an interception order – Head/second senior most officer of authorised LEA (not below rank of IGP at State level) – but the same will have to be confirmed by the Competent

Authority within 7 working days.

Procedure for Implementation of Interception Orders:

Every LEA to have 2 nodal officers not below the rank of Superintendent of Police.

Both DoT and Telecom Entities to have 2 nodal officers in each LSA.

LEAs nodal officer to convey the Interception Order to nodal officer of DoT/ Telecom Entity

Latter to acknowledge within 2 hours.

Nodal officer of DoT/Telecom Entity to submit fortnightly report to LEAs of all Interception Orders received.

Validity 60 calendar days, can be renewed but cannot go beyond 180 calendar days.

Competent Authority and LEAs to destroy records of Interception Orders every 6 months, unless required for functional requirements or under Court directions.

DoT and Telecom Entities to destroy records of Interception Orders within 2 months of discontinuation of interception.

Telecom Entity to be responsible for any actions of its employees and vendors leading to unauthorised interception.

Review Committee:

Constitution of Review Committee:

Central Government: Chairman – Cabinet

Secretary; Members Legal Affairs Secretary

& DoT Secretary

State Government: Chairman – Chief

Secretary; Members Legal Affairs Secretary

& a Secretary to the State Government other than Home Secretary

All Interception Orders to be forwarded to Review Committee within 7 working days

Review Committee to meet every 2 months and review all Interception Orders.

H. TRAI Standards of Quality of Service of Access (Wireline and Wireless) and Broadband (Wireline And Wireless) Service Regulations, 2024 dated August 02, 2024

• TRAI has issued new regulations regarding quality of service, for Fixed, Mobile and Broadband services. They have come into force from October 01, 2024. Salient features are as under:

QoS performance of mobile service to be monitored on monthly instead of quarterly basis

To be effective from April 01, 2025.

Certain parameters like network availability, call drop, voice packet drop rate in uplink and downlink etc. – To be reported on Cell level instead of BTS level.

Benchmarks tightened for some key parameters like network availability (cumulative downtime and worst affected Cells due to downtime), call drop rate, packet drop rate, latency etc. – To be implemented in a graded manner over the next 2.5 years.

Measurement methodology for some key parameters like Downlink and Uplink Packet Drop Rate, Latency, Pol Congestion, Download and upload speed, Maximum Bandwidth utilisation between radio and core network during busy hour etc. changed from average to percentile basis.

New parameters introduced like reporting of significant network outages, jitter, maximum bandwidth utilisation between radio and core network during busy hour and SMS delivery success rate etc.

Graded financial disincentives increasing with continued non-compliance.

I. Rating of Properties for Digital Connectivity Regulations, 2024 dated October 25, 2024

These regulations shall apply to:

Property Managers who intend to get their property, of minimum specified size, rated for digital connectivity, either voluntarily or under the provisions of applicable laws, rules or regulations.

Digital Connectivity Rating Agency (DCRA), who may evaluate and award ratings for property under these regulations.

The service providers, who may enter an arrangement with the property manager for development or access of digital connectivity or digital connectivity infrastructure.

Key highlights:

A Rating platform, an information technology system and associated applications shall be set up or authorised by TRAI for the purpose of managing rating of properties for digital connectivity as per provisions of the regulations. The rating process shall be implemented through the rating platform only.

Any entity fulfilling the eligibility criteria intending to commence activity as Digital Connectivity Rating Agency (DCRA) shall be empanelled by the Authority through registration on the rating platform.

Property manager, who intends to apply for the rating of his/her property of minimum specified size, shall register on the rating platform, in such manner and format and upon payment of such fees, as may be specified by the Authority.

The properties, for the purpose of rating for digital connectivity, are classified in the different categories namely - Residential, Government Properties, Commercial Establishments, Other private or public areas, Stadiums or Sport Arenas or spaces of frequent gathering and Transport corridors.

The DCRA shall disclose the fee to be charged and other terms and conditions, if any, to the property manager and get their acceptance before commencement of any rating activity.

The fees charged by DCRA shall be based on the category and classification of properties, the responsibility of DCRA under the provisions of these regulations, the complexity involved, the area of the property, etc.

No TSP shall enter into an exclusive arrangement or tie-up arrangement with any property manager for development or access of digital connectivity or digital connectivity infrastructure in their property.

For the purposes of rating for digital connectivity, Model Building Bye Laws (MBBL) issued by Ministry of Housing and Urban Affairs (MoHUA) shall be referred to in cases where MBBL of State or Union Territory do not have provisions for digital connectivity infrastructure.

DCRA shall evaluate the property and assign scores, on the rating platform, against each rating criteria and sub-criteria. Digital Connectivity Rating shall be awarded to the property starting from one star to five star.

The detailed guidelines for award of score and process shall be issued separately as per provisions of these regulations.

TRAI shall notify the date on which the rating platform shall be made live. Further, TRAI may, till the development of online rating platform, provide an alternate mechanism for rating of property.

J. Telecom Consumers Protection (Twelfth Amendment) Regulations, 2024 dated December 23, 2024

• A separate Special Tariff Voucher (STV) for Voice and SMS (with a validity period not exceeding 365 days) to be launched by TSPs, in addition to existing Data-only STV and bundled offers.

• The cap on the validity period for STV and Combo Vouchers (CV) has been increased from the existing 90 days to 365 days.

• A mandatory top-up of C10, with the rest of price points in multiples of C10, allowed for STV/CV/PV/ Top-Up vouchers.

• Colour coding of vouchers, as it exists in the physical form, has been discontinued.

• This has come into force, with effect from January 22, 2025.

K. Telecom Commercial Communications Customer Preference (Second Amendment) Regulations, 2025 dated February 12, 2025

Revamped Complaint Reporting mechanism for Subscribers:

No need of registration of preferences before logging complaint against UCC.

TSPs to provide facility on mobile app to auto-capture call logs/SMS details for complaint registration, and also, facility to register complaints through screenshots.

Time period for making complaints increased from 3 days to 7 days.

Time period for TSPs to take action reduced from 30 days to 5 days.

Trigger for action by TSPs changed from "having 10 complaints against the sender in last 7 days" to "having 5 complaints against the sender in last 10 days".

Introduced Option for Opt-out:

TSPs to provide a mandatory opt-out option in promotional messages.

Standardised identifiers in messages "-P", "-S", "-T", and "-G" to be suffixed to promotional, service, transactional, and government messages, respectively.

Consent given for completing any ongoing transaction to be valid only for 7 days.

Implicit consent in case of transactional and service commercial communications to be valid only for the duration or discharge of the contract between customer and sender.

Disclosure of the use of auto-dialers/robo calls.

Measures against Spammers/Senders of UCC:

For the first violation, outgoing services of all telecom resources of the sender to be barred for 15 days.

For subsequent violations, all telecom resources of the sender, including PRE/SIP trunks, to be disconnected across all access providers for 1 year, and the sender to be blacklisted.

140 series to continue to be used for promotional calls, and the newly allocated 1600 series designated for transactional and service calls.

Restrictions on TSPs for implementing new measures for identification of spam:

Mandate on TSPs to analyse call and SMS patterns based on parameters such as unusually high call volumes, short call durations, and low incoming-to-outgoing call ratios.

TSPs to deploy honeypots to analyse emerging spam trends and take pre-emptive action against suspected spammers.

Limits on the number of intermediaries between the Principal Entity (PE) and the Telemarketer (TM) to ensure full traceability of messages.

Senders and TMs to undergo physical verification, biometric authentication, and unique mobile number linking during registration.

Introduction of graded FDs for TSPs:

FD of C2 lakhs for first instance of violation,

C5 lakhs for second instance, and C10 lakhs per instance for subsequent instances, to be imposed on TSPs in case of misreporting of the count of UCC – to be imposed separately for registered and unregistered senders.

TSPs to have agreements with all registered senders and telemarketers – option for TSPs to prescribe a security deposit which may be forfeited in case of violation by senders and telemarketers.

L. Spectrum Auctions 2024

• Department of Telecom (DoT), on March 08, 2024, issued the Notice Inviting Applications (NIA) for auction of all the available spectrum in 800 MHz, 900 MHz, 1800 MHz, 2100 MHz, 2300 MHz, 2500 MHz, 3300 MHz, and 26 GHz bands.

• The cumulative reserve price of the 10523.15 MHz spectrum put to auction was C 96,317.65 crores.

• The auction started on June 25, 2024 and concluded on June 26, 2024.

• A total quantum of 141.4 MHz of spectrum was sold, for a total value of C 11,340.78 crores.

• Bharti Hexacom Ltd. has acquired 15 MHz with an outlay of C 1,001 crores.

M. TRAI Recommendations on "Telecommunication Infrastructure Sharing, Spectrum Sharing and Spectrum Leasing" dated April 24, 2024

Telecom Infrastructure Sharing

Permit TSPs to share all types of passive and active infrastructure.

Core network elements can be shared subject to the condition that there are at least two independent core networks.

Allow sharing of Lawful Interception System (LIS) with DoT approval.

Inter-band Spectrum Sharing:

Allow inter-band spectrum sharing among TSPs in an LSA, (either by pooling of spectrum in different bands or using RANs of each other in shared bands) for below bands:

Category-1 Category-2 Category-3 Category-4
600 MHz, 700 MHz, 800 MHz and 900 MHz 1800 MHz and 2100 MHz 2300 MHz, 2500 MHz and 3300- 3670 MHz 26 GHz, 37-37.5 GHz, 37.5-40 GHz, 42.5-43.5 GHz

A TSP should not enter into inter-band spectrum sharing with more than one TSP in a spectrum band category in an LSA.

Sharing is permitted only after 2 years from the date of spectrum acquisition.

Sharing fee: 0.5% of the applicable market price, prorated for sharing period.

Authorised Shared Access (ASA) of Spectrum:

DoT to explore implementing ASA: IMT spectrum assigned to Government or other users to be assigned to TSPs as secondary users.

A field trial of ASA should be conducted.

Leasing of Spectrum:

TSPs can lease their auctioned access spectrum with other TSPs, after 2 years from the date of acquisition, with prior joint intimation to DoT.

TSP cannot lease more than 50% of its qualifying spectrum holding (i.e., after the lock-in period) in a band in an LSA.

Leasing fee: 1% of the applicable market price, prorated for relevant period.

The lessee cannot lease out the leased spectrum to any other TSP.

In case a TSP has taken spectrum on lease in a particular band, a lock-in period of two years from the effective date of spectrum leasing will be applicable, before becoming eligible to surrender the qualifying spectrum in that band acquired earlier.

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

N. TRAI Recommendations on the "Connectivity to Access Service VNOs From More Than one NSO" dated 13.09.2024

• There should be no cap on the number of NSOs from whom a VNO can take connectivity for providing wireline access service in an LSA, provided that measures like logical/virtual partitioning at the EPABX are ensured. The Access Service VNO shall duly inform its NSO(s) and the Central Government regarding connectivity of more than one NSO at a particular EPABX.

• An Access Service VNO intending to provide both wireless and wireline access services in an LSA, should be permitted to take connectivity from one NSO for wireless access service and other NSO(s) for wireline access service in the LSA. However, they need to ensure that the network resources taken from different NSOs for wireless and wireline services are not integrated in any manner.

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

O. TRAI Recommendations on the "Framework for Service Authorisations to be Granted Under the Telecommunications Act, 2023" dated September 18, 2024

• DoT should grant service authorisations in the form of permissions, instead of entering into license agreements with TSPs.

Detailed terms & conditions should form part of rules under the Telecom Act.

To maintain regulatory stability, TRAIs recommendations should be sought in case of any change in terms & conditions (except in case of change in the interests of security of State).

There should be 3 broad categories of service authorisations:

Main: Would include Access Services, Internet Services, Long Distance Services, Satellite-based Telecom Services, M2M WAN Services (Can be granted in the sub-categories of NSO or VNO).

Auxiliary: Would include PMRTS, PM-WANI, M2M Service, Enterprise Communication Services, IFMC, Data Communication Service between Aircraft and Ground Stations, etc.

Captive: Would include CMRTS, CNPN, Captive VSAT CUG etc.

There should be 2 broad categories of rules:

Telecommunication (Grant of service Authorisations) Rules: To provide for broad conditions like eligibility, validity etc.

Different rules providing for detailed terms & conditions for different categories of service authorisations: Telecommunication (Main Service Authorisations) Rules – ? Part-I to cover common terms & conditions for all Main Services, ? Part-II to cover specific terms & conditions for each Main Service separately. Auxiliary Service Authorisations – Separate rules for each Auxiliary Service.

Captive Service Authorisations – Separate rules for each Captive Service.

A Unified Service Authorisation for National

Service Area should be introduced:

Scope: All ‘Main telecom services (Access, Internet, Long Distance, Satellite-based, M2M WAN).

Can deploy any equipment anywhere in India, except LIM facilities and connectivity to disaster management platform to be at State/UT level.

Interconnect: Can be at any mutually agreed location, failing which it has be at the PoIs specified in TRAIs Interconnection Regulations.

Assignment of spectrum (access & backhaul) & numbering resources: To continue at LSA level for now.

DoT should provide a roadmap for financial accounting & reporting, assignment of numbering resources, and assignment of spectrum at National level.

• NLD & ILD Authorisations should be merged into a single Long-Distance Service Authorisation.

Requirement of having international gateways and related security conditions will continue to apply only to entities providing ILD services – No additional compliance burden on operators offering only NLD service.

• GMPCS & Commercial VSAT CUG Authorisations should be merged into a single Satellite-based Telecommunication Service Authorisation.

Scope: Both GMPCS and VSAT based FSS.

No need of separate ISP Authorisation for providing internet services, but will have to comply with same conditions as applicable to ISP operators (as opposed to the current requirement where a VSAT operator needs to have an ISP Authorisation also, to be able to provide internet service).

Also clarified that emergency SOS messaging via satellite using MSS frequencies is already covered under GMPCS.

Satellite Earth Station Gateways established in India should be allowed to be used to provide service in foreign countries, with DoTs permission, subject to fulfilling the relevant jurisdictions regulatory requirements (it should not be construed as provision of service under Indian regime).

Additional SUC may be levied in such case.

In case internet bandwidth is used to carry the foreign traffic, traffic of Indian and foreign users should be segregated.

• Scope of ISP Authorisation should be enhanced to include provision of domestic leased circuits and VPN services.

Migration:

TSP with Access Licenses/Authorisations in at least 50% of LSAs should be allowed to migrate to Unified Service Authorisation.

Validity period of the Authorisation would start afresh upon migration (However, spectrum would continue on the same terms).

Miscellaneous:

Use of Non-Terrestrial Network (NTN) should be allowed under Access Service Authorisation.

DoT should explore a mechanism to compensate TSPs for additional security related requirements.

Government agencies should compensate TSPs for public broadcast messages (except disaster related).

TSPs may take telecom network resources on lease/hire from cloud service providers, which are either empanelled by MeitY or authorised by DoT – Cloud and associated data to be located/ stored in India.

Changes in VNO Regime:

Multi-parenting allowed in case of all services, except wireless access service.

Service-specific parenting allowed instead of extant practice of authorisation-specific parenting (e.g. an ISP VNO may now tie up with Access VNO as well).

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

P. TRAI Recommendations on the "Definition of International Traffic" dated December 10, 2024

• Definition of International Traffic: The traffic originating in one country and terminating in another country, where one of the countries is India.

• Definition of International SMS: The international traffic delivered using SMS.

• A2P SMS: Any incoming application-to-person SMS shall be treated as an international SMS, if it cannot be generated, transmitted or received without the use or intervention of any electronic device, computer system or computer application located outside India.

• Definition of Domestic Traffic: The traffic originating and terminating within India.

• Definition of Domestic SMS: The domestic traffic delivered using SMS.

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

Q. TRAI Recommendations on the "Frequency Spectrum in 37-37.5 GHz, 37.5-40 GHz, and

42.5-43.5 GHz bands Identified for IMT" dated February 04, 2025

• Spectrum in ranges 37-37.5 GHz and 37.5-40 GHz should be put to auction in the next auctions.

• Spectrum in the range 42.5-43.5 GHz should not be put to auction in the next auctions, due to non-availability of the device ecosystem.

• Valuation of 37-40 GHz band should be based on average of different approaches, including auction determined price of 26 GHz band duly indexed at MCLR and international auction determined price ratios.

• Apart from Access Service providers, Internet service providers (ISPs) and entities holding M2M service authorisation should also be allowed participate in the auctions for 37-40 GHz band.

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

R. TRAI Recommendations on "Revision of National Numbering Plan" dated February 06, 2025

Measures to address fixed-line Telecommunication Identifier (TI) resource constraints:

Short-term: Continue allocating SDCA-specific spare sub-levels to TSPs.

Long-term: Migration from SDCA-based to LSA-based 10-digit closed numbering scheme, within 6 months.

All fixed-line to fixed line calls (even within same SDCA) to be dialled with prefix ‘0 followed by SDCA code and the subscriber number.

Post migration, TI resources generated using SDCA codes with spare sub-levels to be used across the LSA rather than being confined to the specific SDCA.

Thereafter, a Fixed-line Location Routing Number (FLRN) should be adopted, preferably within 5 years, to facilitate fixed-line number portability.

Charges/Withdrawal of TIs:

No need for imposition of any additional charges for allocation of TI resources.

No need for imposition of financial disincentive on non-utilisation of TI resources.

However, unutilised TI resources may be withdrawn by DoT on the basis of annual usage.

Mandatory Deactivation on Non-Usage: All inactive mobile & fixed-line mandatorily deactivated after 365 days post 90 days of non-usage period.

• Measures in respect of TI resources for SIP/ PRI connections:

Submission of SIP/PRI voice traffic report to DoT field units for examination for misuse for UCC.

Implementation of CLI authentication framework while extending SIP/PRI trunks to non-TSPs.

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

S. TRAI Recommendations on the "Terms and Conditions of Network Authorisations to be Granted under the Telecommunications Act, 2023" dated February 17, 2025

Authorisations in line with Extant Regime:

Infrastructure Provider Authorisation: for provision of dark towers, and IBS (Largely on the lines of the extant IP-I Registration).

MNP Provider Authorisation: for establishment & operation of telecom networks for providing MNP to access service providers (On the lines of the extant MNPSP License).

New Authorisations Proposed by TRAI:

Digital Connectivity Infrastructure Provider (DCIP) Authorisation: for provision of wireline access networks, RAN, transmission links, and Wi-Fi systems; in addition to the activities allowed under the scope of IP-I (On the lines of TRAI Recommendations on DCIP Authorisation under UL).

Internet Exchange Point (IXP) Authorisation: for peering and exchange of internet traffic, originated & destined within India, among TSPs/ISPs and CDNs (On the lines of TRAI Recommendations on IXP Authorisation under UL).

Satellite Earth Station Gateway (SESG) Authorisation: for establishment & operation of SESGs (On the lines of TRAI Recommendations on separate SESG License). connections to be

However, Satellite Control Centre (SCC), Mission Control Centre (MCC), Telemetry, Tracking & Control (TT&C) Stations, Remote Sensing Stations, and Ground Stations for supporting space-based services like Space Situational Awareness or navigation missions etc. to be exempt from requirement of Authorisation.

Cloud-hosted Telecommunication Network (CTN) Authorisation: for provision of cloud-hosted telecom network-as-a-service (CTNaaS) to TSPs.

CNPN Provider Authorisation: for establishing, maintaining, operating, and expanding CNPN networks for enterprises.

Cable Landing Station (CLS) Provider Authorisation: for provision of access and co-location at CLS.

Following to be exempted from requirement of Authorisation:

Installation of In-Building Solution (IBS) by Property Managers, within their properties. right of way, duct space,

Establishment & operation of Content Delivery Networks (CDNs).

• However, as per the provisions of the Telecom Regulatory Authority of India Act, 1997, TRAIs recommendations are not binding upon the Central Government.

T. TRAI Directions under Telecom Commercial Communications Customer Preference Regulations (TCCCPR), 2018

• TRAI, on 20.08.2024, issued a direction for implementation of various provisions under TCCCPR, 2018, such as DLT Voice Solution, Whitelisting of APKs/URLs/OTT Links/Call-back numbers and PE-TM Chain Binding and end-to end implementation of 140xxx on DLT platform.

Financial Review

FY 2024-25 FY 2023-24
E Mn USD Mn* E Mn USD Mn*
Gross revenue 85,479 1,012 70,888 857
EBITDA 43,721 518 34,905 422
EBITDAaL 37,789 447 29,814 360
Interest, Depreciation & Others before exceptional items 27,760 329 22,642 274
Profit before exceptional items and tax 15,962 189 12,263 148
Profit before tax 18,088 214 9,233 112
Tax expense 3,152 37 4,189 51
Profit for the year 14,936 177 5,044 61
Earnings per share (in C/USD) 29.87 0.35 10.09 0.12

*1 USD = C84.46 Exchange Rate for financial year ended March 31, 2025 (1 USD =C82.74 for financial year ended March 31, 2024)

The Company reported revenues of C 85,479 million for the year ended March 31, 2025, from C70,888 million in the previous year, indicating a growth rate of 20.6%. The increase was attributed to the emphasis on delivering an exceptional network and experience for customers, which resulted in high-quality customer acquisitions and a steady improvement in Average Revenue Per User (ARPU). The Company incurred operating expenditure (excluding access charges, cost of goods sold, license fees and Charity and Donation costs) of C26,093 million representing an increase of 13.0% over the previous year. EBITDA amounted to C43,721 million, representing an increase of 25.3% over the previous year on a reported basis. The Companys EBITDA margin for the year was 51.1%, compared to 49.2% in the previous year, indicating an emphasis on cost optimisation and operational efficiencies.

EBITDAal amounted to C37,789 million, representing an increase of 26.7% over the previous year on a reported basis. The Companys EBITDAal margin for the year was 44.2%, compared to 42.1% in the previous year.

Depreciation and amortisation expenses for the year increased by 20.4% to C20,945 million as we continue to enhance our network coverage and ensure ubiquitous connectivity.

Consequently, EBIT for the year was C22,653 million, showing an increase of 29.3%. This resulted in a margin of 26.5%, compared to 24.7% in the previous year. Net finance costs atC6,691 million were higher by C1,441 million compared to previous year mainly due to lower interest & investment income in current year.

The profit before taxes and exceptional items amounted to C15,962 million, compared to C12,263 million for the previous year.

Exceptional gain (net of tax) during the year accounted for impact of C3,041 million.

After accounting for exceptional items and taxes, the net profit for the year ending March 31, 2025, was C14,936 million, compared to C5,044 million in the previous year.

The capital expenditure for the financial year ending March 31, 2025 was C14,730 million.

The following table shows a summary of sector specific key ratios:

Key Ratios Units FY 2024-25 FY 2023-24 Y-o-Y %
Capex Productivity % 63.84 56.55 7.3
Opex Productivity % 30.67 32.58 -1.9
Interest Coverage Ratio Times 7.23 6.23 1.0
Net Debt to Shareholders Equity Times 1.22 1.69 -0.47
EBITDA Margin % 51.15 49.24 1.9
Net Profit Margin % 17.47 7.11 10.4
Return on Shareholders Equity % 28.26 11.40 16.9

Liquidity & Funding and Ratings

As on March 31, 2025, the Company had cash and cash equivalents of C171 million and short-term investments of C739 million. During the year ended March 31, 2025, the Company generated operating free cash flow of C23,059 million. The net debt excluding lease obligations for the Company stands at C36,890 million as on March 31, 2025. The net debt for the Company including the impact of leases stood at C72,619 million as on March 31, 2025 compared to C78,273 Mn as on March 31, 2024. The Net Debt-EBITDA ratio including the impact of leases as on March 31, 2025 was at 1.66 times as compared to 2.24 times as on March 31, 2024. The Net Debt-EBITDAaL ratio excluding the impact of leases as on March 31, 2025 was at 0.98 times. The Net Debt-Equity ratio was at 1.22 times as on March 31, 2025 as compared to 1.69 times as on March 31, 2024.

The Company has prepaid C8,576 million to the Department of Telecom for the spectrum acquired in auction of year 2024. The Company has now fully prepaid all deferred liabilities pertaining to spectrum acquired in auction of year 2024.

The Company has redeemed 20,000 listed, unsecured non-convertible debentures of face value of C1 million each aggregating to C20,000 million with interest on April 30, 2024.

Segment-wise Performance Mobile Services

Overview

Our consistent performance is underpinned by three strategic pillars: acquiring quality customers, premiumising the portfolio and providing exceptional experiences. Our rural expansion, combined with investments in 5G technology and digital capabilities over the past few years, and an emphasis on customer experience have contributed to growth in our mobile services customer base. We continue to gain revenue market share, with strong momentum in data customer acquisition and leading ARPU growth, highlighting the success of our strategies and focus on delivering superior value and experience to our customers.

As of March 31, 2025, our customer base reached 28 million. Network usage minutes increased by 5% to 369 billion. The Company had 21.57 million data customers at the end of March 31, 2025, with 21.49 million being mobile smartphone users. Additionally, total network data usage grew by 27% to 6,238 petabytes.

During the year, revenues grew by 20.2% to C83,217 million, compared to C69,211 million in the previous year, due to a focus on acquiring quality customers and premiumisation. The segment experienced an increase in the EBITDA margin to 51.6%, from 49.4% in the previous year. Furthermore, the EBIT margin for the year rose to 27.0%, compared to 25.0% in the prior year.

The Company closed the year at 26,497 network towers, compared to 25,704 network towers in the last year. Mobile broadband base stations stood at 81,840 at the end of the year, compared to 79,835 at the end of last year.

Particulars FY 2024-25 FY 2023-24 Y-o-Y Growth
E Mn E Mn %
Gross Revenue 83,217 69,211 20.2%
EBIT 22,496 17,307 30.0%

Homes and Offices

Overview

Homes Business continue to accelerate rollouts on the back of innovative asset light local cable operator (LCO) partnership model, now present in 114 cities. Customer base stands at 448 thousand customers as compared to 305 thousand at the end of previous year. Over the past year, we expanded our operations by launching Airtel Fiber in 200+ new towns and enhancing our network footprint through extensive fiber rollouts across key urban centres. These efforts support the Governments Digital India vision and aim to drive inclusive digital growth.

Revenues from Homes services reached C2,521 million for the year ended March 31, 2025, up 22.4% from C2,059 million in the previous year. The EBITDA margin for the year stood at 32.0%.

FY 2024-25 FY 2023-24 Y-o-Y Growth
Particulars E Mn E Mn %
Gross revenue 2,521 2,059 22.4%
EBIT 156 205 -23.9%

Strengths

Leading player: The Company is among the leading mobile operator with strong revenue market share in the areas where it operates.

Premium brand: The Company offers services under the ‘Airtel brand, which is a well-known brand globally.

Service portfolio: The Company provides mobility, fixed line and Wi-Fi services (FTTH + FWA) in Rajasthan and the North East region.

Convergence play: The Company delivers comprehensive B2C offerings, including mobility and Wi-Fi. Attracting high value homes with a wide range of bundled offerings, in partnership with Bharti Airtel, including linear TV content and OTT apps with mobile and Wi-Fi.

Future ready network: Over the years, the Company has deployed an expansive digital network infrastructure and continuously expands it to meet the growing demand for connectivity and high-speed data. By leveraging digital tools and data science for end-to-end management of networks, Bharti Hexacom has simplified network complexity and brought in significant efficiencies.

Leverage from the parent: The Companys relationship with Bharti Airtel Limited yields significant synergies, including access to digital infrastructure, an experienced management team and more.

Strong balance sheet: The Company generated healthy operating cash flow despite capex intensive nature of the business. Consequently, it has a strong debt and rating profile.

Challenges

Supply chain limitations: Network and non-network deployments may face delays due to shortage of required materials, exacerbated by global disruptions which may lead to cost inflation.

Low tariffs: The telecom industry inherently requires sustained investments, which needs an appropriate pricing structure for long term financial stability.

5G monetisation: Despite substantial investments in spectrum and network rollout, monetising these investments is challenging in the absence of prominent use cases for customers; currently, 5G data is free for all post-paid customers and prepaid customers with unlimited packs starting from certain price points.

Opportunities

Industry structure: In an already consolidated industry in terms of operators, there remains growth potential as operating regions have relatively lower tele-density compared to the national average.

Tariff Improvement: Indias mobile ARPU is significantly lower than its global counterparts, despite having one of the highest data usage. Considering evolving customer needs and the continued need for investments in networks and technological advancements.

Smartphone penetration: Higher smartphone adoption presents opportunities for incremental revenue as customers transition from feature phones to smartphones.

Post-paid penetration: Post-paid customers constitute less than 6% of Indias total mobile customer base. Bharti Hexacoms family plan offerings and converged plans under Airtel Black have the potential to improve post-paid penetration and drive revenue growth.

Home broadband landscape: Fixed line penetration remains in low single digits in the Companys operating regions. Furthermore, growing demand for ultrafast internet and connected devices offers long-term growth opportunities.

Threats

Intense competition: The entry of disruptive players can lead to significant price erosion, adversely impacting the Companys profitability.

Adverse regulatory framework: Changes in regulations, policies that are unfavourable for the industry can affect the Companys operations. Political instability, which leads to economic uncertainty, can negatively impact business.

Currency exposures: Global macroeconomic uncertainties, trade tensions and commodity headwinds may pose a risk of currency fluctuations.

Pandemic/Disaster/War: Adverse situations such as war, civil unrest, natural disasters, pandemics or other unforeseen phenomena can disrupt the Companys operations.

Risk and Mitigation Framework

Risk management is embedded in Bharti Hexacoms operating framework. The Company believes that risk resilience is the key to achieve long term sustainable growth. To this effect, there is a robust framework in place to enable well-defined and institutionalised approach towards the risk management and lay down broad guidelines for timely identification, assessment, mitigation, monitoring and governance of key strategic risks including sectoral risk, privacy & data security risk, cybersecurity risk etc.

To have a sharper focus, the Company has constituted a Risk Management Committee to focus on risk management including determination of Companys risk appetite, risk tolerance, regular risk assessments and risk mitigation strategies (risk identification, risk quantification and risk evaluation) etc.

Key initiatives on risk management includes War on Waste programme, AI-driven customer engagement, network densification, and climate-proofing infrastructure. As data demand and competition increase, Bharti Hexacom prioritises network quality, digital transformation, and enhanced governance to create sustainable value.

Responsibility and Accountability

The Board of Directors: The Board of Directors is the apex body that reviews critical risks and deliberates and approves action plans to mitigate those risks effectively. The Board conducts an annual evaluation of Bharti Hexacoms risk management framework. This approach is complemented by periodical evaluation and assessment by the Risk Management Committee (RMC). The RMC formulates a detailed risk management policy and monitors its implementation. The Chief Risk Officer, while working closely with the RMC, independently conducts a complete review of the risk assessments and associated management action plans.

The Companys Management: The circle heads of Bharti Hexacoms businesses manage the strategic risks that may impact their operations. The management team draws on internal audit reports to identify risks and scans internal and external environments to ascertain developments that could pose material risks to the Company.

Operational Teams: The Executive Committees (EC) of Rajasthan and the North Eastern Telecommunication Circles manage risks at the operational level. The EC has representation from all functions, including central functions suchasfinance, supply chain, legal and regulatory and customer-facing functions such as Customer Service, Sales and Distribution and Networks. The Circle CEO is responsible for engaging with functional leaders and partnering with them to manage risks. They also identify risks and escalate them to the central teams for agreement on mitigation plans.

Risk Identification and Management Process

Environmental Scanning

Assess internal and external business environments for potential risks

Risk Classification

Categorise risks by probability, impact, and nature

Measurement Methodology

Establish objective methods to assess identified risks

Risk Prioritisation

List and prioritise key risks for focused management

Action Plan Development

Define detailed mitigation plans for key risks

Accountability Assignment

Assign responsible individuals and roles to implement mitigation plans

Resource Allocation

Approve necessary resources and budgets for risk management activities

Performance Monitoring

Review action plan progress, assess gross and net exposures, and initiate corrective measures

Governance Reporting

• Regularly report progress and exposures to the Board and the Audit/Risk Management Committees

• Escalate specific issues directly to the

Audit/Risk Management Committees

Top Risks

Regulatory and Political Uncertainties (Legal and Compliance)

Context

The Company majorly operates in Rajasthan and North-eastern regions. Some regions are prone to political instability, civil unrest and other social tensions.

Impact

Regulatory uncertainties and changes, including escalating spectrum prices, subscriber verification norms and penalties and SACFA (Standing Advisory Committee on Frequency Allocation) and EMF (Electromagnetic Field) norms , among others, are potential risks to the business.

Mitigating Actions

The Company proactively engages with key stakeholders in the states where it operates while continuously assessing the impact of the changing political and social scenario. It maintains cordial relationships with government authorities like TRAI (Telecom Regulatory Authority of India), USO (Universal Service Obligation), Municipal Pollution Control Boards and other stakeholders. The Circle CEOs carry direct accountability to maintain neutral government relations. The Company supports quality education across communities where the Bharti Airtel Foundation operates. The Company, along with its parent, Bharti Airtel Limited, works with industry bodies, including the Cellular Operators Association of India (COAI), Confederation of Indian Industry (CII), Associated Chambers of Commerce of India (ASSOCHAM), Global System for Mobile Communications Association (GSMA ), Internet Service Providers Association of India (ISPAI) and Federation of Indian Chambers of Commerce and Industry (FICCI), on espousing industry issues like penalties, right of way and tower sealing, among others. The Company keeps a close watch on compliance with applicable regulations and bylaws, besides ensuring that the operations of the Company are within the prescribed framework, and that a business continuity plan (BCP) is in place that can be implemented wherever required.

Capitals Impacted

• Manufactured capital

• Social and relationship capital

• Human capital

• Financial capital

Material Issues for the Company

• Regulatory and statutory compliance

• Corporate governance and business ethics

Economic Uncertainties (Operational)

Context

The Company focuses on growth opportunities in Rajasthan and North-Eastern regions, which are characterised by lower-than-average mobile penetration, low internet penetration and relatively lower per capita incomes.

Impact

Slowing economic growth tends to affect consumer spending and might cause a slowdown in the telecom sector. Supply chain disruptions due to geopolitical issues may hamper timely deployment and expansion.

Mitigating Actions

As a regional player with a presence across seven states, the Company has diversified its risks and opportunities across markets.

• The Company follows a prudent cash management policy, including currency hedging and regular upstreaming of surplus cash to minimise risks during challenging periods.

• Its supply chain strategy aims to ensure optimum and timely supplies through a comprehensive policy framework and various digital systems to manage global supply disruptions promptly, by collaborating with its long-term business partners. The Company is also increasing its reliance on indigenous manufactures to address this problem.

• The Companys pricing strategy, based on principles of mark-to-market, profitability and affordability, protects margins during cost inflation and maintains market share during market contraction.

Capital Impacted

• Financial capital

Material Issue for the Company

• Sustainable supply chain management

• Regulatory compliance

Poor Quality of Networks and Information Technology including redundancies and disaster recoveries (Operational)

Poor Quality

Context

Telecom networks are subject to risks of technical failures, partner failures, human errors, wilful acts or natural disasters. Equipment delays and failures, lack of spare parts, energy or fuel shortages, software errors, fiber cuts, lack of redundancy paths, weak disaster recovery and partner staff absenteeism, among others, could lead to disrupted services or network failure.

Impact

The Companys IT systems are critical to running its customer-facing and market-facing operations, besides running internal systems. In some geographies, the quality of last-mile IT connectivity is sometimes erratic or unreliable, which affects service delivery. The quality of IT staff and the ever-changing systems landscape also add risk to the quality and continuity of service.

Mitigating Actions

The Company operates a state-of-the-art Network Operations Centre (NOC) to monitor real-time network activity and take proactive action to ensure maximum network uptime. Network Planning is increasingly being done in-house to retain architecture control. The Company continuously addresses congestion, indoor coverage, call drops, data speed upgrades and other causes of network failure through systematic quality improvement programmes and by embedding redundancies. Internal checks help maintain network availability and quality, with Network Team performance being measured on network stability parameters, customer experience and competitor benchmarking. Disaster management guidelines and Network Recovery Plan (NRPs) are in place across all circles as per the Business Continuity Plan (BCP) guidelines. Spare management and repair processes are also streamlined to ensure no spare shortages.

The Company promotes infrastructure-sharing with other operators through partnerships across towers, fiber, very small aperture terminal (VSAT), data centres and outsourcing arrangements based on service-level agreements (SLAs). The Company has implemented redundancy plans for power outages, fiber cuts, VSAT breakdowns and so on through appropriate backups. Similar approaches are deployed for IT hardware and software capacities; internal IT architecture teams continuously reassess the effectiveness of IT systems.

Operational activities like alarm management, preventive maintenance, and acceptance testing are constantly automated with the vision of moving towards zero-touch operations.

The Company continuously removes single points of failure (SPOF) on fiber routes. Base station controllers

(BSCs), core nodes, interconnectivity, and signalling links are being shifted on the multiprotocol label switching (MPLS) network to improve transport resiliency.

The Company continues to work towards climate-proofing the infrastructure by building geographical redundancies and resilience, creating multiple fiber paths for critical sites and strengthening tower infrastructure in cyclone and flood-prone regions.

Capitals Impacted

• Manufactured capital

• Intellectual capital

• Social and relationship capital

• Natural capital

Material Issue for the Company

• Network quality, expansion and satisfaction

Fiercely Competitive Battleground (Operational)

Context

The market remains competitive in the acquisition space, with all operators trying to garner quality, high-value customers for their networks. Competition is steadily advancing in 5G and broadband, with growing investments in network rollout, new access technologies, and digital services to enhance customer experience and differentiation.

Impact

Focusing on cross-selling to gain a higher wallet share will still play a major role. Understanding changing needs to win and keep high-value homes has now become important. A high-quality network and unique product offerings are the key factors that influence customers when selecting a network. It is also important to stand out with unique digital services and keep up with the latest tech innovations.

Mitigating Actions

Personalised recommendations catering to the everyday evolving needs of the consumer become critical. To address this, the Company focuses on AI/ML-based systems offering personalised recommendations. With an omni-channel network powered by client lifecycle management (CLM), we ensure the right product reaches the right customer.

With growing competition, one crucial factor will be the choice of network. To achieve this, the Company is working towards building differentiation with innovations for customer safety (Spam Protection), unlimited 5G for high-value customers, solving for network quality with the proper tooling, and improving customer experience with seamless digital journeys.

There has been a strong focus on expanding the Wi-Fi customer base post-unlock through fixed wireless access

(FWA), along with launching tech-driven innovations like IPTV, supported by differentiated content offerings, with the agenda of attracting high-value customers and improving customer loyalty.

Capitals Impacted

• Intellectual capital

• Social and relationship capital

• Financial capital

Material Issue for the Company

• Innovation of products and services

• Enhancing customer experience and satisfaction

Increase in Cost Structures ahead of Revenues, thereby impacting Liquidity (Operational/ Strategic)

Context

Cost structures have been increasing due to both volume (new site rollouts, capacity) and/or rate increases (inflation, wage hikes, energy, and more).

Impact

This may pressure margins and cash flows, leading to a debt burden (leverage). Investment in the network to ensure quality of service, spending on distribution and world-class customer service are expected to continue.

Mitigating Actions

The Company has institutionalised the War on Waste (WoW) programme, an enterprise-wide cost-reduction programme. All functions/business units target cost reductions and cost efficiencies for operating and capital expenses. The Company continues to focus on capex optimisation through various programmes like tower-sharing and entering long-term contracts with strategic partners for better pricing. Digitisation and automation with significant programmes on self-care, paperless acquisition, e-bill penetration, online recharge, transitioning to green energy sources, indoor-to-outdoor conversion, eco-friendly and cost-effective SIM cards, AI/ML-based energy savings and digital customer interactions are continuously monitored through the WoW initiatives. The Company has strategically managed debt composition and quantum to keep leverage under acceptable levels.

Capital Impacted

• Financial capital

Material Issues for the Company

• Innovation in product and services

• Network quality, expansion and transformation

Gaps in prevention of data loss (Operational)

Context

Personal data refers to any information about an individual that can be used to identify them. In the online environment, where vast amounts of personal data are shared and transferred around the globe instantaneously, it is increasingly complex for people to maintain control of their personal information. Data protection refers to the practices and safeguards put in place to protect personal information, that ensure an individual can decide if, how, and with whom they share their information, who has access to it, for how long and for what purpose, while retaining the right to modify and control the flow of this information. Data protection must balance using personal data for business purposes and ensuring compliance with applicable data privacy regulations.

Impact

Several countries have passed data privacy regulations, most notably the European Union, which passed the General Data Protection Regulation (GDPR) in 2018. India also passed the Digital Personal Data Protection Act in August 2023. The Company has already initiated its efforts to ensure compliance with the Act.

Mitigating Actions

The Companys privacy policy ensures that personal data collected by the company is processed, retained, shared, and disposed of in accordance with the applicable data privacy regulations and contractual obligations. The Data Loss Prevention (DLP) strategy has been designed to protect information at their most vulnerable points, i.e., at the endpoint, at the web layer, and at the email layer. All endpoints are equipped with specialised DLP software, which helps monitor various channels for potential data leaks, triggering an alert if this happens and sounding off for a potential incident investigation. Similar solutions are deployed at the email and web gateway. A centralised monitoring team reviews the alerts and tracks the incidents till closure in a time-bound manner. Monthly reviews of all incidents and their closure enable the organisation to refine policies. The Company continuously explores new and innovative technologies to further strengthen data security.

Capitals Impacted

• Human capital

• Intellectual capital

• Social and relationship capital

Material Issues for the Company

• Information security and customer data privacy

Inability to provide High Quality Network Experience with Exponential Growth in Data Demand (Strategic)

Context

To keep pace with rising customer data demand and ensure competitive parity in traffic, telecom companies are required to invest heavily in building data capacities and expanding broadband coverage.

Impact

Customers looking for a seamless mobile internet experience that is technology agnostic. Failure to keep up may result in customers moving to competitors networks.

Mitigating Actions

In FY 2024-25, the Company aggressively densified its network by deploying small cells, Massive multiple-input multiple-output (MIMO), and new macro sites across high-traffic urban zones to enhance spectral efficiency.

This initiative was supported by a substantial backhaul upgrade. The Company also expanded its fiber-to-the-home (FTTH) footprint by adding 4 lakhs home passes, leveraging both its infrastructure and that of local cable operators (LCOs). On the spectrum front, the Company acquired 15 MHz and completed refarming to maximise spectrum utilisation through carrier aggregation and dynamic spectrum sharing. Deployment across geographies reflected this push continuous investment in new 4G sites, with a significant chunk of them in rural areas and more than 2,000 new 5G sites rolled out during the year.

Capitals Impacted

• Financial capital

• Manufactured capital

• Social and relationship capital

Material Issues for the Company

• Innovation in product and services

• Enhancing customer experience and satisfaction

Gaps in Internal Controls (Financial and Non-financial) (Operational)

Context

The Company manages its networks substantial voice and data traffic transmission. It also regularly accounts for and manages high volumes of financial transactions.

Impact

Gaps in internal controls and/or process compliance not only lead to waste, fraud and losses but can also adversely impact the Companys brand. Any gaps in compliance with laws, regulations or contractual obligations may result in penal consequences, work disruptions or reputational damage.

Mitigating Actions

The Company proactively ensures compliance with all accounting, legal and regulatory requirements, with meticulous monitoring across operations. Substantial investments in IT systems and automated workflow processes help minimise human errors.

Besides internal audits, self-validation of checklists and compliances along with a ‘maker-checker system, help identify and rectify deviations early. A ‘Compliance Tool, owned by respective function heads and overseen by the Compliance team, tracks function-wise external compliances. Internal Financial Controls are tested by the Risk and Compliance Team, which ensures that adequate tools, procedures and policies are in place to support orderly and efficient operations, policy adherence, asset protection, and fraud and error detection. The Corporate Financial Reporting team ensures the accuracy of reports and timely and reliable financial reporting.

Capitals Impacted

• Financial capital

• Manufactured capital

• Social and relationship capital

• Intellectual capital

• Human capital

• Natural capital

Material Issue for the Company

• Corporate governance and business ethics

Lack of Digitisation and Innovations (Strategic)

Context

The telecom sector is undergoing rapid digital transformation, with technology deciding the competitive edge beyond basic connectivity. Customer expectations now include digital content, apps, and mobile financial services. With a growing demand for digital content, apps and mobile financial services, customer expectations have shifted. AI-powered solutions, ultra-low-latency edge solutions, innovative digital tools for everyday tasks, sovereignty needs, software-as-a-service (SaaS) and other platform-based products are rapidly evolving. With the advent of Generative AI, it is evident how quickly technological evolution impacts existing functionalities, potentially rendering existing infrastructure obsolete and making agility critical.

Impact

Internal business processes need to quickly adopt digital transformation to cater to changing customer needs. A slower pace of internal transformation could prevent a company from keeping up with fast-changing customer preferences and requirements.

Mitigating Actions

Digitisation for customers remains a key focus for the Company, powered by an agile, innovation-driven operating model. To enable purposeful and impactful digital transformation, the Company has developed strong organisational capability to attract, retain and develop talent at par with digital native firms.

The Companys digital strategy of has three key pillars:

• Launch of new products with a digital-first approach, ensuring consistent and seamless experience across touchpoints

• Simplify customers lifecycle with self-service and omnichannel capabilities

• Make the core of business digital to improve experience and efficiency

Capitals Impacted

• Financial capital

• Manufactured capital

• Social and relationship capital

• Intellectual capital

• Human capital

Material Issue for the Company

• Digital inclusion and enhanced access to ICT

Climate Change and Energy Management (Strategic)

Context

Natural disasters have severely impacted livelihoods and infrastructure, including that of telecom. Telecommunication plays a pivotal role at each stage of disaster management, from early warning and mitigation to response, extending to post-disaster recovery and rehabilitation.

Impact

Climate-related risks may degrade telecom infrastructure, adversely affect service availability and quality, increase business costs, impact maintenance and repair operations and pose health and safety risks to personnel.

Mitigating Actions

The Company has devised a climate-proof plan to build resilient infrastructure, including re-engineering of telecom infrastructure.

Design Criteria for Flood-prone Areas

• Adopt lean tower designs with elevated platform foundations (EPF) at 3-5 metres in areas prone to heavy flooding, especially near riverbanks or dam discharge zones

• Installation of equipment preferably at elevated areas

• Maintain higher plinth levels in coastal and flood-prone areas

• Ensure ToCo partners build site based on historical flood data and Central Water Commission (CWC) reports and maintain appropriate plinth height (2 metres)

• Relocate passive infrastructure from ground level to flood-prone areas raisedplatformsin

• Develop secure and elevated access pathways to passive infrastructure in low-lying areas

• Relocate active infrastructure above recorded flood levels in flood-prone areas

• Use flood-resistant building materials to implement swales and efficient drainage systems

• Deploy early flood warning systems

• Retrofit critical infrastructure or assets vulnerable to flooding (e.g., electrical equipment)

Design Criteria for Water-scarce Areas

• Put in place blue roofs, rainwater harvesting and reuse, greywater recycling and wastewater heat recovery systems

• Install water efficient fixtures and appliances

• Implement leak detection systems and conduct regular inspections

Design Criteria for Cyclone- and Wind-prone Areas

• Consider factor of safety (as per IS codes) while designing telecom infrastructure

• Undertake periodic check-ups and maintenance of mechanical parts

• Remove Cells on Wheels (COW), microwave and unsafe towers from coastal belts and build permanent structures

• Install RRUs behind base station antenna to reduce wind exposure area

• Avoid microwave of >1.2 metre diameter

• Install microwave with supporting rod to avoid misalignment

• Install V-clamp instead of U-clamp for improved grip

• Undertake tower loading in terms of antennas and other equipment loads as per design document

• Carry out regular preventive maintenance and health check-up for active and passive infrastructure

• Design the base for roof top tower (RTT) adequately in order to transfer the tower load onto the buildings reinforced cement grid (RCC) grid, ensuring compliance with relevant Indian Standard (IS) codes

• Design towers as per provisions of the latest Bureau of Indian Standards (BIS) codes of practice governing the design to ensure safety of towers during any disaster

• Obtain a structural safety certificate from a qualified structural engineer

Temperature-related Design Criteria

• Put in place white roofs or use light/highly reflective colours to bounce back solar radiation and reduce heat absorption

• Incorporate green roofs and vegetation to improve buildings insulation and aid heat dissipation

• Improve glazing performance and install blinds/fixed external shading devices

• Use heat-resistant materials

Capitals Impacted

• Social and relationship capital

• Natural capital

• Financial capital

Material Issues for the Company

• Climate change and energy management

• Sustainable supply chain management

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