Jio Platforms Ltd Management Discussions

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The following discussion is intended to convey the managements perspective on our financial condition and results of operations for Fiscals 2026, 2025, and 2024. This section should be read together with "Risk Factors", "Industry Overview", "Our Business", and "Restated Consolidated Financial Information" on pages 29, 137, 178 and 279, respectively. Unless otherwise stated or the context requires otherwise, the financial information in this section has been derived from the Restated Consolidated Financial Information. Our financial year ends on March 31 of each year. Accordingly, references to "Fiscal 2026", "Fiscal 2025" and "Fiscal 2024" are to the 12-month period ended March 31 of the relevant year.

This section contains certain forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements because of certain factors, such as the risks set forth in the chapters entitled "Risk Factors" and "Forward-Looking Statements" on pages 29 and 28, respectively. The Restated Consolidated Financial Information is prepared in accordance with the recognition and measurement principles of Indian Accounting Standard (Ind AS), specified under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, 2015 and the other accounting principles generally accepted in India. Ind AS differs in certain respects from IFRS and U.S. GAAP and other accounting principles with which prospective investors may be familiar. Please also see "Risk Factors - Risks Relating to India - Significant differences exist between Ind AS and other accounting principles, such as IFRS and U.S. GAAP, which may be material to investors assessment of our financial condition " on page 59.

Unless otherwise indicated, industry and market data used in this section have been derivedfrom the report titled "Overview of digital connectivity and digital services markets" dated June 16, 2026, prepared and issued by Analysys Mason India Private Limited ("Analysys Mason Report"), which has been commissioned and paid for by us exclusively in connection with the Issue for the purposes of understanding the industry in which we operate. The Analysys Mason Report will form part of the material documents for inspection, and a copy of the Analysys Mason Report is available on the website of the Company at www.jio.com/about/investor-relations/. The data included herein include excerpts from the Analysys Mason Report and such excerpts may have been re-ordered by us for the purposes of presentation. There are no parts, data or information which may be relevant for the proposed Issue, from the Analysys Mason Report, that have been left out or changed in any manner. Unless otherwise indicated, all financial, operational, industry and other related information derived from the Analysys Mason Report and included herein with respect to any particular year, refers to such information for the relevant calendar year. For further details, please see "Risk Factors - We have paid for and commissioned from Analysys Mason an industry report ("Analysys Mason Report"). Information relating to the digital connectivity and services industry in this Draft Red Herring Prospectus has been obtainedfrom this Analysys Mason Report. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate" and "Industry Overview" on pages 52 and 137, respectively.

Unless the context otherwise indicates or implies or unless otherwise specified, references to "Reliance Group " in this section refer to the Promoter together with its subsidiaries, joint ventures and associates, on a consolidated basis.

Overview

We are a technology platform, built on proprietary digital technology and pan-India digital connectivity as its foundational layer, purpose-built to drive the digital transformation in India by democratising access to digital connectivity and digital services. Jio Platforms digital connectivity forms the fundamental pillar of Indias growing digital economy, which is expected to reach $1.4 trillion (Rs125.8 trillion) by Fiscal 2031, as per the Analysys Mason Report. Our Subsidiary, Reliance Jio Infocomm Limited ("RJIL"), served 524.4 million customers in India, as of March 31, 2026. A combination of mobile, fixed broadband and digital services across a unified platform, together with data and customer personalisation, positions us as a comprehensive digital gateway through which a significant proportion of Indian customers are able to access the internet, digital services and emerging technologies, including artificial intelligence ("AI").

Our platform is built on core pillars of proprietary technology and phygital78 distribution capabilities enabling us to provide seamless connectivity and digital services to our customers. We have vertically integrated technology capabilities across network, device engineering, software and operating systems, and digital applications. The combination of phygital presence and technology stack allows us to understand our customer requirements by unifying data from various touchpoints and deliver personalised products and solutions. As a result, we are able to deliver transformative digital connectivity at scale, while providing a consistent and superior customer experience. Further, we leverage our deep customer insights to design and deliver targeted offerings tailored to consumer needs and preferences, driving enhanced customer engagement and satisfaction. Our nation-scale phygital reach supports rapid delivery of digital services to our customer base and drives swift adoption. Since our launch in 2016, we have followed a deliberate strategy of offering a wide suite of digital services with digital connectivity as an enabler of seamless access to digital services.

Our financial performance should be evaluated in the context of our positioning as a technology platform. Our platform creates multiple monetisation layers from our comprehensive portfolio of offerings across digital connectivity and digital services, including entertainment, cloud, managed services, IoT and CPaaS. This multilayered revenue architecture, combined with our proprietary technology stack and vertically integrated cost structure, underpins our EBITDA margins.

Principal Factors Affecting our Financial Condition and Results of Operations

Large base of increasing customers with growing engagement

Our large customer base generates recurring revenues for our platform and our market leadership helps us capitalise network effects by delivering superior customer experience to our customers. As of March 31, 2026, RJIL had a customer base of 524.4 million. We continue to enhance the quality of our digital services and expand our offerings to our customers to deliver consistent customer growth at scale. For example, during Fiscal 2026, 36.2 million customers were added on a net basis.

Key drivers for our growing customer base are as follows:

• Launch of Jio 5G in Fiscal 2023 led to many of our existing customers adopting 5G and new consumers subscribing to our 5G offering for a differentiated 5G value proposition and experience. For Fiscal 2026, our 5G customer base grew by 77.6 million. The growth of our 5G customer base for the Fiscals is demonstrated below.

• Launch of our entry-level, smart feature-phone JioBharat in 2023, which is designed and engineered by us and sold by Reliance Retail Limited, accelerated the transition of existing 2G network feature phone users to our 4G network.

• Launch of JioAirFiber in Fiscal 2024 accelerated our fixed broadband customer growth. Since the launch of our JioAirFiber services, our fixed broadband customers have increased from 11.2 million as of March 31, 2024, to 27.1 million as of March 31, 2026. We captured 67.56% of Indias net fixed broadband customer additions for Fiscal 2026, as per the Analysys Mason Report. As of March 31, 2026, we had 12.9 million JioAirFiber customers.

Our continuous efforts to increase value proposition to users through integrating content with other digital services have also enabled us to increase the average revenue per user ("ARPU"). See " - Increase in ARPU on page 385.

During the quarter ended March 31, 2026, per capita data consumption reached 42.3 GB per month from 33.6 GB per month during the quarter ended March 31, 2025. Our strategy focuses on creating a virtuous cycle of engagement and monetisation, where higher usage drives adoption of additional services, reinforcing customer stickiness and lifetime value for our customers. We are also able to effectively integrate digital services with our digital connectivity subscription plans and launch new products and services, which continues to drive customer growth and engagement.

Increase in ARPU

Our ARPU has consistently increased from Fiscal 2024 to Fiscal 2026, due to a combination of factors such as,

(i) industry-wide tariff increase, as per the Analysys Mason Report, including in the second quarter of Fiscal 2025;

(ii) higher consumer engagement on our platform, as we are able to offer them high quality connectivity and a wide suite of digital services; and (iii) consumers willingness to upgrade to higher data allowance packs as they perceive more value in such plans as reflected in the ARPU increase between March 2025 and March 2026. These plans include features such as unlimited 5G data allowance, access to integrated over-the-top ("OTT") content and digital services, such as those featuring JioHotstar, which includes seasonal live-sports events and new content releases. Additional features in our plans encourage consumers to upgrade and recharge at higher denominations, while integrated benefits reduce customer churn. In Fiscal 2026, our ARPU increased by 3.78% to Rs214.0. The increase in our ARPU is further demonstrated below.

Note:

(1) ARPU refers to the average monthly revenue generated from each customer, calculated by dividing total revenue from operations of the licensed entity, i.e., RJIL for the exit quarter of the reference period, by the average number of customers for the same exit quarter, divided by three.

Network cost efficiencies

We have made significant investments in developing proprietary technology and creating a future-proof network. We created our network for pan-India deployment which is backed by long-term contracts with passive network infrastructure service providers that provide predictability in our costs even as we scale our operations. Further, we have brought in operating leverage in our network operations, by leveraging technology and process automation leading to optimisation of repairs and maintenance cost. The sustained decrease in our network operating expenses as a percentage of our revenue from operations is demonstrated in the chart below.

Sustainable and long-term competitive advantages arising from investments in our technologies and network

Our technology roadmap reflects a deliberate strategy to invest ahead of industry cycles, ensuring leadership across digital connectivity and digital services. We have built end-to-end in-house capabilities spanning network, device engineering, operating systems, software and applications. Our Cash Capex as a percentage of our revenue from operations decreased from 34.53% in Fiscal 2025 to 23.27% in Fiscal 2026, and the general trend of decrease is further shown in the chart below.

Note:

(1) Cash Capex refers to the cash outflow towards expenditure for property, plant and equipment, spectrum and other intangible assets less proceeds from disposal of property, plant and equipment and other intangible assets. See " — Non-GAAP Measures " on page 393 for further details.

Our Fiscal 2024 Cash Capex was higher than the subsequent Fiscals as we invested to develop our standalone 5G network and build our Radio Access Network. These investments were essential to establish a robust infrastructure backbone to offer a differentiated 5G experience to our customers and accelerate fixed wireless access ("FWA") roll-out. As a result of these investments, our 5G subscriber base was 268.5 million and the JioAirFiber subscriber base was 12.9 million as of March 31, 2026. In Fiscal 2026, ~60% of Indias wireless data traffic was on our network, and as of March 31, 2026, we were the leader in digital connectivity in India with ~1.4 times the 4G+5G subscribers of the second player in India, as per the Analysys Mason Report. This positions us well to take advantage of consumers continuing to transition from 4G network to 5G network in India.

Our EBITDA less Cash Capex conversion surged from 2.64% in Fiscal 2024 to 55.17% in Fiscal 2026. This expansion underscores significant operating leverage, as we are now effectively benefiting from the returns of our prior capital intensive investment cycle. For more information, see " - Non-GAAP Measures - EBITDA less Cash Capex" on page 395.

Support from the Reliance Group

Our results of operations are significantly influenced by the scale and scope and ongoing support of the Reliance Group. We, directly or through our Subsidiaries, have various non-exclusive, long-term agreements with the Promoter and its subsidiaries (primarily Reliance Retail Limited) that underpin critical aspects of our operating model, service delivery and customer acquisition.

• With the Promoter, we maintain arrangements pursuant to which we, through RJIL, avail project execution services on an EPC basis, including erection, commissioning and installation services, and offer Managed IT services. We also receive business support services from the Promoter, including access to data centres, network infrastructure, human resources and back-office support, among others. The scope, pricing, and utilisation of these services affect both our revenue generation and our operating costs.

• Reliance Retail Limited is the sole distributor of our pre-paid connectivity services under a long-term master distribution agreement. The revenue from our pre-paid connectivity services constituted 77.08% of our consolidated revenue from operations for Fiscal 2026. We sell recharge vouchers on a principal to principal basis to Reliance Retail Limited, which in turn distributes to consumers through its network of distributors, retail outlets, online and other channels. Reliance Retail Limited also provides channel distribution, marketing and promotional activities, including consumer acquisition and KYC, payment collection and related support. Leveraging Reliance Retail Limiteds scale offers significant reach and efficiency benefits; however, the concentration of distribution and customer acquisition through this channel contributes materially to our revenue profile.

Changes in the terms of these agreements, the performance or strategic priorities of the Reliance Group, or the availability, pricing or quality of the services provided to or by us may influence customer growth, churn, distribution effectiveness, operating costs, selling and distribution expenses and overall profitability. While alternatives for distribution and certain support services exist, transitioning to or scaling alternative arrangements may require time and incremental investment. The continued support and cooperation of the Reliance Group is an important enabler of our growth, service quality and innovation.

For further information on our related party transactions, see "Restated Consolidated Financial Information - Note 36 - Related Party Disclosures, "Summary of Related Party Transactions" and "Risk Factors - We have entered into various agreements with the Promoter, Reliance Retail Limited and other Reliance Group entities for various aspects of our business. Any disruption in the services under these agreements could have an adverse impact on our business, financial condition and results of operations " on pages 332, 71 and 32, respectively.

Licences and regulations

Our industry in India is regulated by the Telecom Regulatory Authority of India (" TRAI") and is subject to the supervision of the Department of Telecommunication ("DoT"), which, among other things, regulates licensing, spectrum management and allotment, network roll out, interconnect usage charges and infrastructure sharing. We have a unified licence and hold spectrum holding across low, mid and high bands, for operating our digital connectivity services. As of March 31, 2026, our spectrum holding was 26,800.8 MHz, which had a remaining average life of 16.0 years.

The timing, cost and terms of licence renewals and spectrum acquisitions, as well as changes in regulatory policies relating to interconnection, quality of service, infrastructure sharing and roll-out requirements, can affect our revenue mix, customer growth, operating costs, capital expenditure and cash flows. As technologies evolve, and consistent with our plans, we may invest in additional spectrum or adjust our network deployment to comply with new regulations and policies. The pace, pricing and availability of spectrum, and the regulatory approach to tariffs and interconnection, may therefore influence our margins and returns on investment over time.

Competitive landscape

Our results of operations are influenced by the intensity and evolution of competition across digital connectivity and adjacent digital services in India. We have been the most critical enabler of digital adoption in India by making access to digital services ubiquitous through our digital connectivity network. We have pioneered digital connectivity and digital service technologies such as 4G VoLTE, standalone 5G and FWA. We are the market leader, holding a 49.95% market share in wireless broadband and a 42.60% market share in overall fixed broadband as of March 31, 2026. (Source: Analysys Mason Report)

We operate in a competitive market that includes digital connectivity, fixed broadband providers and digital service platforms. Competition is influenced by new entrants, infrastructure and spectrum sharing, and continued industry consolidation. To remain competitive, we plan to keep investing in our integrated digital experiences, network performance, new technologies and products to transform digital connectivity and services at home, and expansion into new geographies.

Key components of our results of operations

Income

Revenue from operations

The following table provides a breakdown of our revenue from operations for the Fiscals indicated:

Particulars Fiscal
2026 2025 2024
(in Rs million)
Value of sales 31,823 11,829 11,119
Value of services 1,691,349 1,490,873 1,274,094
Total 1,723,172 1,502,702 1,285,213
Less: GST recovered (254,319) (220,518) (189,632)
Revenue from operations 1,468,853 1,282,184 1,095,581

Other income

Other income primarily includes (i) interest income from investments and bank deposits; (ii) realised and unrealised gains on financial assets; and (iii) other non-operating income.

Expenses

Our major expenses include network operating expenses, licence fees/ spectrum charges, depreciation and amortisation expense, finance costs, and other expenses. We also incur employee benefits expense, selling and distribution expenses and access charges.

• Network Operating Expenses. refers to expenses incurred for the operation of our mobile and fixed

broadband networks. This includes rent and service charges paid to passive infrastructure tower operators, power and fuel costs, fibre usage charges, repairs and maintenance costs, annual maintenance

cost and other network costs.

• Access Charges. refers to interconnection usage charges ("IUC") paid to third-party service providers, international long-distance voice transit traffic, international long distance voice termination cost and SMS termination charges.

• Licence fees/ spectrum charges. refers to licence fees and spectrum charges paid to the DoT on a quarterly basis. Licence fee is calculated as a percentage of our revenue in each licence service area (" LSA") adjusted for non-telecom revenue and certain pass-through interconnect usage charges. Spectrum charges are a weighted average charge across all spectrum bands held in a telecom circle for auctioned spectrum. For administratively allocated spectrum, these are set at a pre-specified rate as declared by the DoT from time-to-time.

• Employee Benefits Expense. includes salaries and wages paid to our employees, contributions to provident and other funds and staff welfare expenses.

• Selling and Distribution Expenses. consists of advertisement and marketing expenses and other selling and distribution expenses that we incur for customer acquisition, including costs that are amortised over the average life of customers on our network which is determined based on customer churn.

• Finance Costs. primarily consists of interest expenses on our borrowings, interest on deferred payment liabilities and interest on lease liabilities.

• Depreciation and Amortisation Expense. primarily consists of depreciation on property, plant and equipment, right-of-use assets, and amortisation of spectrum and other intangible assets.

• Other Expenses. Major components of other expenses include:

o Professional Fees. refers to charges for the usage of data centres, business support services and consultancy services.

o Content Charges. refers to charges for the provision of entertainment services that are integrated with our subscription plans.

o Rent. primarily relates to rental expense for customer premises equipment, which provides fixed broadband services, paid to third-party equipment suppliers.

o Subscription Fee. refers to charges for the usage of cloud computing, content delivery network and other software services provided by third-party platforms. These services are used either for captive purposes or as part of our Managed IT stack for our enterprise customers.

o General expenses. refers to costs for business support functions, facility usage charges, administrative costs such as security, vehicle hire charges, among others.

o Other repairs. refers to operations and maintenance costs and charges paid to non-network software and hardware service providers.

Results of Operations

The following table sets forth select financial data from our Restated Consolidated Statement of Profit and Loss for Fiscals 2026, 2025 and 2024, the components of which are also expressed as a percentage of total income for such Fiscals.

Fiscal
Particulars 2026 2025 2024
(in f million) (% of total income) (in f million) (% of total income) (in f million) (% of total income)
Income
Revenue from Operations 1,468,853 98.08% 1,282,184 99.14% 1,095,581 99.44%
Other Income 28,738 1.92% 11,146 0.86% 6,173 0.56%
Total Income (A) 1,497,591 100.00% 1,293,330 100.00% 1,101,754 100.00%

Expenses

Fiscal
Particulars 2026 2025 2024
(in f million) (% of total income) (in f million) (% of total income) (in f million) (% of total income)
Network Operating Expenses 344,924 23.03% 333,546 25.79% 303,377 27.54%
Access Charges 16,369 1.09% 12,810 0.99% 10,662 0.97%
Licence Fees/ Spectrum Charges 117,104 7.82% 104,953 8.11% 92,134 8.36%
Employee Benefits Expense 66,487 4.44% 62,079 4.80% 53,823 4.89%
Finance Costs 86,534 5.78% 49,051 3.79% 40,476 3.67%
Depreciation and Amortisation Expense 272,489 18.20% 241,376 18.66% 221,031 20.06%
Selling and Distribution Expenses 45,648 3.05% 36,950 2.86% 25,454 2.31%
Other Expenses 144,505 9.65% 101,292 7.83% 66,717 6.06%
Total Expenses (B) 1,094,060 73.05% 942,057 72.84% 813,674 73.85%
Profit Before Share of
Profit/(Loss) of Associate/ Joint Venture and Tax (C = A - B) 403,531 26.95% 351,273 27.16% 288,080 26.15%
Tax Expenses
Current Tax (D) 1,180 0.08% 838 0.06% 702 0.06%
Deferred tax (E) 101,824 6.80% 89,232 6.90% 73,038 6.63%
Profit After Tax (F=C-D- E) 300,527 20.07% 261,203 20.20% 214,340 19.45%
Share of Profit/ (Loss) of Associate and Joint Venture (G) (36) (0.00)% (113) (0.01%) (108) (0.01%)
Profit for the year (H = F+ _G) 300,491 20.06% 261,090 20.19% 214,232 19.44%

Fiscal 2026 compared to Fiscal 2025 Income

Revenue from operations

Our revenue from operations increased by 14.56% to Rs1,468,853 million in Fiscal 2026 from Rs1,282,184 million in Fiscal 2025. This increase was primarily due to an increase in the number of customers availing our services as well as an increase in ARPU. Our customer base increased from 488.2 million as of March 31, 2025, to 524.4 million as of March 31, 2026, and our ARPU increased from Rs206.2 during the three months ended March 31, 2025, to Rs214.0 during the three months ended March 31, 2026, primarily due to an increasing mix of 5G and fixed broadband customers and higher data consumption per customer. For more details, see " - Principal Factors Affecting our Financial Condition and Results of Operations - Increase in ARPU on page 385.

Other income

Our other income increased by 157.83% to Rs28,738 million in Fiscal 2026 from ^11,146 million in Fiscal 2025, which was primarily due to an increase in interest income from investments and bank deposits.

Expenses

Network Operating Expenses

Our network operating expenses increased by 3.41% to Rs344,924 million in Fiscal 2026 from Rs333,546 million in Fiscal 2025, which was primarily due to an increase in network equipment repair and maintenance cost, an increase in fibre usage charges, and an increase in power and fuel costs, as well as an annual escalation under our contracts with network partners. The increase was partially offset by a decrease in tower rent/ service charges recognised under network operating expenses.

Access Charges

Our access charges increased by 27.78% to Rs16,369 million in Fiscal 2026 from Rs12,810 million in Fiscal 2025,

which was primarily due to an increase in IUC paid to service providers, international long-distance voice transit traffic and SMS termination charges. The increase in these charges was due to an increase in our customer base, contributing to the related increases in voice traffic and SMS.

Licence Fees/ Spectrum Charges

Our licence fees/ spectrum charges increased by 11.58% to Rs117,104 million in Fiscal 2026 from Rs104,953 million in Fiscal 2025, which was primarily due to an increase in fees and charges paid to DoT in line with an increase in our revenue from operations.

Employee Benefits Expense

Our employee benefits expense increased by 7.10% to Rs66,487 million in Fiscal 2026 from Rs62,079 million in Fiscal 2025, primarily due to an increase in salaries and wages paid to employees driven by an increase in annual increments provided to employees and recognition of incremental liability pertaining to our employees with the introduction of new labour codes in India.

Finance Costs

Our finance costs increased by 76.42% to Rs86,534 million in Fiscal 2026 from Rs49,051 million in Fiscal 2025. The increase was on account of recognition of interest costs, pertaining to deferred payment liabilities and borrowings in relation to 5G assets, a portion of which was capitalised in the quarter ended March 31, 2025, as finance costs. Further, the interest on lease liabilities increased in Fiscal 2026, when compared to Fiscal 2025, due to an increase in our leased assets as of March 31, 2026.

Depreciation and Amortisation Expense

Our depreciation and amortisation expense increased by 12.89% to Rs272,489 million in Fiscal 2026 from Rs241,376 million in Fiscal 2025, reflecting an increase in our property, plant and equipment, and intangible assets. Further, a portion of our 5G assets were capitalised in the quarter ended March 31, 2025, resulting in an increase in depreciation and amortisation.

Selling and Distribution Expenses

Our selling and distribution expenses increased by 23.54% to Rs45,648 million in Fiscal 2026 from Rs36,950 million in Fiscal 2025, primarily due to an increase in customer acquisition costs in line with an increase of our customer base and the continued amortisation of our customer acquisition costs as described above.

Other Expenses

Our other expenses increased by 42.66% to Rs144,505 million in Fiscal 2026 from Rs101,292 million in Fiscal 2025, primarily due to the following reasons:

• Professional Fees. Professional fees expenses increased by 19.68% to Rs31,453 million in Fiscal 2026 from Rs26,280 million in Fiscal 2025, reflecting the expansion of our operations and the consequential increase in the utilisation of data centres and manpower required for our fixed broadband installations.

• Rent. Rent increased by 106.30% to Rs39,065 million in Fiscal 2026 from Rs18,936 million in Fiscal 2025 primarily due to higher rental expense for customer premises equipment as the fixed broadband subscriber base increased during Fiscal 2026, pursuant to the ramp up of our 5G FWA and 5G UBR fixed broadband offerings.

• General Expenses. General expenses increased by 25.35% to Rs18,680 million in Fiscal 2026 from Rs14,902 million in Fiscal 2025, primarily due to an increase in our business support expenses for our operations.

• Subscription Fee. Subscription fee increased by 27.09% to Rs18,501 million in Fiscal 2026 from Rs14,557 million in Fiscal 2025, primarily due to an increase in subscription fees paid to third-party cloud service providers.

• Content Charges. Content charges increased by 89.53% to Rs17,348 million in Fiscal 2026 from ^9,153 million in Fiscal 2025, primarily due to an increase in JioAirFiber subscriptions, increase in partnerships

with content providers, and integrating additional content on our platform with our mobility and fixed broadband services.

Tax Expenses

Our total tax expenses increased by 14.36% to Rs103,004 million in Fiscal 2026 from Rs90,070 million in Fiscal 2025, in line with an increase in profits.

Profit for the Year

As a result of the foregoing factors, our profit for the year increased by 15.09% to Rs300,491 million in Fiscal 2026 from Rs261,090 million in Fiscal 2025.

Fiscal 2025 compared to Fiscal 2024

Income

Revenue from operations

Our revenue from operations increased by 17.03% to Rs1,282,184 million in Fiscal 2025 from Rs1,095,581 million in Fiscal 2024. This increase was primarily due to an increase in the number of customers availing our services as well as an increase in ARPU. Our customer base increased from 481.8 million as of March 31, 2024, to 488.2 million as of March 31, 2025, and our ARPU increased from Rs181.7 during the three months ended March 31, 2024, to Rs206.2 during the three months ended March 31, 2025, primarily due to an increase in customer engagement, an industry-wide tariff hike and higher data consumption per customer. For more details, see " - Principal Factors Affecting our Financial Condition and Results of Operations - Increase in ARPU" on page 385.

Other income

Our other income increased by 80.56% to ^11,146 million in Fiscal 2025 from Rs6,173 million in Fiscal 2024, which was primarily due to an increase in interest income from investments. Between Fiscals 2024 and 2025, our current investments increased by 478.23% from Rs34,200 million as of March 31, 2024, to Rs197,754 million as of March 31, 2025.

Expenses

Network Operating Expenses

Our network operating expenses increased by 9.94% to Rs333,546 million in Fiscal 2025 from Rs303,377 million in Fiscal 2024, which was primarily due to an increase in network equipment repair and maintenance cost, an increase in fibre usage charges, and an increase in tower rent charges, and a marginal increase in power and fuel costs. In addition to an annual escalation under our contracts with network partners, we gained access to additional fibre pair kilometres to support the expansion of our fixed broadband services.

Access Charges

Our access charges increased by 20.15% to Rs12,810 million in Fiscal 2025 from Rs10,662 million in Fiscal 2024, which was primarily due to an increase in international IUC charges paid to third-party service providers and SMS termination charges. The increase in these charges was due to an increase in our customer base, contributing to the related increases in voice traffic and SMS.

Licence Fees/ Spectrum Charges

Our licence fees/ spectrum charges increased by 13.91% to Rs104,953 million in Fiscal 2025 from Rs92,134 million in Fiscal 2024, which was primarily due to an increase in fees and charges paid to DoT in line with an increase in our revenue.

Employee Benefits Expense

Our employee benefits expense increased by 15.34% to Rs62,079 million in Fiscal 2025 from Rs53,823 million in Fiscal 2024 primarily due to an increase in salaries and wages paid to our employees driven by an increase in annual increments paid to our employees.

Finance Costs

Our finance costs increased by 21.19% to Rs49,051 million in Fiscal 2025 from Rs40,476 million in Fiscal 2024, primarily due to an increase in our borrowings.

Depreciation and Amortisation Expense

Our depreciation and amortisation expense increased by 9.20% to Rs241,376 million in Fiscal 2025 from Rs221,031 million in Fiscal 2024, reflecting an increase in our property, plant and equipment, and intangible assets, including spectrum.

Selling and Distribution Expenses

Our selling and distribution expenses increased by 45.16% to Rs36,950 million in Fiscal 2025 from Rs25,454 million in Fiscal 2024, primarily due to an increase in customer acquisition costs in line with an increase of our customer base and the continued amortisation of our customer acquisition costs as described above.

Other Expenses

Our other expenses increased by 51.82% to Rs101,292 million in Fiscal 2025 from Rs66,717 million in Fiscal 2024, primarily due to the following:

• Professional Fees. Professional fees expenses increased by 15.82% to Rs26,280 million in Fiscal 2025 from Rs22,690 million in Fiscal 2024, reflecting the expansion of our operations and the consequential increase in the utilisation of data centres and manpower required for our fixed broadband installations.

• Rent. Rent increased by 1,333.46% to Rs18,936 million in Fiscal 2025 from Rs1,321 million in Fiscal 2024 primarily due to higher rental expense for customer premises equipment as the fixed broadband subscriber base increased during Fiscal 2025, pursuant to the ramp up of our 5G FWA and 5G UBR fixed broadband offerings.

• General Expenses. General expenses increased by 8.35% to Rs14,902 million in Fiscal 2025 from Rs13,753 million in Fiscal 2024, primarily due to an increase in our business support expenses for our operations.

• Subscription Fee. Subscription fee increased by 50.48% to Rs14,557 million in Fiscal 2025 from Rs9,674 million in Fiscal 2024, primarily due to an increase in subscription fees paid to third-party cloud service providers.

• Content Charges. Content charges increased by 152.64% to Rs9,153 million in Fiscal 2025 from Rs3,623 million in Fiscal 2024, primarily due to an increase in JioAirFiber subscriptions, increase in partnerships with content providers, and integrating content on our platform with our mobility and fixed broadband services.

Tax Expenses

Our total tax expenses increased by 22.15% to Rs90,070 million in Fiscal 2025 from Rs73,740 million in Fiscal 2024, in line with an increase in profits.

Profit for the Year

As a result of the foregoing factors, our profit for the year increased by 21.87% to Rs261,090 million in Fiscal 2025 from Rs214,232 million in Fiscal 2024.

Non-GAAP Measures

Certain measures such as EBITDA, EBITDA Margin, EBIT, EBIT Margin, PAT Margin, PBT Margin, Net Debt, Net Leverage, Net Debt to Net Worth, Net Worth, Return on Average Net Worth, Net Asset Value Per Equity Share, EBITDA less Cash Capex, EBITDA less Cash Capex Conversion and Return on Average Capital Employed (together, "Non-GAAP Measures"), presented in this Draft Red Herring Prospectus are a supplemental measure of our performance and liquidity that is not required by, or presented in accordance with, Ind AS. Further, these Non-GAAP Measures are not a measurement of our financial performance or liquidity under Ind AS and should not be considered in isolation or construed as an alternative to cash flows, profit for the year or any other measure of financial performance or as an indicator of our operating performance, liquidity, profitability or cash flows generated by operating, investing or financing activities derived in accordance with Ind AS. In addition, these Non-GAAP Measures are not standardised terms, hence a direct comparison of these Non- GAAP Measures between companies may not be possible. Other companies may calculate these Non-GAAP Measures differently from us, limiting their usefulness as a comparative measure. Although such Non-GAAP Measures are not a measure of performance calculated in accordance with applicable accounting standards, the Companys management believes that they are useful to an investor in evaluating us as they are widely used measures to evaluate a companys operating or financial performance. For further information, see "Risk Factors - In this Draft Red Herring Prospectus, we present certain non-GAAP and other industry measures that may not be comparable across our industry and should not be considered in isolation" on page 52.

EBITDA, EBIT, EBITDA Margin and EBIT Margin

• We define EBITDA as earnings before interest, tax, depreciation and amortisation and has been computed as Profit Before Share of Profit/ (Loss) of Associate/ Joint Venture and Tax, plus Depreciation and Amortisation Expense and Finance Costs.

• We define EBITDA Margin as EBITDA as a percentage of Revenue from Operations.

• We define EBIT as earnings before interest and tax and has been computed as EBITDA less Depreciation and Amortisation Expense.

• We define EBIT Margin as EBIT as a percentage of Revenue from Operations.

Fiscal
Particulars 2026 2025 2024
(in Rs million, except percentages)
Profit Before Share of Profit/ (Loss) of Associate/ Joint Venture and Tax (A) 403,531 351,273 288,080
Depreciation and Amortisation Expense (B) 272,489 241,376 221,031
Finance Costs (C) 86,534 49,051 40,476
EBITDA (D = A+B+C) 762,554 641,700 549,587
EBIT (E = D-B) 490,065 400,324 328,556
Revenue from Operations (F) 1,468,853 1,282,184 1,095,581
EBITDA Margin % (G=D/F) 51.91% 50.05% 50.16%
EBIT Margin % (H=E/F) 33.36% 31.22% 29.99%

Net Debt, Net Leverage, Net Worth and Net Debt to Net Worth

• We define Net Debt as the aggregate of the current and non-current borrowings, and reduced by cash and marketable securities.

• We define Net Leverage as Net Debt divided by EBITDA where Net Debt has been computed as the aggregate of the current and non-current borrowings, and reduced by cash and marketable securities.

• We calculate Net Worth as an aggregate of equity share capital and other equity excluding other comprehensive income.

• We define Net Debt to Net Worth as Net Debt divided by Net Worth.

Fiscal
As of March 31,
Particulars 2026 2025 2024
(in Rs million, except otherwise indicated)
Borrowings - Non-Current* (A) 514,548 452,289 431,825
Borrowings - Current* (B) 193,262 278,314 111,664
Total Borrowings (C = A+B) 707,810 730,603 543,489
Less: Cash and Marketable Securities** (D) 432,018 277,869 59,089
Net Debt (E = C-D) 275,792 452,734 484,400
EBITDA (F) 762,554 641,700 549,587
Net Leverage (G = E/F) 0.36x 0.71x 0.88x
Equity Share Capital (H) 89,390 89,390 89,390
Other Equity excluding Other Comprehensive Income (I) 3,250,744 2,950,834 2,689,271

 

Fiscal
As of March 31,
Particulars 2026 2025 2024
(in T million, except otherwise indicated)
Net Worth*** (J = H+I) 3,340,134 3,040,224 2,778,661
Net Debt to Net Worth (K = E/ J) 8.26% 14.89% 17.43%

• Does not include deferred payment liabilities payable to DoT in relation to spectrum. The deferred payment liabilities payable to DoT aggregated T1,045,137 million as of March 31,2026, T1,091,459 million as of March 31, 2025 and T1,128,437 million as of March 31, 2024. ** Cash and Marketable Securities includes Cash and Cash Equivalents as of March 31, 2026: T165,570 million (as of March 31, 2025:

880,115 million and as of March 31, 2024: T24,889 million) and Current Investments as of March 31, 2026: million (as of March

31, 2025: T197,754 million and as of March 31, 2024 : T34,200 million).

*** Net Worth computed in the manner described above is the Net Worth also determined in terms of the definition under SEBIICDR Regulations.

Return on Average Net Worth and Net Asset Value Per Equity Share

• We define Return on Average Net Worth as Net Profit for the year / period attributable to the owners of the Company based on the Restated Consolidated Financial Information divided by the average Net Worth for the year / period.

• We define Net Asset Value Per Equity Share as Net Worth as of the end of year / period divided by the number of Equity Shares outstanding at the end of the year / period.

Fiscal
As of March 31,
Particulars 2026 2025 2024
(in T million, except percentages and number of equity shares)
Net Worth (A) 3,340,134 3,040,224 2,778,661
Net Profit Attributable to Owners of the Company (B) 300,643 261,102 214,218
Return on Average Net Worth (RoNW) (C = B /average of A between two years) 9.42% 8.97% 8.02%
Number of Equity Shares outstanding as of the end of the period/year (D) 8,939,030,830 8,939,030,830 8,939,030,830
Net Asset Value Per Equity Share (E = A/D) 373.66 340.11 310.85

* Net Worth computed in the manner described above is the Net Worth also determined in terms ofthe definition under SEBI ICDR Regulations

EBITDA less Cash Capex

Fiscal
Particulars 2026 2025 2024
(in T million)
EBITDA (A) 762,554 641,700 549,587
Cash Capex(1) (B) 341,843 442,680 535,096
EBITDA less Cash Capex (C=A-B) 420,711 199,020 14,491
EBITDA less Cash Capex Conversion (D = C/ A) 55.17% 31.01% 2.64%

(1) Cash Capex refers to the cash outflow towards expenditure for Property, Plant and Equipment, Spectrum and Other Intangible Assets less proceeds from disposal of property, plant and equipment and other intangible assets.

PBT Margin and PAT Margin

• We define PBT Margin as Profit before share of Profit/ (Loss) of Associate/ Joint Venture and Tax as a percentage of Revenue from Operations.

• We define PAT Margin as Profit for the year / period as a percentage of Revenue from Operations.

Fiscal
Particulars 2026 2025 2024
(in T million, except percentages)
Profit Before Share of Profit/ (Loss) of Associate/ Joint Venture and Tax (A) 403,531 351,273 288,080
Profit for the year (B) 300,491 261,090 214,232
Revenue from Operations (C) 1,468,853 1,282,184 1,095,581
PBT Margin % (D=A/C) 27.47% 27.40% 26.29%
PAT Margin % (E = B/C) 20.46% 20.36% 19.55%

Return on Average Capital Employed

We define Return on Average Capital Employed as profit for the year plus deferred tax expense plus finance costs less other income divided by average capital employed for the year/ period. Average capital employed for the year/ period is computed as average of capital employed at the beginning and end of the year/ period. Capital employed as of the end of the year / period has been computed as total equity plus total borrowings plus deferred payments liabilities plus creditor for capital expenditure plus deferred tax liabilities (net), and reduced by cash and marketable securities, capital work-in-progress, other intangible assets under development, spectrum under development.

As of March 31,
Particulars 2026 2025 2024
(in Rs million, except percentages)
Profit for the year (A) 300,491 261,090 214,232
Deferred Tax Expense (B) 101,824 89,232 73,038
Finance Costs (C) 86,534 49,051 40,476
Other Income (D) 28,738 11,146 6,173
Sub-Total (E= A+B+C-D) 460,111 388,227 321,573
Total Equity (F) 3,370,762 3,061,812 2,794,217
Total Borrowings (G) 707,810 730,603 543,489
Deferred Payments Liabilities (H) 1,045,137 1,091,459 1,128,437
Deferred Tax Liabilities (net) (I) 412,104 308,646 218,849
Creditors for Capital Expenditure (J) 51,388 103,696 241,346
Cash and Marketable Securities* (K) 432,018 277,869 59,089
Capital Work-in-Progress (L) 144,673 603,287 811,768
Spectrum under Development (M) 86,114 541,763 1,296,020
Other Intangible Assets Under Development (N) 68,277 177,161 243,654
Capital Employed (O= F+G+H+I+J-K-L-M-N) 4,856,119 3,696,136 2,515,807
Return on Average Capital Employed (RoCE) (P = E/ (average of O between two years)) 10.76% 12.50% 12.83%

* Cash and Marketable Securities includes Cash and Cash Equivalents as of March 31, 2026: ^165,570 million (as of March 31, 2025: ^80,115 million and as of March 31, 2024: ^24,889 million) and Current Investments as of March 31, 2026: ^266,448 million (as of March 31, 2025: ^197,754 million and as of March 31, 2024 : Rs34,200 million).

Liquidity and Capital Resources

Historically, our primary liquidity requirements have been to finance capital expenditures, spectrum purchases and working capital needs for our operations. We have met these requirements through borrowings, cash flows from operations and equity infusions from Shareholders. As of March 31, 2026, we had Rs165,570 million in cash and cash equivalents, Rs266,448 million in current investments, and our contractual obligations due in less than one year was Rs316,286 million. We believe that after considering the expected cash to be generated from operations and our borrowings after giving effect to the proceeds from the Issue, we will have sufficient liquidity for our present requirements and anticipated requirements for capital expenditure and working capital for the next 12 months.

Cash Flows

The table below summarises the statement of cash flows, as per our restated consolidated cash flow statements, for the Fiscals indicated:

As of March 31,
Particulars 2026 2025 2024
(in Rs million)
Net cash flow from operating activities 775,563 681,557 576,616
Net cash flow (used in) investing activities (435,909) (637,264) (565,876)
Net cash flow (used in)/ generated from financing activities (254,190) 10,933 3,793
Net Increase in Cash and Cash Equivalents 85,464 55,226 14,533

Operating Activities

Net cash flow generated from operating activities for Fiscal 2026 was Rs775,563 million comprising operating profits before working capital changes of Rs736,384 million, decrease in trade and other receivables of Rs7,025 million, increase in inventories of Rs355 million, increase in trade and other payables of Rs35,410 million and tax paid (net) of Rs(2,901) million.

Net cash flow generated from operating activities for Fiscal 2025 was Rs681,557 million comprising operating profits before working capital changes of Rs632,030 million, increase in trade and other receivables of Rs4,175 million, increase in inventories of Rs1,082 million, increase in trade and other payables of Rs55,908 million and tax paid (net) of Rs(1,124) million.

Net cash flow generated from operating activities for Fiscal 2024 was Rs576,616 million comprising operating profits before working capital changes of Rs544,143 million, increase in trade and other receivables of Rs10,618 million, increase in inventories of Rs564 million, increase in trade and other payables of Rs45,328 million and tax paid (net) of Rs(1,673) million.

Investing Activities

Net cash flow used in investing activities for Fiscal 2026, was Rs435,909 million, which primarily consisted of Cash Capex of Rs341,843 million. It also included payment of deferred payment liabilities of Rs47,360 million, net purchase of investments of Rs64,007 million (purchases Rs1,867,998 million less proceeds from sale of investment of Rs1,803,991 million), fixed deposits with banks (net) of Rs8 million and purchase of non-current investments of Rs441 million, which was partially offset by interest income of Rs16,072 million and dividend income of Rs34 million.

Net cash flow used in investing activities for Fiscal 2025 was Rs637,264 million. This primarily consisted of Cash Capex of Rs442,680 million towards development of our 5G network and Radio Access Network, expansion of fixed broadband network and payments towards creditors. It also included payment of deferred payment liabilities of Rs45,740 million and net purchase of investments of Rs157,940 million (purchases Rs1,550,444 million less proceeds from sale of investments of Rs1,392,504 million), which was partially offset by interest income of Rs8,958 million and proceeds from fixed deposits with banks (net) of Rs138 million.

Net cash flow used in investing activities for Fiscal 2024 was Rs565,876 million. This primarily consisted of Cash Capex of Rs535,096 million towards development of our 5G network and Radio Access Network, expansion of fixed broadband network and payments towards creditors. It also included payment of deferred payment liabilities of Rs44,229 million, purchase of non-current investments of Rs3,211 million and fixed deposits with banks (net) of Rs150 million, which was partially offset by interest income of Rs1,245 million and net proceeds from sale of investments of Rs15,565 million (proceeds from sale of investments of Rs944,103 million less purchases Rs928,538 million).

Financing Activities

For Fiscal 2026, net cash flow used in financing activities was Rs254,190 million. This comprised finance costs paid of Rs122,409 million, repayment of non-current borrowings of Rs84,650 million, a net decrease in current borrowings of Rs87,028 million, and payment of lease liabilities of Rs60,642 million, partially offset by proceeds from non-current borrowings of Rs100,539 million.

For Fiscal 2025, net cash flow generated from financing activities was Rs10,933 million. This included proceeds from non-current borrowings of Rs110,817 million and a net increase in current borrowings of Rs159,872 million, partially offset by finance costs paid of Rs134,082 million, repayment of non-current borrowings of Rs89,878 million, and payment of lease liabilities of Rs35,796 million.

For Fiscal 2024, net cash flow generated from financing activities was Rs3,793 million. This included proceeds from non-current borrowings of Rs238,543 million, partly offset by finance costs paid of Rs136,397 million, payment of lease liabilities of Rs36,825 million, a net decrease in current borrowings of Rs35,394 million, and repayments of non-current borrowings of Rs26,134 million.

Indebtedness

As of March 31, 2026, we had total borrowings of Rs707,810 million, comprising both non-current and current borrowings. These loans were primarily used to fund our capital expenditure and working capital requirement. For more details on the agreements governing our outstanding indebtedness, see "Financial Indebtedness" on page 379. We intend to repay Rs275,000 million of debt with the proceeds of this Issue.

The table below provides a breakdown of our total borrowings of current and non-current debt as of the dates indicated:

As of March 31,
Particulars 2026 2025 2024
(in Rs million)
Non-current Borrowings 514,548 452,289 431,825
Current Borrowings 193,262 278,314 111,664
Total Borrowings 707,810 730,603 543,489

Contractual Obligations

The table below sets forth our material contractual obligations with definitive payment terms as of March 31, 2026.

Particulars Below 3 months 3-6 months 6-12 months 1-3 years 3-5 years Above 5 years Total
(in Rs million)
Borrowings* 154,338 9,594 30,713 352,881 98,659 69,125 715,310
Lease Liabilities (Gross) 20,034 20,099 31,888 57,723 18,202 9,185 157,131
Deferred Payment Liability

—

26,380 23,240 104,968 113,548 777,001 1,045,137

* Includes ^7,481 million as unamortised Finance Charges and ^19 million as Commercial Paper Discount.

Contingent Liabilities and Commitments

The following table sets forth the principal components of our commitments and contingent liabilities:

As of March 31,
Particulars 2026 2025 2024
(in Rs million)
Contingent liabilities
Claims/ disputed liabilities against the Group not acknowledged as debts* 15,021 30,183 27,924
Commitments
Estimated amount of contracts remaining to be executed on Capital account not provided for 26,198 51,272 58,284

* We have been advised that the demand is likely to be either deleted or substantially reduced and accordingly no pro-vision is considered necessary.

Cash Outflow for Capital Expenditures

Our historical Cash Capex refers to the cash outflow towards expenditure for property, plant and equipment, spectrum and other intangible assets less proceeds from disposal of property, plant and equipment and other intangible assets, which amounted to Rs341,843 million, Rs442,680 million and Rs535,096 million as of March 31, 2026, 2025, and 2024, respectively.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Related Party Transactions

We enter into various transactions with related parties. For further information please see "Other Financial Information - Related Party Disclosures" on page 377.

Quantitative and Qualitative Disclosures about Market Risks

The different market risks that we are exposed to include foreign currency risk, interest rate risk, credit risk and liquidity risk. We use derivative financial instruments such as forwards and swap contracts to minimise any adverse effect on our financial performance. All such activities are undertaken within an approved Risk Management Policy framework.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Financial instruments affected by market risks include borrowings, deposits, investments and foreign currency receivables and payables.

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. Our foreign currency risk arises principally from foreign currency borrowings and trade payables. The following table shows foreign currency exposures in US Dollar, Euro and Japanese Yen, and the Indian Rupee equivalent on financial instruments as of the dates indicated:

Details As of March 31,
2026 2025 2024
USD exposure
Borrowings 400,991 324,880 248,213
Trade and Other Payables 14,451 20,224 40,089
Trade and Other Receivables (14,330) (8,481) (2,422)
Derivatives
Forwards (417,947) (357,062) (281,200)
Exposure (16,835) (20,439) 4,680
JPY exposure
Borrowings 51,534 49,230 47,766
Trade and Other Payables 229 17 31
Derivatives
Forwards (51,534) (49,230) (47,766)
Exposure 229 17 31
EUR exposure
Borrowings 73,885 41,164 8,143
Trade and Other Payables 697 365 254
Trade and Other Receivables (76) (25) (4)
Derivatives
Forwards (73,885) (41,060) (8,143)
Exposure 621 444 250

We manage foreign currency risk primarily through cash flow hedges using forward exchange contracts, applied on a largely matched basis to underlying exposures from foreign currency borrowings and payables. We designate derivative contracts as hedging instruments to mitigate the risk of movement in interest rates and foreign exchange rates for foreign exchange exposure on borrowings.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Our interest rate risk arises from our borrowings and derivative instruments. We have a balanced mix of fixed and floating debt and use interest rate swaps to manage exposure and stabilise finance costs.

The table below sets out our interest rate exposure based on a breakdown of our floating and fixed debt as of the dates indicated:

As of March 31,
Particulars 2026 2025 2024
(in Rs million)
Borrowings
Non-Current - Floating (Includes Current Maturities)* 554,819 415,273 309,950
Non-Current - Fixed (Includes Current Maturities)* 14,498 87,658 164,154
CurrentA 145,993 235,562 74,869
Total 715,310 738,493 548,973

* Includes unamortised finance charges and fair valuation impact.

A Includes commercial paper discount.

As of March 31,
Particulars 2026 2025 2024
(in Rs million)
Derivatives
Foreign Currency Interest rate swap
- Pay Fix 168,572 197,941 -
Rupee Interest rate swaps
- Receive Fix 8,800 23,750 87,100

Credit Risk

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss. Credit risk arises from our activities in investments and outstanding receivables from customers.

We have a prudent and conservative process for managing our credit risk arising in the course of its business activities. Credit risk is actively managed through timely assessment of our customers creditworthiness, optimal credit limits and use of collateral management in the form of selective advance payments and security deposits.

Liquidity Risk

Liquidity risk arises from our inability to meet our cash flow commitments on the due date. We maintain sufficient stock of cash and committed credit facilities. We also access global and local financial markets to meet our liquidity requirements. In addition, we use a range of products and a mix of currencies to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of our cash flow position and ensures that we can meet our financial obligation at all times including contingencies.

Significant Economic Changes

Other than as described above under the section titled "Our Business" on page 178 of this Draft Red Herring Prospectus, there are no other significant economic changes that materially affect or are likely to affect our income from continuing operations.

Unusual or Infrequent Events or Transactions

There have been no events or transactions that may be described as "unusual" or "infrequent".

Known Trends or Uncertainties

Our business has been affected, and we expect will continue to be affected, by the trends identified above in the heading titled " - Principal Factors Affecting Our Financial Condition and Results of Operations" and the uncertainties described in the section titled "RiskFactors" on pages 383 and 29, respectively. Except as described or anticipated in this Draft Red Herring Prospectus, there are no known trends or uncertainties which we expect will have a material adverse impact on our sales, revenues or income from continuing operations.

New Products or Business Segments Expected

Except as disclosed in "Our Business" on page 178 and products and services that we announce in the ordinary course of business, we have not announced and do not expect to announce in the near future any new products and services or business segments as of the date of this Draft Red Herring Prospectus.

Seasonality of Business

Our business is not subject to seasonal variation.

Significant Dependence on Few Customers or Suppliers

We rely on a limited group of service providers for access to passive infrastructure for our operations. See "Risk Factors - We depend on a limited group of passive infrastructure service providers for a substantial portion of our telecommunication towers and optic fibre network. Any disruption in the availability of these passive infrastructure assets could have an adverse impact on our business, financial condition and results of operations" on page 34 for more details.

Future Relationship Between Cost and Income

Other than as described in this Draft Red Herring Prospectus, there are no known factors that might affect the future relationship between costs and revenues.

Significant Developments after March 31, 2026 that may affect our future results of operations

Except as disclosed elsewhere in this Draft Red Herring Prospectus, in the opinion of our Board, no circumstances have arisen since the date of the Restated Consolidated Financial Information as disclosed in this Draft Red Herring Prospectus which materially and adversely affect or are likely to affect our operations or profitability, or the value of our assets or our ability to pay our liabilities within the next twelve months.

Critical Accounting Policies

Current and Non-Current Classification

We present assets and liabilities in the Balance Sheet based on Current/ Non-Current classification considering an operating cycle of 12 months being the time elapsed between deployment of resources and the realisation/ settlement in cash and cash equivalents there-against.

Business Combination

For each business combination, we elect whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquirees identifiable net assets.

Property, Plant and Equipment

Property, Plant and Equipment are stated at cost, net of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, asset retirement obligation, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use. Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as project development expenditure and disclosed under Capital Work- in-Progress. The assets are capitalised when they are available for use and are working in the manner as intended by our management. The assets are considered as being available for intended use, when the performance parameters laid down by the management are achieved.

Depreciation on Property, Plant and Equipment is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013, except certain assets whose useful life is ranging between 8 to 20 years as technically assessed. Depreciation is provided using straight-line method except in case of wireless telecommunication equipment and components which are depreciated based on the expected pattern of consumption of the expected future economic benefits over its useful life. The residual values, useful lives and methods of depreciation of Property, Plant and Equipment are reviewed at least at each financial year end and adjusted prospectively, if appropriate.

Spectrum and Other Intangible Assets

Spectrum and Other Intangible Assets are stated at cost of acquisition net of recoverable taxes, trade discount and rebates less accumulated amortisation and impairment losses, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable to bringing the asset to its working condition for the intended use. Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as project development expenditure and disclosed under Spectrum Under Development or Other Intangible Assets Under Development.

Spectrum and Other Intangible Assets are capitalised when the related network is available for use as intended by our management. A summary of amortisation policies applied to our Spectrum and Other Intangible Assets to the extent of depreciable amount is as follows:

• Spectrum cost is amortised from the date of commencement of commercial operation over the balance validity period, based on the expected pattern of consumption of the expected future economic benefits, in accordance with the applicable Accounting Standards.

• Software is amortised on straight line method over a period of 5 to 10 years.

• Payment for Bandwidth capacities acquired under Indefeasible Right to Use ("IRU") is amortised over the period of the agreement.

• Licence Fee is amortised over the remainder of the Licence period from the date of commencement of the commercial operation.

• Platform and related product development are amortised on straight line method over a period of 10 to 25 years.

• Internally generated software is amortised on straight line method over a period of 6 to 10 years.

The amortisation period and the amortisation method for Spectrum and Other Intangible Assets with a finite useful life are reviewed at each reporting date.

Financial Instruments

Financial Assets

Purchase and sale of Financial Assets are recognised using trade date accounting. Trade receivables that do not contain a significant financing component are measured at transaction price. We have elected to account for our investments in associates and joint venture at cost less impairment loss (if any). All other equity investments are measured at fair value, with value changes recognised in the Restated Consolidated Statement of Profit and Loss, except for those equity investments for which we have elected to present the value changes in "Other Comprehensive Income". However, dividend on such equity investments are recognised in Statement of Profit and Loss when our right to receive payment is established. The investments in preference shares with the right to surplus assets which are in nature of equity in accordance with Ind AS 32 are treated as separate category of investment and measured at Fair Value Through Other Comprehensive Income ("FVTOCI"). Other Financial Assets are generally measured at Fair Value Through Profit or Loss ("FVTPL") except where we, based on the business model objectives, measure these at Amortised Cost or FVTOCI.

We use the Expected Credit Loss ("ECL") model, for evaluating impairment of Financial Assets other than those measured at FVTPL. Expected Credit Losses are measured through a loss allowance at an amount equal to:

• The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date); or

• Full lifetime expected credit losses (expected credit losses that result from all possible default events over the life of the financial instrument).

For Trade Receivables, we apply a ‘simplified approach which requires expected lifetime losses to be recognised from initial recognition of the receivables. We use historical default rates to determine impairment loss on the portfolio of trade receivables. At every reporting date these historical default rates are reviewed and changes in the forward-looking estimates are analysed. For other assets, we use 12 month ECL to provide for impairment loss where there is no significant increase in credit risk. If there is significant increase in credit risk full lifetime ECL is used.

Financial Liabilities

For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.

Derivative Financial Instruments and Hedge Accounting

We use various derivative financial instruments such as interest rate swaps, currency swaps, forwards and options to mitigate the risk of changes in interest rates and exchange rates. At the inception of a hedge relationship, we formally designate and document the hedge relationship to which we wish to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. Any gains or losses arising from changes in the fair value of derivatives are taken directly to Restated Consolidated Statement of Profit and Loss, except for the effective portion of cash flow hedge, being the spot element of forward contracts, which is recognised in Other Comprehensive Income and later to Statement of Profit and Loss when the hedged item affects profit or loss or is treated as basis adjustment if a hedged forecast transaction subsequently results in the recognition of a Financial Assets or Financial Liability.

Hedges that meet the criteria for hedge accounting are accounted for as follows:

• Cash Flow Hedge: We designate derivative contracts as hedging instruments to mitigate the risk of movement in interest rates and foreign exchange rates for foreign exchange exposure on borrowings.

• Fair Value Hedge: We designate derivative contracts or non-derivative Financial Assets/ Liabilities as hedging instruments to mitigate the risk of change in fair value of hedged item due to movement in interest rates and foreign exchange rates.

Offsetting: Financial Assets and Financial Liabilities are offset, and the net amount is presented in the balance sheet when, and only when, we have a legally enforceable right to set off the amount and we intend, either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

Provisions

Provisions are recognised when we have a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Revenue Recognition

Revenue is recognised to the extent it is probable that the economic benefits will flow to us and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is recognised upon transfer of control of promised goods or services to the customers. Revenues from fixed-price and fixed-timeframe contracts, where the performance obligations are satisfied over time and where there is no uncertainty as to measurement or collectability of consideration, are recognised to the extent we have rendered the services, as per the contractual arrangements. Revenue is measured at the amount of consideration which we expect to be entitled to in exchange for transferring distinct services to the customer as specified in the contract, excluding amounts collected on behalf of third parties. Revenue from services includes revenue towards interconnection charges for usage of our network by other telecom operators. Unamortised subscriber acquisition cost comprises mainly intermediary commission, etc. We have estimated the average subscriber life derived from subscriber churn rate and such costs are recognised over the average expected subscriber life and included in Selling and Distribution Expenses.

Share Based Payments

In case of our equity-settled share-based payment transactions, where we grant stock options to the employees of our subsidiaries, the transactions are accounted by increasing the cost of investment in subsidiary with a corresponding credit in the equity.

Current Tax and Deferred Tax

The tax expenses for the period comprise of current tax and deferred tax. We exercise judgment in computation of current tax considering the relevant rulings and reassess the carrying amount of deferred tax assets at the end of each reporting period.

Leases

We, at the inception of a contract, assess the contract as, or containing, a lease and as a lessee, recognise a right- of-use asset and a lease liability for its leasing arrangements, if the contract conveys the right to control the use of an identified asset. Initially the right of use assets measured at cost which comprises initial cost of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs incurred. Subsequently measured at cost less any accumulated depreciation/ amortisation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability.

The right-of-use assets is depreciated/ amortised using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. If the lease contract transfers ownership of the underlying asset to us by the end of the lease term or if the cost of the right-of-use asset reflects that we will exercise a purchase option, we depreciate the right-of-use asset from the commencement date to the end of the useful life of the underlying asset. We measure the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, we use an incremental borrowing rate. For short-term leases, we recognise the lease payments as an operating expense on a straight-line basis over the lease term. The election of not applying the requirements of IND AS 116 for the leases for which the underlying asset is of low value is made by us on a lease-by-lease basis. Where such election is made, we recognise the lease payments as an operating expense on a straight-line basis over the lease term.

Contingent Liabilities

Disclosure of contingent liability is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within our control or a present obligation that arises from past events where it is either not probable that an outflow of resources embodying economic benefits will be required to settle or a reliable estimate of amount cannot be made.

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