INDUS TOWERS LIMITED

Indus Towers Limited (Formerly known as Bharti Infratel Limited) was incorporated on November 30, 2006 with the object of, inter-alia, setting up, operating and maintaining wireless communication towers. The Company's name was changed from Bharti Infratel Limited to Indus Towers Limited, effective on December 10, 2020.The Company received the certificate of commencement of business on April 10, 2007 from the Registrar of Companies. The Company is a provider of tower and related infrastructure sharing services. The Company is one of the largest telecom tower companies in India basis the number of towers and co-locations operated by the Company. The business of the Company is to deploy, own, operate and manage passive infrastructure pertaining to telecommunication operations. As of March 31, 2024, Indus Towers owned and operated 219,736 towers with 368,588 co-locations in 18 telecommunication circles. Apart from this, the Company provides access to its towers, primarily to wireless telecommunication service providers, on a shared basis under long-term contracts. It has a nationwide presence with operations in all 18 telecommunication circles in India and caters to all wireless telecommunication service providers in India. The company's consolidated portfolio of over 1,92,874 telecom towers, which includes over 39,000 of its own towers and the balance from its 42% equity interest in Indus Towers, makes it one of the largest tower infrastructure providers in the country with presence in all 22 telecom circles. The three leading wireless telecommunications service providers in India by revenue - Bharti Airtel, Vodafone and Idea Cellular - are the largest customers of Bharti Infratel. Bharti Airtel and Bharti Infratel are a part of the Bharti Group, one of India's leading business conglomerates, with business interests in the telecommunications, real estate, insurance and retail sectors. In January 2008, Bharti Airtel transferred its towers to Bharti Infratel through a scheme of arrangement effective as of January 31, 2008. As of 31 December 2017, Bharti Airtel directly held 50.33% of the equity share capital of Bharti Infratel. Nettle Infrastructure Investments Limited, a wholly owned subsidiary of Bharti Airtel, held 3.18% stake in Bharti Infratel as on 31 December 2017. Bharti Infratel has a 42% stake in Indus Towers which was created as a Joint Venture between Bharti Infratel, Vodafone and Aditya Birla Telecom to hive off the Towers business in 15 telecom circles. In 2011, the company won the Green Mobile Award' for best green product/service or performance at the Global Mobile Awards 2011. In 2012, the company was awarded the 2012-CNBC Essar Steel, Infrastructure Excellence Award as the 'Telecom Infrastructure Company of the year'. It also received the 2012 CIO-APC Green IT Award for successfully consolidating and virtualising its data centre and making significant reduction in carbon emissions. In 2013, Bharti Infratel and OMC Power bagged Best Consumer Service Innovation Award at Global Telecoms Business Innovation Awards. The company was also awarded the 'Most Innovative Energy Saving Product' for 'Renewable Energy Solutions for Telecom Tower Sites. In 2014, Reliance Jio and the company Joined Hands in Tower Infrastructure Sharing agreement. The company was also conferred with Amity Telecom Excellence Award' for being the Top Telecom Tower Company of the Year 2014'. The company has been conferred with Global Business Excellence Award-2014. The company and Indus Towers ink Infrastructure sharing deal. In 2015, the company approved increase in foreign investment limit upto 49% of the paid up capital under Portfolio Investment Scheme (PIS) by Foreign Institutional Investors (FIls)/ Registered Foreign Portfolio Investors (RFPIs). The company wins award for Best Employer' at the Aon Hewitt Best Employers 2015 Awards. On 26 February 2015, parent company Bharti Airtel offloaded 55 million shares of Bharti Infratel through a secondary share sale in the stock market for a total consideration of Rs 1925 crore. Post the transaction, Bharti Airtel's equity holding in Bharti Infratel was reduced to 71.9%. On 14 May 2015, Bharti Infratel announced that the company's stock has been included in MSCI Global Standard Index, an index created by Morgan Stanley Capital International (MSCI) that serves as a benchmark of the performance in major international equity markets. The change in the index will be effective from the close of trading on 29 May 2015. The Board of Directors of Bharti Infratel at its meeting held on 26 April 2016 approved a proposal to buyback equity shares of the company from the shareholders of the company on a proportionate basis through a tender offer. The company set aside Rs. 2000 crore for the buyback at a maximum price of Rs. 450 per equity share. On 28 March 2017, parent company Bharti Airtel pared its stake in Bharti Infratel by selling over 190 million shares representing 10.3% stake to a consortium of funds advised by KKR and Canada Pension Plan Investment Board (CPPIB) for a total consideration of over Rs. 6193.90 crore. The deal was executed at Rs 325 per Bharti Infratel share. Following the closure of this transaction, Bharti Airtel's equity holding in Bharti Infratel was reduced to 61.7%. The board of directors of Bharti Infratel at its meeting held on 30 October 2017 decided to explore and evaluate acquisition of stake in one or more tranches in Indus Towers, with the aim of making it a subsidiary or wholly owned subsidiary of Bharti Infratel. On 14 November 2017, parent firm Bharti Airtel via its wholly owned subsidiary Nettle Infrastructure Investments sold 83 million equity shares aggregating to 4.49% stake in Bharti Infratel through a secondary share sale in the stock market. Consequent to the stake sale, Bharti Airtel and Nettle together hold a combined 53.51% stake in Bharti Infratel. In October 2019, Vodafone-Idea announced that the Scheme for transfer of its fiber infrastructure to wholly owned subsidiary, Vodafone Towers Ltd. by way of demerger has become effective. For Airtel, the Scheme of arrangement between Bharti Airtel and its wholly subsidiary Telesonic Networks Ltd., for the transfer of optical fibre cable business became effective in August 2019. As on March 31, 2020, the Company had a wholly owned subsidiary, Smartx Services Limited. On April 24, 2018 the Scheme of Arrangement and Amalgamation between the Company and erstwhile Indus Towers Limited was made effective as a going concern basis on November 19, 2020. Upon implementation of Scheme and allotment of shares, Vodafone Group through its subsidiaries, was made the Promoter of the Company with 28.12% shareholding. The shareholding of Bharti Airtel Group, existing promoters of the Company was reduced from 53.51% to 36.73%, and consequently, the Company ceased to be a subsidiary of Bharti Airtel Limited. As of March 31, 2019, Bharti Infratel owned and operated 40,388 towers with 76,341 co-locations in 11 telecommunication circles while Indus Towers operated 1,23,546 towers with 229,483 colocations in 15 telecommunication circles. As on March 31, 2020, Bharti Infratel owned and operated 42,053 towers with 75,715 co-locations in 11 telecommunication circles while Indus Towers operated 126,949 towers with 235,396 co-locations in 15 telecommunication circles. As of March 31, 2021, Indus Towers owned and operated 179,225 towers with 322,438 co-locations in 22 telecommunication circles. As of March 31, 2022, Indus Towers owned and operated 185,447 towers with 335,791 co-locations in 22 telecommunication circles. As of March 31, 2023, Indus Towers owned and operated 192,874 towers with 342,831 co-locations in 22 telecommunication circles. In September 2022, Singtel sold its 3.33% stake in Bharti Airtel for ~Rs. 144 Billion of which around 3.2% was acquired by Bharti Telecom Limited (BTL), while the rest was acquired by the public. Post completion of the stake sale, BTL owned 38.62% in Airtel, up from 35.4%. Singtel's effective holding in Bharti Airtel decreased from 31.4% to 29.7%. During the Period 2022-23, 620,158,834 Equity Shares of the Company amounting to 23.01% of total share capital held by Nettle Infrastructure Investments Limited were acquired by Bharti Airtel Limited, one of the Promoter Companies through Composite Scheme of Amalgamation between Nettle, Telesonic Networks Limited and their respective shareholders and Airtel for amalgamation of Nettle and Telesonic with Airtel which became effective from February 01, 2023. Post this acquisition Bharti Airtel Limited held 47.95% shares and Vodafone Group Plc. through its indirect wholly owned subsidiary companies held 21.05% shares in the Company. As on March 31, 2024, Bharti Airtel Limited held 47.95% shares and Vodafone Group Plc. through its indirect wholly owned subsidiary companies held 21.05% shares in the Company.