February 16, 2017

National Stock Exchange of India Limited Exchange Plaza, C-1 Block G

Bandra Kurla Complex, Bandra (E), Mumbai-400051

BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street,

Mumbai-400001

Ref: Bharti Airtel Limited (532454 / BHARTIARTL }

Sub: Completion of Merger of Auqere Wireless Broadband India Private Limited to Bharti Airtel Limited

Dear Sir/ Madam,

We wish to inform you that the merger of Augere Wireless Broadband India Private Limited (Augere), a wholly owned subsidiary into Bharti Airtel Limited (Airtel) has been completed. The requisite details under Regulation 30 of the SEBI Listing Regulations read with clause 1.2 of Annexure I of the SEBI Circular dated September 9, 2015 are enclosed as 'Annexure A'.

In reference to the SEBI Circular No. CIR/CFD/CMD/16/2015 dated November 30, 2015, the following documents are enclosed:

  1. Certified copy of order as sanctioned by the Hon'ble High Court of Delhi - Annexure B; and

  2. Complaints report as on date of completion of merger - Annexure C.

Kindly take the same on record. Thanking you,

Sincerely Yours

F t

Rohit Krishan Puri

Dy. Company Secretary

Annexure - A

  1. Name of the entities forming part of the amalgamati on I merger. details in brief such as size. turnover etc .:

    Merger of Augere Wireless Broadband India Limited (Augere) into Bharti Airtel Limited (Airtel). Augere is a wholly owned subsidiary of Airtel.

    The details of assets and turnover are:

    In Rs. Mn

    Particulars

    Augere

    Airtel

    Total Assets as on March 31, 2016

    1,266

    1,619,388

    Total Turnover as on March 31,2016

    0.03

    603,002

  2. Whether the transaction would fall within related party transaction(s)? If yes, whether the same is done at "arms length":

    The merger is between a wholly-owned subsidiary with its parent company and is as per the scheme of merger sanctioned by the High Court.

  3. Area of the Business of the entities:

    Augere: Engage in business of operating, supplying, managing, dealing and using communication, telecommunication service, telecommunication system etc. as also carrying on the btJsiness in the field of providing broadband wireless service, internet service, telecommunication etc.

    Airtel: Engaged in the business of providing telecom networks and/or to run and maintain telecom services, cellular/ mobile services etc.

  4. Reasons for amalgamation I Merger

    The reasons for the merger are mentioned in the enclosed scheme .

  5. In case of cash consideration - amount or otherwise share exchange ratio:

    Not applicable, since it is a merger of wholly-owned subsidiary with its parent company .

  6. Brief details of change in shareholding pattern (if any) of the listed entity: The merger has no effect on the shareholding pattern of Airtel.

I :

-::-

IN THE HIGH COURT OF DELHI AT NEW DELlil

Judgment reserved on:09..11.2016 Judgm· ent Pronounced on: 1 9.12.2016

CO. PETITION 530/2016

IN THE MATTER OF:-

AUGERE WIRELESS BROADBAND INDIA PRIVATE LIMITED

... PET1110NER/TRANSFEROR COMPANY

AND

.(*

. 't""'O,a

BHARTI AIRTEL LIMITED

Through:

CORAM:

-lu/_1...,

..... TRANSFEREE COMPANY t'.:oun-

Mr. Abhinav Vashisth, Sr. Advocate with Mr. Anirudh Das and Mr.

Kamaljeet Singh, Advocates

Ms. Aparna Mudium, Assistant Registrar of Companies

Mr. Rajiv Bahl, Advocate for the Official Liquidator

HON'BLE MR JUSTICE SIDDHARTH MRIDUL

SIDDIIARTH_ M R/DUL, J

J U D G M E N T

  1. The present Petition under Sections 391 to 394 of the Companies Act, 1956 (hereinafter.referred to as ;the Act') has been filed by Augere Wireless Broadband India Private Limited (hereinafter referred to as 'Transferor

    CO.PET, 530/2016 Page I or 12

    ---·..·- -·- ..

    .',:·.

    :}·:·

    Company/Petitioner') to seek approval of the Scheme of Amalgamation (hereinafter referred to as 'the Scheme') of the Transferor Company with Bharti Airtel Limited (hereinafter referred to as 'Transferee Company').

  2. The registered offices of the Transferor Company/Petitioner and Transferee Company are situated at New Delhi, thus, this Court has the necessary territorial jurisdiction to adjudicate this petition.

  3. The Transferor Company/ Petitioner was incorporated under the Act, vide certificate of incorporation dated 25.08.2010 issued by the Deputy Registrar of Companies, National Capital Territory of Delhi and Haryana.

  4. The Transferee Company was incorporated under the name of 'Bharti Tele-ventures Limited' vide Certificate of Incorporation dated 07.07.1995 issued by the Registrar of Companies, NCT of Delhi and Haryana. The name of the Transferee Company was thereafter changed to its. present name vide Fresh Certificate of Incorporation dated 24.04.2006 issued by the Registrar of Companies, NCT of Delhi and Haryana.

  5. The authorized share capital of the Transferor Company/Petitioner as on 31.12.2015, is Rs.2,50,00,00,000/-, divided into 25,00,00,000 equity shares of Rs. 10/- each. The issued, subscribed and paid-up share capital of the company as on 31.12.2015 is Rs.!,96,15,380/-, divided into 19.61,538 equity shares of Rs. 10/- each.

CO.PET. 53012016 Page 2 of 12

Bharti Airtel Limited published this content on 16 February 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 19 February 2017 17:28:09 UTC.

Original documenthttp://www.airtel.in/wps/wcm/connect/f32dbc40-788a-4f90-bf04-48e78add9d98/Bharti+Airtel+Limited+-+Intimation+w.r.t.+Augere+Merger.pdf?MOD=AJPERES&CONVERT_TO=url&CACHEID=f32dbc40-788a-4f90-bf04-48e78add9d98

Public permalinkhttp://www.publicnow.com/view/6FAEE0004F68C61EC91FE9ACA221F2957C096EA9