Bharti Airtel : w.r.t Voting Results , Scrutinizer’s Report and Summary of Proceedings of 22nd Annual General Meeting

July 24, 2017

National Stock Exchange of India Limited

Exchange Plaza, C-1 Block G Sandra Kurla Complex, Sandra (E), Mumbai-400051

BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street,

Mumbai-400001

Ref: Bharti Airtel Limited (532454 I BHARTIARTL )

Sub: Intimation under Regulation 30 w.r.t. 22" dAnnual General Meeting

Dear Sir/ Madam,

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we submit as following w .r.t. 22nd Annual General Meeting of the Company held on July 24, 2017 (22nd AGM) :

1. Summary of proceedings of the AGM held on Monday, July 24, 2017 at 03:30 p.m. as Annexure A.

2. Voting results of 22nd AGM held on Monday, July 24, 2017 at 03:30 p.m. as Annexure 8.

3. Consolidated Scrutinizer's Report pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014 as Annexure C.

4. Sheikh Faisal Thani AI-Thani has been re-appointed as a director of the Company , liable to retire by rotation. Sheikh Faisal Thani AI-Thani is not related to any of the director of the Company.

5. Mr. Manish Kejriwal has been re-appointed as an independent director of the Company for second term of five (5) years w.e.f. September 26, 2017 . Manish Kejriwal is not related to any of the director of the Company. His brief profile is enclosed as Annexure 0.

   ..- .

6. . Mr. Gopal Vittal has been re-appointed as the Managing Director & CEO (India and South Asia) of the Company for a further period of five years w.e.f. February 01, 2018 . Gopal Vittal is not related to any of the director of the Company . His brief profile is enclosed as Annexure E.

7. Deloitte Haskins & Sells LLP, Chartered Accountants , New Delhi (Registration no. 117366W-W100018) has been appointed as the Statutory Auditors of the Company, in place of S.R. Batliboi & Associates LLP, whose term has ended on 22nd AGM of the Company, for a term of five (5) years i.e. from the conclusion of 22nd AGM till the conclusion of 27th AGM of the Company . Brief profile of Deloitte Haskins & Sells LLP is enclosed as Annexure F.

   We request you to take the same on record. Thanking you,

   Sincerely Yours

   'ijj =d·

   Rohit Krishan Puri

   Dy. Company Secretary

   Bharti Airtel Limited

   (a Bharti Enterprise)

   Regd. & Corporate Office: Bharti Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase II, New Delhi - 110 070 T.: +91-11-4666 6100, F.:+91-11-4166 6137, Email id: compliance.otficer@bhart i.in, www .airtel.com

   CIN: L748990L1995PLC070609

   IJl1artf

   SUMMARY OF PROCEEDINGS OF THE 22"d ANNUAL GENERAL MEETING

   The 22"d Annual General Meeting (AGM} of Bharti Airtel limited (the 'Company'} was held on Monday, July 24, 2017 at 03:30 P.M. (IST} at Air Force Auditorium, Subroto Park, New Delhi - 110 010. Following Directors were present:

   Directors Present:

   Sunil Bharti Mittal, Chairman

   Chua Sock Koong, Non-Executive Director Craig Ehrlich, Independent Director

   Dinesh Kumar Mittal, Independent Director

   Gopal Vittal, Managing Director & CEO (India & South Asia}

   Rakesh Bharti Mittal, Chairman of Stakeholder's Relationship Committee and Member, HR & Nomination Committee (representing Ben Verwaayen, Chairman of the HR & Nomination Committee}

   Tan Yong Choo, Non-Executive Director

   V.K. Viswanathan, Chairman of Audit & Risk Management Committee

   In attendance:

   Nilanjan Roy, Global Financial Officer Pankaj Tewari,Company Secretary

   Sanjay Bachani, M/s. S.R. Batliboi & Associates LLP, Chartered Accountants, Statutory Auditor Sanjay Grover, M/s. Sanjay Grover & Associates, Company Secretaries, Scrutinizer

   Dr. S. Chandrasekaran, M/s. Chandrasekaran Associates, Company Secretaries, Secretarial Auditor

   Members Present:

   In Person (including representatives} - 4374, holding 2,684,055,061 shares In Proxy -110, representing 16,033,047 shares

   Pankaj Tewari, Company Secretary welcomed the members and other attendees. He informed the shareholders that Sunii Bharti Mittal, Chairman, would preside over the Meeting. The requisite quorum being present, Company Secretary called the meeting to order.

   With the consent of the members, the Notice convening the Annual General Meeting, the Directors' Report and the Financial Statements for the financial year ended March 31, 2017 were taken as read. There was no qualifications in the Audit Report.

   He stated that the Annual Report for the year 2016-17 had beeri posted/emailed, to all the members and the Annual Report and the statutory registers and proxy registers were available for inspection. He then requested Sunil Bharti Mittal, Chairman, to commence the proceedings.

   Sunii Bharti Mittal, Chairman introduced the directors and officers sitting on the dais. The Chairman briefed about the significant developments of the Company during FY 2016-17. Gopal Vittal, Managing Director & CEO (India &

   South Asia} presented the operational highlights of the Company. The Chairman then invited queries I

   clarifications from shareholders, which were duly answered and the shareholders expressed satisfaction on the performance of the Company.

   Bharti Airtel Limited

   (a Bharti Enterprise)

   Regd. & Corporate Office: Bharti Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase II, New Delhi - 110 070 T.: +91-11-4666 6100, F.: +91-11-4166 6137, Email id: compliance .officer@bharti.in , www .airtel.com

   CIN: L74899DL1995PLC070609

   Pankaj Tewari, Company Secretary informed that there would be no voting by show of hands as the Company had provided the members the facility to cast their votes electronically which started at 9.00 a.m. on Friday, July 21, 2017 and concluded at 5.00 p.m. on Sunday, July 23, 2017, on all the resolutions set forth in the Notice of the AGM. Members who were present at the AGM and had not cast their votes electronically were provided an opportunity to cast their votes at the meeting via electronic voting mechanism. The following items of business as stated in the notice of AGM, were put to vote:

   Ordinary Business:

8. To receive, consider and adopt the standalone and consolidated financial statements of the Company for the financial year ended March 31,2017 and the report of the Board of Directors and of the Auditors, thereon.

10. Declaration of dividend on equity shares.

11. Re-appointment of Sheikh Faisal Thani AI-Thani as a Director liable to retire by rotation.

12. Appointment of Deloitte Haskins & Sells LLP, Chartered Accountants, as the Statutory Auditors of the Company and to fix its remuneration.

    Special Business:

13. Re-appointment of Manish Kejriwal as an Independent Director.

14. Re-appointment of Gopal Vittal as the Managing Director of the Company.

15. Ratification of remuneration to be paid to R. J. Goel & Co., Cost Accountants, Cost Auditor of the Company.

16. Amendment in the Employee Stock Option Scheme 2005 of the Company.

Sanjay Grover of M/s. Sanjay Grover & Associates, Company Secretaries, who was appointed as the Scrutinizer for remote e-voting as well as electronic voting at the AGM, was requested to takeover the e-voting and submit Consolidated Scrutinizer's Report by July 25, 2017.

Subsequently, Consolidated Scrutinizers' Report was received and all the resolutions were passed with requisite majority.

Thanking You

For Bharti Airtel L imited -

Rohit Krishan Puri Dy. Company Secretary

Bharti Airtel Limited

(a Bharti Enterprise)

Regd. & Corporate Office: Bharti Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase II, New Delhi ·110 070 T.: +91·11·4666 6100, F.: +91-11·4166 6137, Email id: compliance.officer@bharti.in, www .airtel.com ·

CIN: L74899DL1995PLC070609

Bharti Airtel Limited

A- 8

Voting Results of AGM
Details of poll at AGM and e-voting results as per Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of the following resolutions:
Date of the AGM	24.07.2017
Total number of shareholders on record date	189,328
No. of shareholders present in the meeting either in person or through Proxy: Promoters and Promoters Group: 7 Public:4477
No. of Shareholders attended the meeting through Video Conferencing Promoters and Promoters Group: Public:	N.A.

1. Ordinary Resolution: To receive, consider and adopt the standalone and consolidated financial statements of the Company for the financial year ended March 31, 2017 and the report of the Board of Directors and of the Auditors, thereon.
Whether promoter/ promoter group are intersted in the Agenda/resol ution							No
category	Mode of voting	No. of shares held	No.of valid votes polled	% of Votes polled on outstanding shares	No. of votes - in favour	No. of votes -against	% of votes in favour on votes polled	% of votes against on votes polled
(1)	(2)	(3)=(2)/(1)*100	(4)	(5)	(6)=(4)/(2)*100	(7)=(51/(2)*100
Promoters and Promoter Group	E-voting	2,683,660,555	2,683,660,555	100.0000	2,683,660,555	0	100.0000	0.0000
	Poll		0	0.0000	0	0	0.0000	0.0000
	Total		2,683,660,555	100.0000	2,683,660,555	0	100.0000	0.0000
Public-1nstitutions	E-voting	1,059,114,156	756.362,734	71.4147	756,362, 734	0	100.0000	0.0000
	Poll		0	0.0000	0	0	0.0000	0.0000
	Total		756,362,734	71.4147	756,362,734	0	100.0000	0.0000
Public-Non Institutions	E-voting	254,625,391	213,787,360	83.9615	213,787,339	21	100.0000	0.0000
	Poll		331,729	0.1303	331,729	0	100.0000	0.0000
	Total		214,119,089	84.0918	214,119,068	21	100.0000	0.0000
Total	3,997,400,102	3,654,142,378	91.4130	3,654,142,357	21	100.0000	0.0000