+ REF: GTLICS-Ser2016-471008 ‘pil 28,2018 foe ‘The Dy. Ganoral anager The Manager Lit — | Corporat Relationship Dot, | National Stock Exchange of Ina Ltd. BSE Limited Exchange Plaza, Sth Floor | Poze Jeleebhoy Towers Prt No. Gi, 6 Bloc 25m Foor, Dalal Stee, Banca Kura Comps, | For, Mumia 00 001 | ae sh ea no - 1 BSE Ge; $00160 | NSE Symbol: GE IN: NEDA3AOTONE | Dear ir, : ‘Re: Outcome ofthe Board esting This is in continuation to our letter bearing Ref, No. GTLICS-SE/2016-17/002 dated Apr 21, 2016 and pursuant to Regulaton 33 and cther applicable regulations, if any, of the Securities land Exchange Board of Inia (Listing Obligations and Disclosure Requirements) Regulations 2018 (the Listing Regulations), we are encosing a) The Unaucited / Ausited financial results on standalone and consolidated bass for the quarter and year ended March 31, 2016, considered and approved by the Board of Decors Gf the Company ints meeting held today, 'b) Form A; and ©) Tha Aucitors Reports onthe Acted fnancial suite on standalone ancl consolidated basi. ‘The meetings of the Ausit Commitee / Board of Directors of the Company / other Committees commenced at 10:00 AM, and concluded st 08°10 PM We request you to take the above on your records. “Tanking you, Yours tly, For qt tpnited N lita Vidy dar A Apt Ain Bapat Company Secretary Chief Financial Officer ate: etor's vb cron wih OSE & SE troop hi especie web pst GL@BALGoupeiegie | stse ant nt Ge asthe sats ci ome gasaesapieln ae woe gana onGTL LIMITED ates: 2 the above financial esults of the Company fr the quarter / year ended March 31,2016 have been reviewed by the Audit Commitee and approved by the Board of Directors ins meeting held on Api 26, 2016, 2. Segmentwise Revenue, Result and Capital Employed (For continuing and discontinuing ‘operations as er Accounting Standard AS- 17 as equited by regulation 33 rea with sehedule IV ofthe Listing Obligations and Disclosure Requirements lay r TY esas ened [eae eae | erred | Waren | Wear ened ee wg i trate | wnmaten | consten | aster | ites 1) Searent et [PP / a fore rane conde) thet Seis sosiss] —stsgs|— 2ams0| asian] sero) 2. rower Monsees at m| asa] _as7ss6| asco soya ioass[s65| —asse0 | rasron | czeso) ene con masa] asa) asec] soan7ae| asnaoe tae Crore pent nto pases] serae| ates | a2e02e essa on betreeeponsem an it Toss) | (massa | psa] woman | esr) Los stapersitone we] eauresaer] —rsaoon Psereser| sarisn {os ster anand exept ns | osisen [aan [arama asian, | 525 | Costner se Scone tai 2: Yow anaaert amsni| _sam26| _epnai| sann| asmor {ea cpttenptoyen te Semen naansz| rs | vanspoas| nawise | i347006 nastrcts, maocost| zmasesat| aersinor} maaassar|1sso07 “ol apa moe [ston | ~astanees | seasons | aseon017 | seosmneese MRE Segments have been idetied in accordance with Accounting Standard {AS} 17 on Segment Reporting, considering sk / return pofies ofthe businesses, tel organizational structure andthe inteenal reporting sytem. Post licontinuatlon of the Power Management Segment which comprised of Power Distribution Franchise (OF] (ciscontnued in last financial year) and Power Project (€#C) (discominued during the year, the Company has one reporting segment ie. Network Services predominanty for Telecom Sectr. ‘he Board in its mecting held on Apri 28,2016 has noted ad taken cognizance of define agreement entered into by the Company forsale of Operation Maintenance and Energy {00 business which lapsed and became inoperative during the quarter. Therefore, the [OME operations contin to be patt of “Continuing Operations" of the Comsany under “Nwork Services” which were disclosed as “etcontnuing operations nearer quarters. ‘The information in respect of dscontinuing / discontinued operations is fumished in “Note No 6" herein below, Segment Revenue comprises of sales & services and operational come allocable specifically to a segment, Unsllocable expeaiture mainly inchides expenses incurred on common services provided to segments and other corporate expenses 3._Stataran ofastets nd abies (tandloe) Tinta |_| al ‘asta a sare ara ar onset ae ginrar| — aoe | aa ltd | pot tims ee eam — saa) aa Eee — tt are ams sam ery es Tut (eee “aise [ea ciecemensn SS aitGT LIMITED (aud ‘uo I Sob Teton rani 25208 50a | 2 (arena a a = | a ae aaa mass [ar Gonondboncesase 755585 73s i) Oe eoen set ‘ass37| ats 4 In last few years the Company has incured cash losses, resulting in erosion ofits entire net ‘worth The Company’ current labile are higher than its current assets. The egal proceedings Intiated by some ofthe lenders of the Company, including winging up petition fled, are currently sub jacice ‘The Company has made a proposal fora negotiated setlement of dabts tal ts lenders by sale ofits core / non-core asets,whichin principals agreed by all the lenders. Pending implementation of the Company's proposal for negotiated setlement of debts, the Company continues to recognie is loan abies to CDR lenders as per the repayment term specified in CDR package. ‘The management sof the vew that once the Company's proposal for negotiated settlement of 1s debts simplemente, the doubt on the Company's inability to repay and meet its debt / labities woul ease to eit and be in postion o continue with the business operations and generate adequate cash lows. Accordingly, te franca statements / results have been prepared on the bass that the Company is a going concern and no adjustments ae required in the carving vale of is assts nd abies 5. the pu option giver by the Company in respect of Optionally Convertible Loan [OC of € 10,000, lacs ase by one cits associates from a Financial Institution has been exercised by the sid Institution, thas abo filed winding up pettion against the Company & Companys associate which ie yet to ba admitad. the Company's asodate has approached the eld financial Institution to workout possible solutions. The Company, as er the terms and conditions of Master Restructoring Agreement (MRI, has not received prior approval of CDR Lenders / CDR for accepting nity ner put option. The Company, therefore, cantinuss to teat. ably Under put option asa “Contingent ibility”| GTL LIMITED a 5. The Company disco ined its Power EPC Business and Power Distribution Busnes, part of Power Management Seument during the current year and previous year respectively, With this | omatne tere ane] 7am | loan 5. | cxpeciton ndanariton gees m8 wns 28 15025 «| ate en oy hese te ssa oan teams | nan 2 | exeponts wm cs ara | AT 2 | rt orto tet Tae ‘peney|_peanae) 9 | wep aw rm = 10 |store) tara aren ‘aman | posetaa a ae cus rr as) 18201 O ohses com 1 as ws Ce [5 | amingarortaane ma ‘emp ssrasei| —sis0% 2 [arian fc rr suo] ——nsaaei[ maser (+1 he carping anount ot assets and tabi shown above Include claims receivable and cams payable of € 25,583 lacs end € 21,076.42 lace respectively, Net amount of € 4,382 Salas pertaining to these claims fs shown under the head “Other Current Assets" Inthe statement of assets and labile asa 31" March, 2016. tn respect of non-curent investments held bythe Company in ts associates GTL infrastructure Limited and Grenna Network Infastuctre Limited, the carrying values ofthese investments are more than book values / market values. However, in the eplnion of the management, provision fr diminution in value ofthese investments I not eequied as such diminution not ‘other than temporary, considering the long term nature of these investments and future business prospects ofthese companies 410, The exceptoral items fr the year ended March 31, 2016 of £,90,13488 lacs comprises of lminution in value of investments € 92,300.14 lacs , provision agaast longterm advancesalll Ae 88,773.35 lcs and ims receivable & 9,061.06 lcs For the year ended March 31,2085 & 15,271.67 Lacs (Net are on account of Clams received from customers and pad to venders and remission of principle loan lbiliy, provision against longterm advances and dminston vale of investments 11. Other Expenses includes 39.09 las (Previous Year® IL) towards professional and constancy charges pertaining to the previous nancial year 12, The employee benefit expenses include managerial remuneration of © 14.89 las pal to Sunil §,Valavalar ~ Whole Time Director, in respect of which approval trom the Centat ‘Government s awaited 13. In view of Loss, Debenture Redemption Reserve has not been created forthe year ending March 31,2016, 14, Formula used for computation of “Debt Service Coverage Ratio" (OSCR) =| Profit before interest. Depreciation and Tax / (Principal repayment during the period + interest) and for interest Service Coverage Ratio (SCR) » {Profit before Interest, Depreiation and Tax nerest] 15, The figues for the previous year have been regrouped / rearranged / recast wherever considered necessary. ForGTL tinted Ss Se Viavallee Date: April 28,2016 Suni Valavalkar Place: Mumbat ‘Whotestime DirectorTp aan roan a9 nent e ° a Empat napot 4 Woe e28t be sores and ake wh la (eee te wey eas te ote dP wg ulin ‘Sarah Coen oyu hador hin Cave Cees Sond econ Nels nese far nes wh ees tat he ‘amy os ered ca se wo hs ba ly th a conan ato aes hve cn ee as ae Hdsoeto aa ‘ho ear ont ob rates hn Ne ro, evan fa maiva ety el et cus cbt he (Cengr/ ity cnn 2 gg en Hwee eed ‘itt tary a ie prod nod ce et tea 3 bs ne are sere eal teat ata vas an ng om vente Cony ‘red ne sant wwe fan Ba xg wes Ss fovcan sneak den name rhe se aed ae Fi N22 1n be ae earl ee aga sage Temes wae roa Cats Gover aes Tinto 231m sare rl eames pr ty Une ul nese Conga oy Fatal an ‘Spel inane | Oa roa yt ‘Seuss Songs Coto Ly rb eee sod ‘oe toa a cect og agg wpe Bed jen 6 Corry y Be et Pan oa le No 281 fe dod ons wich, at (ettes fe wow led oe ekare be pet ‘et pant Be Hy Caney by Pe hes @ None Die cy bag Cony. Ss hat he Gag at need ohn Nt wo a {ty eoie be Gp et lille fore ese set faves onde oc eet a. Tee cra, ng hot ‘tonite inten? s mses bese oat {revatio sat raps ly ocr ‘oiey once, Hoste esc san the a ae et pues inpsoenbere te nosey Saad ee i No 2.1.4 ncn ac ch a a ‘ostream ear fos th st we vn Da ag vs ret oven et te io 2113 mag aruntg a ae sn ssa ‘Brahe i bee ett sob pce Sly (Se ing Campane oad sence a0 one thao sol asses uate ett Ey bee 7200 arebat he i mano ant Sistas roFege 2 of2 rion A RSE SR Ta RSE ‘hn Congas sae OL tance rd Goo 4) le 2251 pe cas rnc) eens mgt ‘nowt vnunet pt De Halt omen Wes ‘Spode ova oem ares (et 2361 nn cnt en ee pan tly Yet p son red he ig Coney areal eat wep of Opteay Come as Ot Ps 0 ‘Sed sae ch nd Gogo Ua ‘ston ste te aad tle nd mh ee ea es |_ Seete aes see pt etre ro 1 | aoa Taser eet hegecot (a) «eu ime spores he a enon er he or as Loris [sn age eit sc ya ne 31,2014 [eeu ne tele nese ie ees Me 3 ie Clan ns net repeat (inde resin acl ot a ee rh shag (Wand) -Rapna rnc eae sesh ye nde ach 3, 208 Ue fagen nen stern se {ied Gen an one wi 01 we yr (Een lab ot in he Sete be eee tien 2058 6g Foti te se ober ot ch 5 [tease lu Sas vaeetar | sc aiavattoc, poe iat lene Oar TET oR Pisce: Mumbai Date ati 28,2016GODBOLEBHAVE &.0. ‘YEOLEKAR & ASSOCIATES ‘Chartered Accountaats, Chartered Accountants [501 Kinara CHS Led, 11-12, Laxmi Niwas, Datee Wadi Road, 2abisr (W), Subhas Road Vile Parle (Eas), Mumbai 400068 ‘Mumbai 400087 INDEPENDENT AUDITORS’ REPORT ‘TO THE BOARD OF DIRECTORS OF GrLuimtrED 1. We have audited the accompanying Statement of Standalone Financial Results of GTL LIMITED (the Company’) forthe year ended 31* March 2016 ("the statement, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disslosure Requirements) Regulations, 2018. This Statement, ‘which isthe responsiblity ofthe Company's Management and approved by te Board of Directors, has been prepared on the basis of the related Standalone Avdltel Financial Statements which are in acordance with the Aecounting Standards preserbed under Section 133 of the Companies Act, 2013, as applicable and other accounting principles _Benerally accepted in India Our responsibility sto express an opinion onthe Statement We conducted our audit in accordance with the Standards on Auditing lesisd by the Insitute of Chartered Accountants of India. Those Standards requte that we plan and perform the audit to obtain reasonable assurance about whether the Statement free from ‘material mistatement. An audit includes examining on a test bass, evidence supporting mounts disased inthe Statement. An audit also includes evaluating the appropriateness fof the acrounting policies sed and the reasonableness of the significant acountlag estimates made by the Management as well as evaluating the overall presentation of the Statement. We believe that the audit evidence we have obtained is suficient and appropriate te provide basis fo our aut opinion. 2. We draw your attention tothe: |. Notetio.4to the accompanying Statement of Standalone Financla Results which, (@) imer-alis describes the uncertainty related to the outcome ofthe winding up Petition filed agaist the Company by one ofthe lenders ofthe Company. (©) imer «alia deseribes that the Company has incurred cash loss, Its Net worth has bien fully eroded and the Company's curentlabiliies have exceeded ite current assets ‘These conditions, along with other matters set forth in the sid Note, indicate the este of materal uncertainty that cat significant doubt about the Company's an ww] - totGodbole Bhave & 2a, Yeolekar & Associates Chartered Accourkants Chartered Accountants rn blty to continue as a golng concern, However the nancial statements of the ‘Conpany have been prepared ona going concern basi forthe reasons stated inthe suldNote Note No.7 to the accompanying Statement of Standalone Financial Results which tats that he book values/marke values of certain long term investment referred to fn the said note are lower than thelr carzying valves and non-provison for ‘imation in value af these investments forthe reasons stated heroin Not No.0 to the accompanying Statement of Standalone Financial Results regerding remuneration pad bythe Company tots Whole Time Director, for which ‘theapproval ofthe Central Government is awaited. Note No. Sto the accompanying Statement of Standalone Financial Results (@) wearing lability under put option exereised onthe Company by the fnancat stitution in eespect of Optionally Convertible Lan (OCL) 2 Rs. 10,000 lacs “ase by its assoate, which i accounted as contingent lily, for the reasons stated inthe said note, (©) wearing winding up petition fled against the Company and ts associate bythe Sandia institution whichis yt tobe admitted, ur opinions not qualified / modified in espect ofthese matters. 3. In respect of the following Loan Lables and Balances in Current Accounts ‘of the Company, Confirmations have not been received (Gs.intacs) Name of Banke Troan Balances cluding] Salnces Current accruedinterestas per the | Account as pr the books books ‘athe San Bank aT Pnjab National Bane OTR Ta ‘Slate Banko ydensbad 20a or Sadar Chartered Bank aoa wet Total S20186 BIS 4. Imour opinibn and tothe best of our information and according tothe exslanations given ta us read with our comments in ara 2and 3 above, the statement oa) atsGodbole Bhave & Co, Yeolekar & Associates Chartered Accountants Chartered Accountants (0s presented in accordance with the requirements of Regulation 38 of the SEBI (Casting Obligations and Disclosure Requirements) Regulations, 2015; and (Hues te and fair view in conformity withthe aforesaid Accounting Standards and othr accounting principles generally accepted i India ofthe net loss and other ‘nancial information ofthe Company forthe yea ended 31* March, 2016. '. The Statement includes the results for the Quarter ended 31% March 2016, blng the balancing figure between audited figures in respect of the fill nancial year and the published year to date Agures upto the third quarter of the current financial year which ‘wore subject to limited review bys For Goole Bhave& Co, for Yeolekar& Asocates Chartered Accountants Chartered counts Firm Rog No 114445 Firm Rep No. 1024090 ae Qh ¢ Wy. ave 5. Yeoakar Parner artnet Menbership No. 038012 embers No036398— ~ Pace: Mumba Dated: 258 Apri, 2016 setGODBOLE BHAVE &c0, VEOLEKAR & ASSOCIATES (hartered Accountants Chortred Accountants Sci Kimara CHS ied, 11-12 Laxmi Niwas, Matre Wadi Road, Dabisr (W), Subhash Road, Vile Parle (Bast), ‘Mamba 400068 Mumba 400057 [INDEPENDENT AUDITOR'S REPORT ‘TOTHE BOARD OF DIRECTORS OF eruired 1. We have aueited the accompanying Statement of Consolidated Financial Results of GTL Limited (the Holding Company), is subsidiaries and its associate (the Company, is Subsdlaves and its associate, together referred to as "the Group), fr the year ended 31 Mareh, 2046('the Statement”), being submitted by the Company puruant to the requirement of Regulation 33 ofthe SEBI (isting Obligations and Disclosure Faqulrement) Regulations, 2025. This Statement which isthe responsibilty of the llelding Company’ Management and approved by it Board of Directors, has been presaed onthe basis ofthe related consolidated audited nancial statements, which are in arcordance with the Accounting Standards prescribed under Section 133 of the Companies Ae, 2013, 35 appacable, and oter accountng principles generally aceptedin india Our responsibilty to express an opinion on the Statement. ‘We conducted our auditin accordance with the Standard on Auditing issued by the fstte of Chartered Accountants of Indi. Those Standards require that we plan ant perform the audit to obtain reasonable assurance about whether the Statement is fee from materia risstatement. An audit inlodes examining, on 8 test basis, evidence sippatng amounts disclosed inthe Statement. An audit also includes evaluating the appropriateness of the accounting polices used and the reasonableness ofthe significant accounting estimates ‘made by the Management, as well as evaluating the overall presentation ofthe Statement. ‘Wi believe that he audit evidence we have obtained sulfilent and appropri to provide basis for our audi opinion. 2 Weedraw your attention tothe: 1 Note No.7 to the accompanying Statement of Consolidated Financial Results which, (@)tnter.aia desrbes the uncertainty related to the outcome of te winding Up petition fled against the Holding Company by one of the lenders «f the Holding, Company. (©) inter alia describes thatthe Group has incurred cash losses, its Vet worth has ‘eon fully eroded and the Group's current lables have exceeded ts current ‘These conditions, along with other matters set forth in the said Not indicate the existence of a material uncertainty that cast significant doube about the Group's ably to continue asa going concern. However, the nancial statments of the ‘Group have been prepared on a going concern basis forthe reasog- sated Inthe sald Note, yGodbole Bhave & Co. Yeolelar & Assoclates ‘Chartered Accountants chartered Accountants NoteNo. 9 to the accompanying Statement of Consolidated Financial Results which states thatthe book values/market values of certaln long erm investments referred to inthe sai note are lower than their carrying values and non provision for ‘diminution in value of thee investments forthe reasons sted therein, Note No.6 (a) to the acompanying Statement of Conslidated Financial Results regarding accounting ofthe share of loss in associate ~ Gobal Rural Neteo Ltd. The share of os attebutable tothe percentage holding of the Holding Company inthe sul associate is Rs. 20,139.81 lacs upto 31* March, 2016. However, the same is accounted and restricted to the extent of equity investment of R500 lacs held In the sud associate forthe reasons stated inthe sald nate. Note No, 6 (6 tothe accompanying Statement of Conslidated Financial Results regarding accounting of Holding Company's investment in its associates, GTL Infrstructure Lid and Chennai Network Infrastructure Limited, as per AS-13 ~ Accounting for Investments, instead of as per AS-23~ Accounting fr Investment in Assocates in Conslidated Flnanclal Statements, forthe reasons stated in the said note, resulting in noa-consideration of share in loss in these associates. Note No.2 to the accompanying Statement of Conscidated Financial Results regarding remuneration paid by the Holding Company tits Whole Time Director, for whch the approval ofthe Central Goverment is await [NoteNo. tothe accompanying Statement of Consolidated Financial Results, (@) regarding lab under put option exercised onthe Holding Company by ‘he Finacial Inttution in respect of Optionally Convertible Loan (OCL) oF Rs, 10,000 lacs ralsed by its associate, whichis accounted as Contingent Libliy forthe reasons stated in the said not. (regarding winding up petition Med against the Holding Company and its ‘ssociate bythe financial Institution which yet» be admitted ur opinions nt qualified / modified in respect ofthese matters ; eM ®Godbole Bhave & Co. Yeolekar & Associates ‘Chartered Axcountants Chartered Accountants 3. Inresoec ofthe following Loan Liabilities and Balances in Curent Accounts af the Holding Company, Confirmations have not ben received (Rs In Lacs) | Nameof he fank [nan Balances Including | Balances in Carrent | ‘accrued interest as per the | Accountas er the books books Cathal Syrian Banke e797 > Punjab Watonal Bank O78 7020 ‘Slate Bank oF Aydarabad SBE OS | Sandird chartered Bank | 26008" ae Total SEoTaIe Haas 4. Inout opinion and tothe best of ou information and aceording to the explanations given to 1s, reid with our comments in ara and 3 above, these conslidated nana results; 4 cue the nancial results of the follwing entities A. Subsidiaries 1. International Global Telesystems Ltd 2. GL international Ltd. and its subsidiaries 3. Ada Cellwors Wireless Engineering Pvt.Ltd B. Assoclate 1. Global Rural Netco Lid ‘We didnot audit the financial statements of the above subsidiaries incided inthe ‘inslidated financial reslts whose financial statements reflect total assets of Rs {65,643.79 lacs 38a 31 March 2016 and total revenue of R.4,103.96 Ine for the year ‘ended on that date a5 considered inthe consolidated financial results ‘Te fnancll statements ofthe subsidiary Ada Cellworks Wireless Englneering Pvt. Lud has been audited bythe other auditor whose report hasbeen furnished tous by the Management and our opinion on the Statement, nso fra relates tothe amounts and disclosures incided in respect of this subsidiary Is based solely onthe report ofthe her auditor, ie fiancilsntemets of Iteration! Gob Tlsysens Ld and Consted a Sateen of CTL Internation! Ln famihed by the Manageme of the, a Croan oddone Sone sosGodbole Bhave & Co, Yeolekar & Associates Chartered Accountants Chartered Accountants to the amounts and dsdosues included in respec ofthese subsidiaries s based solely ‘on such unaudited financll statements, Further, we did not aut the fnanctl statements ofthe asrociate. The management of the Holding Company has furnished us the unaudited financial statement ofthe sald sstociate. Our opinion on the Statement, in s0 fF as it relates tothe amounts and disclosures included in respect of the sad associat f based soley on such unaudited financial statements 1. Js presented in accordance with the requlrements of SEBI(Usting Obligations and Disclosure Requirements) Regulations, 2015;and gives a true and far view in conformity with the aforesaid Accounting Standards and ‘other accounting principles generally accepted in India ofthe consolidated net loss and ‘other nancial information ofthe Group forthe year ended 31% March 2016 rercadnn nar tc prea sae peel eee Palette ncn a "Qe naa aoe ‘Membership No 03861? Membership No 03630 ee i Dated: 28 Apri, 2016