ANNEXURE I Format to be submitted by entity on quarterly basis 1. Name of Listed Entity - Bharti Airtel Limited 2. Quarter ending - 31-Mar-2017 I. Composition of Board of Directors Title (/ Ms) DI N P A N Nam e of the Direc tor Category (Chairper son /Executive/ Non- Executive/ Independe nt/ Nominee) Date of Appoint ment Date of cessat ion Ten ure No of Director ship in entities includin g this entity No of members hips in Audit/ Stakehol der Committ ee(s) including this entity No of post of Chairp erson in Audit/ Stakeh older Commit tee held in entities includin g this entity Ms. Sunil Bhar ti Mitt al Ben Verw aaye n Chua Sock koon g Craig Ehrli ch Dine sh Kum ar Mitt al Sheik h Faisa l 24 91 06 73 56 87 78 51 02 61 20 82 06 67 57 85 ABB PM 887 8J ZZZ ZZ9 999 Z AVL PC7 431 R ZZZ ZZ9 999 Z AB WP M4 165 B ZZZ ZZ9 999 Z C & ED 07 Jul 1995 27 Dec 2013 07 May 21 29 Apr 29 13 Mar 2014 30 Oct 2013 1 0 0 3.3 1 0 0 1 0 0 7.9 1 1 0 3.1 6 5 0 1 0 0
Ms. Than i AL Than i Gopa l Vittal Mani sh Kejri wal Shish ir Priya dars hi Rake sh Bhar ti Mitt al Tan Yong Choo V.K. Visw anat han 02 29 17 78 55 03 45 92 24 94 02 91 05 29 01 78 29 34 AA APV 575 9P AAB PK4 247 Q AF MP P96 32A ABB PM 887 2C AQ KPT 710 1K AC HPV 730 8P ED 01 Feb 2013 26 Sep 2012 Feb 2015 07 Jan 2016 21 Jan 2010 14 Jan 2014 1 1 0 4.5 3 3 0 2.2 1 0 0 1 3 1 1 1 0 3.2 5 8 5 II. Composition of Comittees Audit 1 Craig Ehrlich Member 2 Tan Yong Choo Member 3 V.K. Viswanathan Chairperson 4 Dinesh Kumar Mittal Member Stakeholders Relationship 1 Rakesh Bharti Mittal Chairperson 2 Gopal Vittal ED Member 3 Manish Kejriwal Member 4 Dinesh Kumar Mittal Member
Risk Management 1 Craig Ehrlich Member 2 Dinesh Kumar Mittal NEd,ID Member 3 V.K. Viswanathan Chairperson 4 Tan Yong Choo Member Nomination and Remuneration 1 Shishir Priyadarshi Member 2 Ben Verwaayen Chairperson 3 Chua Sock koong Member 4 Manish Kejriwal Member 5 Rakesh Bharti Mittal Member III. Meeting of Board of Directors Date(s) of Meeting (if any) in the previous quarter Date(s) of Meeting (if any) in the relevant quarter 25 Oct 2016 07 Feb 2017 23 Feb 2017 14 Mar 2017 23 Mar 2017 24 Jan 2017 Maximum gap between any two consecutive (in number of days) 90 IV. Meeting of s Name of the committee Date(s) of Whether Date(s) of Maximum gap between meeting of requirement of meeting of the any two consecutive (in the committee in the relevant Quorum met (details) committee in the previous number of days) quarter quarter Audit 24 Jan 2017 25 Oct 2016 90 Audit 07 Feb 2017 25 Oct 2016 Risk Management 24 Jan 2017 25 Oct 2016 Risk Management 07 Feb 2017 25 Oct 2016 Stakeholders Relationship 10 Jan 2017 25 Oct 2016 Stakeholders Relationship 24 Jan 2017 06 Dec 2016 Stakeholders Relationship 07 Feb 2017 25 Oct 2016 Stakeholders Relationship 14 Mar 2017 yes Nomination & Remuneration 24 Jan 2017 yes 25 Oct 2016
V. Related Party Transactions Subject Whether prior approval of audit committee obtained Whether shareholder approval obtained for material RPT Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Compliance status (/No/NA) Not Applicable VI. Affirmations 1. The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015. - 2. The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit - b. Nomination & remuneration committee - c. Stakeholders relationship committee - d. Risk management committee (applicable to the top 1 entities) - 3. The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. - 4. The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.- 5. a. This report and/or the report submitted in the previous quarter has been placed before Board of Directors. - b. Any comments/observations/advice of Board of Directors may be mentioned here: In Annexure-1 " Composition of s" Bharti Airtel Limited has one joint committee i.e. " Audit & Risk Management " instead of separate committees viz. "Audit" and "Risk" Management. Name : Rohit Krishan Puri Designation : Company Secretary
ANNEXURE II Format to be submitted by entity at the end of the financial year (for the whole of financial year) I. Disclosure on website in terms of Listing Regulations Item Compliance status (/No/NA) Details of business Terms and conditions of appointment of independent directors Composition of various committees of board of directors Code of conduct of board of directors and senior management personnel Details of establishment of vigil mechanism/ Whistle Blower policy Criteria of making payments to non-executive directors Policy on dealing with related party transactions Policy for determining material subsidiaries Details of familiarization programmes imparted to independent directors Contact information of the designated officials of the entity who are responsible for assisting and handling investor grievances email address for grievance redressal and other relevant details Financial results Shareholding pattern Details of agreements entered into with the media companies and/or their Not Applicable associates New name and the old name of the entity Not Applicable II Annual Affirmations Particulars Regulation Number Compliance status (/No/NA) Independent director(s) have been appointed in terms of specified criteria of independence and/or eligibility 16(1)(b) & 25(6) Board composition 17(1) Meeting of Board of directors 17(2) Review of Compliance Reports 17(3) Plans for orderly succession for 17(4) appointments Code of Conduct 17(5) Fees/compensation 17(6) Minimum Information 17(7) Compliance Certificate 17(8) Risk Assessment & Management 17(9) Performance Evaluation of Independent 17(10) Directors Composition of Audit 18(1) Meeting of Audit 18(2) Composition of nomination & remuneration 19(1) & (2) committee Composition of Stakeholder Relationship 20(1) & (2) Composition and role of risk management 21(1),(2),(3),(4) committee Vigil Mechanism 22 Policy for related party Transaction 23(1),(5),(6),(7) & (8)
Prior or Omnibus approval of Audit for all related party transactions 23(2), (3) Approval for material related party 23(4) Not Applicable transactions Composition of Board of Directors of 24(1) Not Applicable un material Subsidiary Other Corporate Governance requirements 24(2),(3),(4),(5) & (6) with respect to subsidiary of entity Maximum Directorship & Tenure 25(1) & (2) Meeting of independent directors 25(3) & (4) Familiarization of independent directors 25(7) Memberships in s 26(1) Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel 26(3) Disclosure of Shareholding by Non- 26(4) Executive Directors Policy with respect to Obligations of 26(2) & 26(5) directors and senior management III Affirmations: The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied. - Name : Rohit Krishan Puri Designation : Company Secretary