SECURITIES AND EXCHANGE COMMISSION

Washington, D.C., 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January, 2011

Commission File Number 001-15118

 

 

TATA COMMUNICATIONS LIMITED

(Translation of registrant’s name into English)

 

 

VSB, Mahatma Gandhi Road, Mumbai 400 001, India

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):             

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):             

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes  ¨            No  x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2 (b): 82                    .

 

 

 

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Registrant hereby incorporates in the report on Form 6-K the following Exhibit:

 

Exhibit Number		Description of Exhibit
1.		Un-audited Financial Results (Provisional, according to Indian GAAP) for the period ended 31 December 2010.

Forward-Looking Statements

All words and statements other than statements of historical fact included in this Form 6-K (including the attached exhibit), including, without limitation, “expect”, “believe”, “plan”, “intend”, “estimate”, “anticipate”, “may”, “will”, “would” and “could” or similar words and statements concerning the registrant and its prospects, and other statements relating to the registrant’s expected financial position, business strategy, the future development of the registrant’s operations and the general economy in India, are forward-looking statements. Such statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements of the registrant, or industry results, to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the registrant’s present and future business strategies and the environment in which the registrant will operate in the future. The important factors that could cause actual results, performance or achievements to differ materially from such forward-looking statements include, among others, changes in government policies or regulations of India and, in particular, changes relating to the administration of the registrant’s industry, and changes in general economic, business and credit conditions in India. Additional factors that could cause actual results, performance or achievements to differ materially from such forward-looking statements, many of which are not in the registrant’s control, include, but are not limited to, those risk factors discussed in the registrant’s various filings with the Securities and Exchange Commission, including its annual report on Form 20-F filed on September 30, 2010, as amended on November 09, 2010. These forward-looking statements speak only as of the date of this Form 6-K. The registrant expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in the registrant’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

		TATA COMMUNICATIONS LIMITED
		By:		/s/ Sanjay Baweja
		Name:		Sanjay Baweja
January 31, 2011		Title:		Chief Financial Officer

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Exhibit 1

HQ/CS/CL.24B/14368

31 January 2011

Sir,

Sub : Un-audited Financial Results for the period ended 31 December 2010.

Pursuant to Clause 41 of the Listing Agreement with Indian Stock Exchanges, please find sent herewith Un-audited Financial Results (Provisional, according to Indian GAAP) for the period ended 31 December 2010, which has been taken on record by the Board of Directors in their meeting, held on 31 January 2011.

Thanking you,

Yours faithfully,

For Tata Communications Limited

                         /s/ Rishabh Aditya

Rishabh Aditya

Dy. Company Secretary & VP

To:

 

1)	Security Code 23624, The Stock Exchange, Mumbai. Fax No.(22) 22722037,39,41

 

2)	Security Code 5251, The Asst. Manager (Listing), National Stock Exchange of India Limited. Fax Nos.: (22) 66418125/26.

 

3)	National Securities Depository Ltd. Fax Nos. : 2497 29 93.

 

4)	The Bank of New York. Fax No.2204 49 42.

 

5)	Sharepro Services. Fax No. 2837 5646

 

6)	Marc H. Iyeki,Director, New York Stock Exchange, Fax No: (212) 656-5071 /72 / Managing Director, New York Stock Exchange, Fax No: (212) 265-2016

 

7)	Central Depository Services (India) Limited. Fax : 2267 3199.

 

8)	Mr. R. Gangadharan for SEC information requirements.

Tata Communications Limited

Plot C 21 & C 36 ‘G’ Block Bandra Kurla Complex, Mumbai 400098 India

Regd. Office : VSB Mahatma Gandhi Road Fort Mumbai – 400 001 India

Tel 91 22 6657 8765 Fax 91 22 6639 5162 website www.tatacommunications.com

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TATA COMMUNICATIONS LIMITED

REGD. OFFICE: VSB, M.G. ROAD, FORT, MUMBAI-400001.

A. UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE

MONTHS ENDED DECEMBER 31, 2010

 

(Rs. in Lakhs)
		Particulars		Stand alone
				For the quarter ended December 31,								For the nine months ended December 31,								For the year ended March 31,
				2010				2009				2010				2009				2010
				(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
1		Revenues from Telecommunication and other Services			87,760				76,975				254,540				237,187				321,804
2		Expenditure
		a. Network Costs			40,356				32,982				114,377				106,135				141,504
		b. Operating and Other Expenses			15,988				17,585				42,640				46,288				63,812
		c. Salaries and Related Costs			11,630				10,846				34,615				29,848				41,844
		d. Depreciation and Amortisation			15,079				15,156				44,181				40,526				57,473
		e. Total Expenditure (2a to 2d)			83,053				76,569				235,813				222,797				304,633
3		Profit / (Loss) from Operations before Other Income, Interest and Exceptional Items (1 - 2)			4,707				406				18,727				14,390				17,171
4		Other Income (net)			6,544				5,374				10,657				9,485				12,575
5		Profit / (Loss) before Interest and Exceptional Items (3 + 4)			11,251				5,780				29,384				23,875				29,746
6		Interest Cost (net)			4,692				5,675				13,694				17,284				20,641
7		Profit / (Loss) after Interest but before Exceptional Items (5 - 6)			6,559				105				15,690				6,591				9,105
8		Exceptional Items: Expense / (Income)
		a. Interest on Income Tax Refund			—				—				—				—				(21,828	)
9		Profit / (Loss) from Ordinary Activities before Tax (7-8) (Refer note 3)			6,559				105				15,690				6,591				30,933
10		Tax Expense			1,985				(28,075	)			4,729				(25,828	)			(17,385	)
11		Net Profit / (Loss) from Ordinary Activities after Tax (9 – 10)			4,574				28,180				10,961				32,419				48,318
12		Extraordinary Items (net of Tax Expense)			—				—				—				—				—
13		Net Profit / (Loss) from Ordinary Activities after Tax and Extraordinary Items (11 - 12)			4,574				28,180				10,961				32,419				48,318

---

 

(Rs. in Lakhs)
		Particulars		Stand alone
				For the quarter ended December 31,								For the nine months ended December 31,								For the year ended March 31,
				2010				2009				2010				2009				2010
				(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
14		Paid up Equity Share Capital (Face value of Rs.10 per share)			28,500				28,500				28,500				28,500				28,500
15		Reserves excluding Revaluation Reserve			—				—				—				—				678,854
16		Earnings Per Share (EPS)			1.60				9.89				3.85				11.38				16.95
		Basic and diluted earnings per share before and after Extraordinary Items (Rs.)
17		Aggregate of public shareholding
		a. Number of shares			47,759,745				46,435,411				47,759,745				46,435,411				46,653,301
		b. Percentage of shareholding			16.76				16.29				16.76				16.29				16.37
18		Promoters and Promoter Group Shareholding
		a. Pledged / Encumbered
		- Number of Shares			20,000,000				30,000,000				20,000,000				30,000,000				34,000,000
		- Percentage of Shares (as a % of the todtal shareholding of promoters and promoter group)			9.22				13.82				9.22				13.82				15.67
		- Percentage of Shares (as a % of the total share capital of the Company)			7.02				10.53				7.02				10.53				11.93
		b. Non-encumbered
		- Number of Shares			197,028,873				187,028,873				197,028,873				187,028,873				183,028,873
		- Percentage of Shares (as a % of the total shareholding of promoters and promoter group)			90.78				86.18				90.78				86.18				84.33
		- Percentage of Shares (as a % of the total share capital of the Company)			69.13				65.62				69.13				65.62				64.22
		c. Shares held by custodian and against which Depository Receipts have been issued-
		(I) Promoters and promoters group			—				—				—				—				—
		(II) Public			20,211,382				21,535,716				20,211,382				21,535,716				21,317,826

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B. UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE

QUARTER AND NINE MONTHS ENDED DECEMBER 31, 2010

 

(Rs. in Lakhs)
		Particulars		Consolidated
				For the quarter ended December 31,								For Nine months ended December 31,								For the year ended March 31,
				2010				2009				2010				2009				2010
				(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
1		Revenues from Telecommunication and Other Services			301,800				277,091				886,316				805,306				1,102,556
2		Expenditure
		a. Network Costs			181,978				166,185				533,539				457,664				646,899
		b. Operating and Other Expenses			49,525				46,447				145,087				145,374				200,709
		c. Salaries and Related Costs			39,113				37,095				120,697				106,185				153,712
		d. Depreciation and Amortisation			38,650				38,016				115,697				105,332				151,080
		e. Total Expenditure (2a to 2d)			309,266				287,743				915,020				814,555				1,152,400
3		Profit / (Loss) from Operations before Other Income, Interest and Exceptional Items (1 - 2)			(7,466	)			(10,652	)			(28,704	)			(9,249	)			(49,844	)
4		Other Income (net)			6,902				4,115				13,580				14,149				11,953
5		Profit / (Loss) before Interest and Exceptional Items (3 + 4)			(564	)			(6,537	)			(15,124	)			4,900				(37,891	)
6		Interest (net)			14,940				14,683				42,236				38,452				52,056
7		Profit / (Loss) after Interest but before Exceptional Items (5 - 6)			(15,504	)			(21,220	)			(57,360	)			(33,552	)			(89,947	)
8		Exceptional Items: Expense / (Income)
		a. Interest on Income Tax Refund			—				—				—				—				(21,828	)
9		Profit / (Loss) from Ordinary Activities before Tax (7-8)			(15,504	)			(21,220	)			(57,360	)			(33,552	)			(68,119	)
10		Tax Expense			2,080				(26,141	)			5,887				(20,102	)			(14,239	)
11		Net Profit / (Loss) from Ordinary Activities after Tax (9 - 10)			(17,584	)			4,921				(63,247	)			(13,450	)			(53,880	)
12		Extraordinary Items (net of Tax Expense)			—				—				—				—				—
13		Net Profit / (Loss) before Minority Interest and Associate Loss (11 - 12)			(17,584	)			4,921				(63,247	)			(13,450	)			(53,880	)
14		Minority Interest			2,873				2,978				8,104				7,224				8,860
15		Share in Loss of Associates			(5,030	)			(4,881	)			(14,087	)			(11,823	)			(14,754	)
16		Net Profit / (Loss) (13+14+15)			(19,741	)			3,018				(69,230	)			(18,049	)			(59,774	)

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(Rs. in Lakhs)

		Particulars		Consolidated
				For the quarter ended December 31,								For Nine months ended December 31,								For the year ended March 31,
				2010				2009				2010				2009				2010
				(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
17		Paid up Equity Share Capital (Face value of Rs.10 per share)			28,500				28,500				28,500				28,500				28,500
18		Reserves excluding Revaluation Reserve																			404,266
19		Earnings Per Share (EPS) Basic and diluted earnings per share before and after Extraordinary Items (Rs.)			(6.93	)			1.06				(24.29	)			(6.33	)			(20.97	)

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C. Standalone Segment Information:

(Rs. in Lakhs)

		Stand alone
		For the quarter ended December 31,								For the nine months ended December 31,								For the year ended March 31,
Particulars		2010				2009				2010				2009				2010
		(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
Revenues from Telecommunication and Other Services
Global Voice Solutions			23,857				29,612				73,844				93,799				124,780
Global Data and Managed Services			63,903				47,363				180,696				143,388				197,024
Total			87,760				76,975				254,540				237,187				321,804
Segment result
Global Voice Solutions			(2,527	)			8,051				(3,441	)			18,618				25,465
Global Data and Managed Services			47,605				31,363				139,318				105,598				147,890
Total			45,078				39,414				135,877				124,216				173,355
Less :
(i) Interest Cost (net)			4,692				5,675				13,694				17,284				20,641
(ii) Other Unallocable Expenses (net)			33,827				33,634				106,493				100,341				143,609
Profit / (Loss) before Taxes and Exceptional Items			6,559				105				15,690				6,591				9,105
Exceptional Expenses / (Income) (net)			—				—				—				—				(21,828	)
Profit / (Loss) before Taxes			6,559				105				15,690				6,591				30,933
Tax Expense			1,985				(28,075	)			4,729				(25,828	)			(17,385	)
Net Profit / (Loss) for the period			4,574				28,180				10,961				32,419				48,318

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D. Consolidated Business Segment Information:

(Rs. in Lakhs)

Particulars		Consolidated
		For the quarter ended December 31,								For Nine months ended December 31,								For the  year ended March 31,
		2010				2009				2010				2009				2010
		(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
Revenues from Telecommunication and Other Services
Global Voice Solutions			162,399				158,006				483,558				442,324				613,194
Global Data and Managed Services			118,771				102,951				343,813				313,747				420,541
Others			20,630				16,134				58,945				49,235				68,821
Total			301,800				277,091				886,316				805,306				1,102,556
Segment result
Global Voice Solutions			23,309				31,277				71,327				93,724				113,639
Global Data and Managed Services			86,596				70,743				250,947				224,386				300,543
Others			9,917				8,886				30,504				29,532				41,475
Total			119,822				110,906				352,778				347,642				455,657
Less :
(i) Interest Cost (net)			14,940				14,683				42,236				38,452				52,056
(ii) Other Unallocable Expenses (net)			120,386				117,443				367,902				342,742				493,548
Profit / (Loss) before Taxes and Exceptional Items			(15,504	)			(21,220	)			(57,360	)			(33,552	)			(89,947	)
Exceptional Expenses / (Income) (net)			—				—				—				—				(21,828	)
Profit / (Loss) before Taxes			(15,504	)			(21,220	)			(57,360	)			(33,552	)			(68,119	)
Tax Expense			2,080				(26,141	)			5,887				(20,102	)			(14,239	)
Net Profit / (Loss) before Minority Interest and Associate Loss			(17,584	)			4,921				(63,247	)			(13,450	)			(53,880	)
Minority Interest			2,873				2,978				8,104				7,224				8,860
Share in Loss of Associates			(5,030	)			(4,881	)			(14,087	)			(11,823	)			(14,754	)
Net Profit / (Loss) for the period			(19,741	)			3,018				(69,230	)			(18,049	)			(59,774	)

Notes to Segments:

Effective April 01, 2010, the Company’s reportable business segments have been re-aligned into Global Voice Solutions, Global Data and Managed Services (GDMS) and Others to reflect change in the Company’s Business and Organization Structure. Accordingly, all network and managed services in the Company and its subsidiaries have been aligned to GDMS and Joint Ventures and Retail Business have been aligned to Others.

Revenues and expenses, which are directly identifiable to the segments, have been attributed to the relevant segments. The allocable enterprise expenses have been allocated on reasonable basis to the relevant segments. Segment result is segment revenues less segment expenses. Certain costs including depreciation which are not allocable to segments have been classified as “Other Unallocable Expenses (net)”.

Telecommunication services are provided utilizing the Company’s assets which do not generally make a distinction between the types of services. As a result, fixed assets are used interchangeably between segments. In the absence of a meaningful basis to allocate assets and liabilities between segments, no allocation has been made.

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Notes:

 

1.

The above results of the Company for the quarter and nine months ended December 31, 2010 have been subjected to a limited review by the statutory auditors, recommended by the audit committee and were taken on record and approved by the Board of Directors at their meeting held on January 31, 2011.

 

2.

Other Income includes:

(Rs. in Lakhs)

Net foreign exchange (gain)/loss		For the Quarter ended December 31,								For the Nine months ended December 31,								For the  Year ended March 31,
		2010				2009				2010				2009				2010
		(unaudited)				(unaudited)				(unaudited)				(unaudited)				(audited)
- Standalone			(690	)			156				(1,080	)			773				1,228
- Consolidated			(813	)			1,811				(2,474	)			(2,546	)			1,653

 

3.

Other Income for the three months and nine months ended December 31, 2010 includes Rs. 4,402 lakhs (previous period 2,632 Lakhs) towards reversal of liabilities no longer required.

 

4.

Revenues from Telecommunication and other Services for the nine months ended December 31, 2010 include Rs 2,654 Lakhs (previous period Rs Nil) of previous period based on settlement with a carrier in the current year.

 

5.

Standalone Revenues from Telecommunication and other Services for the nine months ended December 31, 2010 include Rs. 2,560 Lakhs (previous period Rs. Nil) pertaining to previous periods. This has no impact on consolidated results.

 

6.

Effective April 01, 2010, the Company has changed its accounting policy for Financial Instruments for limited purpose of Hedge accounting. The effective portion of Mark-to-market profit/ (loss) on interest rate swaps for quarter and nine months ended December 31, 2010 is Rs. Nil for standalone financial statements and Rs. 2,504 Lakhs and Rs (608) Lakhs respectively in consolidated financial statements which is recognized in Hedge Fluctuation Reserve.

 

7.

The previous period’s figures have been regrouped and reclassified wherever necessary to make them comparable with the current period’s figures.

 

8.

Investor Complaint status:

 

Outstanding as on October 01, 2010		Total received during the quarter ended December 31, 2010		Total resolved during the quarter ended December 31, 2010		Outstanding as on December 31, 2010
Nil		Nil		Nil		Nil

 

Place : Mumbai.

Date  : January 31, 2011