Exhibit 99.2
 |  | |
MAHANAGAR TELEPHONE NIGAM LIMITED (A GOVERNMENT OF INDIA ENTERPRISE) CORPORATE OFFICE | ||
MTNL/SECTT/SE/2010 25.01.2010 | ||
To
The Secretary, Stock Exchanges
Delhi/Bombay/Calcutta/Madras/
National Stock Exchange, NYSE
Sub: Secretarial Audit Report for the Q.E. on 31.12.2009.
Dear Sir,
Pursuant to SEBI’s circular No. D&CC/FITTC/CIR-16/2002 dt. 31.12.2002, we are enclosing herewith Secretarial Audit Report for the quarter ended on 31st December, 2009 issued by M/s. V.K. Sharma & Co., Company Secretaries.
Kindly take the same on record.
Thanking you,
Yours faithfully,
(S.R.SAYAL)
COMPANY SECRETARY
Encl: As above
V.K. SHARMA & CO.
Company Secretaries
422, Ocean Plaza, Sector-18, Noida - 201 301
Tel. : 4221470, Mobile : 9818816592
E-mail : vks_cosecy@yahoo.com
The Board of Directors
Mahanagar Telephone Nigam Ltd.
Jeevan Bharti, Tower I
124, Connought Place
New Delhi
SECRETARIAL AUDIT REPORT
I have examined the Register of Members, beneficiary details furnished by the Depositories and other records /documents maintained by M/s. MAHANAGAR TELEPHONE NIGAM LIMITED and its Share Transfer Agents M/s Beetal Financial & Computer Services (P) Ltd. for issuing this certificate, in accordance with Circular No. D &CC /FITTC/CIR-16/2002 dated December 31, 2002 issued by the Securities and Exchange Board of India.
In my opinion and to the best of my knowledge and according to the information and explanations given to me and based on such verification as was considered necessary for the purpose, I have to report that the details of the company’s reconciliation of capital and other details as required, for the quarter ended 31st December, 2009 are as per our report annexed hereto.
| Place: Noida | For V.K.Sharma & Co. |
| Company Secretaries | |
 | |
| (Vijay Sharma) | |
| Date: 11 January, 2010 | C.P.No. 2019 |
(SUCCESS IS WHERE PREPARATION MEETS OPPORTUNITY)
V.K. SHARMA & CO.
Company Secretaries
Secretarial Audit Report
| 1. Report for the quarter ended | : | 31.12.2009 | ||
| 2. ISIN | : | INE153A01019 | ||
| 3. Face Value | : | Rs. 10/- | ||
| 4. Name of the company | : | Mahanagar Telephone Nigam Ltd. | ||
| 5. Registered Office | : | Tower – I, 12th Floor | ||
| 124, Connaught Circus New Delhi-110 001 | ||||
| 6. Correspondence Address | : | As above | ||
| 7. Tele No./Fax No. | : | Tel: 91-11-23742212 Fax: 23716655 | ||
| 8. Email Address | : | dcsco@bol.net.in | ||
| 9. Name of Stock Exchanges where | : | Delhi Stock Exchange Association Ltd., The Stock Exchange Mumbai The Calcutta Stock Exchange Association Ltd., MadrasStock Exchange Ltd., The NationalStock Exchange of India Ltd., and New York Stock Exchange | ||
| The Company’s securities are listed | : | |||
| No. of Shares | % of T.Capital | |||
| 10. Issued Capital | : | 630000000 | 100% | |
| 11. Listed Capital | : | 275621860 | 43.75% | |
| 12. Held in demat form in CDSL | : | 17144334 | 02.72% | |
| 13. Held in demat form in NSDL | : | 258386111 | 41.01% | |
| 14. Physical holding | : | 354469555 | 56.27% | |
| 15. Total No. of shares | : | 630000000 | 100% | |
| 16. Reasons for difference, if any | : | No difference between, (10 & 15) However there is difference between (10 & 11) and (11 & 15) as Govt. holding was not Listed | ||
| 17. Details of changes in share capital: | ||||||
| Particulars | No. of Shares | Applied/Not applied for listing | Listed on Stock Exchanges (Specify Name) | Whether Intimated to CDSL | Whether Intimated to NSDL | In principle approval pending for SE (Specify Name) |
| _____________ | _____________ | ____N/A____ | ___________ | _____________ | _______________ | __________ |
| 18. Register of Members updated | : | Yes |
| 19. Reference of previous quarter with regards to excess dematerialized shares, if any | : | NIL |
 |
V.K. SHARMA & CO.
Company Secretaries
| 20. Has the company resolved the matter mentioned in point no. 19 above in the current quarter? If not, reason why? | : | N/A |
| 21. Mention the total number of requests, if any, confirmed after 21 days and the total number of requests pending beyond 21 days with the reasons for delay | ||
| Total no. of demat requests | No.of requests | No.of shares | Reasons for delay | |||
| Confirmed after 21 days | NIL | NIL | NIL | |||
| Pending for more than 21 days | NIL | NIL | NIL |
| 22. Name Tele No. of compliance Officer : | : | S.R.Sayal, Company Secretary Tel 23324587, Fax 23716655 |
| 23. Name, Tel & Fax No. & Regn. No. of the Auditor | : | V.K.Sharma, 422, Ocean Plaza, Sector-18 NOIDA Tel. 0120-4221470, 9811009592 FCS 3440 |
| 24. Appointment of common Agency | Beetal Financial & Computer Services (P)Ltd 99, Madangir, Behind LSC New Delhi 110 062 | |
| 25. Any other detail: | NIL |
| Place: Noida |  | For V.K.Sharma & Co. |
| Company Secretaries | ||
| | ||
| Date: 11 January, 2010 | (Vijay Sharma) | |
| C.P.No. 2019 |