Thomas Cook has been granted an authorized dealers' license (category II) by RBI to deal in foreign exchange through

its designated branches. Under this license, we have been, inter-alia, granted permission to undertake the following activities: 1. Retail purchases of foreign currencies and travelers cheques. 2. Bulk purchases/sales of foreign currencies from/to authorized dealers, money changers and franchisees. 3. Release / remittance of foreign exchange for the following activities: a. Private Visits b. Remittance by tour operators/travel agents to overseas agents/principals/hotels c. Business Travel (including for Central and State Government officials) d. Fee for participation in global conferences and specialized training e. Payment of crew wages f. Film Shooting g. Medical Treatment abroad h. Overseas Education i. Remittance under educational tie up arrangements with universities abroad j.Maintenance of close relatives abroad k. Stall rentals and participation fees in connection with participation in overseas exhibitions / fairs 4. Import and export of foreign currency and export of encashed Traveler's Cheques 5. Maintenance of foreign currency accounts with banks abroad and undertaking forex cover operations in India and abroad. TCIL presently operates in over 72 cities across over 180 locations. The Company employs over 2,200 resources and is listed on both the Bombay Stock Exchange as well as the National Stock Exchange.

Foreign Exchange - Products and Services Purchase and Sale of currency notes in 26 destination currencies Purchase and Sale of foreign currency denominated travelers cheques Thomas Cook Global Money Card and Citibank World Money Card as prepaid cards, which is a convenient way to carry money overseas Foreign Currency Drafts. Wire transfer of Funds. Remittance of money into India through Money Gram. Cash Advances against International Credit Card. Salient Features:Thomas Cook Titanium MasterCard features in brief: The card has been specially designed for frequent travelers. Attractive 6 reward points for each spend of Rs.100 on the card on Thomas Cook products - Free Delivery of Foreign Exchange within city limits. Rs. 5,000 discount on any Thomas Cook GIT product. 1 Free Air ticket to a domestic destination on the issuance of new card Complimentary travel inconvenience insurance policy Access to MasterCard travel lounges at Airports across the world Redemption of reward points for Thomas Cook holiday packages, hotel stays, air tickets, airline upgrades, etc Conversion of Thomas Cook reward points to frequent flyer miles - convert the reward points earned on card to frequent flyer miles on select domestic airlines. Positioned as a comprehensive travel card. Assured gifts for the joining fees - free air ticket / discount voucher Higher reward points for card swipes at Our Company's outlets

Redemption of reward points against Thomas Cook products encouraged.

Merger with MyTravel announced February 2007, completed June 2007

In June 2006, Thomas Cook (India) acquired LKP Forex Limited and Travel Corporation (India) Pvt. Ltd. (TCI).

2008 Thomas Cook Group announces the acquisition of Canada's TriWest Travel Holdings, French tour operator Jet Tours, and UK independent travel companies Hotels 4 U, Gold Medal and Elegant Resorts. Thomas Cook Group plc, UK, is one of the worlds leading leisure travel groups with sales of 8.8 billion, 22.3million customers, 31,000 employees, a fleet of 93 aircraft and a network of over 3,400 owned and franchised travel stores and interests in 86 hotel s and resort properties. It operates under five geographic segments in 21 countries, and is number one or two in all its core markets.

Led industry consolidation and created one of the worlds largest travel groups Over 30k employees in 15 source markets and two distinct cultures to integrate A single majority shareholder (Arcandor with 52%) Strong management individuals with a track record of turning around businesses A set of industry leading travel brands, under the Thomas Cook umbrella Best Travel Agency - India for the year 2008 by TTG Asia - Part of Pacific Asia Travel Association (PATA.) Best Tour Operator by CNBC Awaaz in 2008. Best Outbound Tour Operator in the 4th Hospitality India & Explore the world Annual International Awards - 2008.

Strengths 1.Strong financial condition1. 2. 3. 4. 5. Owners Capital No of shareholders Foreign Investment Institutional Investment Profitability of last 4 Quarters

Capital structure
From Year 2010 2009 2008 To Class Of Year Share Equity Share Equity 2009 Share Equity 2008 Share 2010 Authorized Capital 34.58 34.58 34.58 Issued Capital 21.18 21.14 16.08 Paid Up Paid Up Paid Up Shares (Nos) Face Value Capital 211807699 211446569 160795870 1 1 1 21.18 21.14 16.08

Share holding
Share holding pattern as on : 30/06/2011 31/03/2011 31/12/2010 Face value 1.00 1.00 1.00 No. Of % No. Of % Shares Holding Shares Holding

No. Of Shares

% Holding

Promoter's holding
Foreign Promoters Sub total 163471449 77.15 163471449 77.15 163471449 77.18 163471449 77.18 163471449 77.18 163471449 77.18

Non promoter's holding Institutional investors

Banks Fin. Inst. and Insurance FII's Sub total Private Corporate Bodies Direcctors/Employees Others Sub total General public 507425 3732637 7427984 6675137 2000 2600 6679737 34298463 0.24 1.76 3.51 3.15 3.15 16.19 413875 2957373 6644170 7503002 2000 2600 7507602 34193578 0.20 1.40 3.14 3.54 3.54 16.14 416025 2987733 6751680 7852630 2000 3100 7857730 33723840 0.20 1.41 3.19 3.71 3.71 15.92

Other investors

Grand total

No. Of % No. Of % No. Of % Shares Holding Shares Holding Shares Holding 211877633 100.00 211816799 100.00 211804699 100.00

Profitability ratios Operating margin (%) Gross profit margin (%) Net profit margin (%) Adjusted cash margin (%) Adjusted return on net worth (%) Reported return on net worth (%) Return on long term funds (%)

Dec ' 10 Dec ' 09 Dec ' 08 Dec ' 07 Dec ' 06 27.68 23.35 15.49 11.87 6.62 13.58 20.47 24.01 19.96 9.09 11.10 6.30 8.12 18.03 32.74 29.51 12.10 12.96 27.81 34.90 41.62 28.96 25.67 13.94 13.66 28.54 40.35 35.52 27.93 22.97 17.20 14.75 42.67 74.65 78.77

2.Market share and standing in market

47.85 (BSE)
-0.50 (-1.03%)
LOW 47.70 48.70 HIGH

BSE : Sep 14, 17:00

Open Price High Price Low Price Prev. Close

48.30 48.70 47.70 48.35

Volume 52 Wk High 52 Wk Low

18862 77.75 40.55

47.80 (NSE)
-0.25 (-0.52%)
LOW 47.70 48.70 HIGH

NSE : Sep 14, 18:30

Open Price High Price Low Price Prev. Close

48.15 48.70 47.70 48.05

Volume 52 Wk High 52 Wk Low

60741 75.40 40.60

Competition
Name Last Price Market Cap.
(Rs. cr.)

Sales Turnover

Net Profit

Total Assets

Titan Industrie CRISIL Jubilant Food Info Edge Cox & Kings Tube Investment Guj NRE Coke Gateway Distri CenturyPlyboard Thomas Cook ICRA Nitin Fire Prot Karuturi Global

212.05 8,294.55 884.75 684.40 213.40 141.65 27.30 137.75 62.55 47.80 926.15 142.40 9.30

18,825.51 5,886.51 5,721.40 3,736.17 2,913.51 2,632.85 1,576.22 1,488.84 1,391.91 1,012.78 926.15 897.34 749.12

6,521.64 531.28 678.33 294.01 235.66 2,981.10 1,593.94 187.60 931.70 267.02 129.31 147.67 31.79

430.42 195.75 72.00 83.97 76.72 169.66 101.83 85.17 74.51 41.54 44.91 23.72 9.52

1,093.09 362.50 191.69 463.64 1,477.27 1,715.20 3,108.28 688.24 489.42 505.10 242.34 174.32 1,130.71

3. Patents and Trademarks

Thomas Cook Patents, Trademarks & Copyrights

Firm Name Contact Person Designation Physical Address Postal Address City State Zip Code Country Location Phone Fax Email Web

Thomas Cook Patents, Trademarks & Copyrights Thomas Cook

3030 Bridgeway, Suite 425 Sausalito, P.O. Box 1989 3030 Bridgeway, Suite 425 Sausalito, California

94965 United States of America Map (+1-415) 339-8550 (+1-415) 339-8555 tclaws@pacbell.net http://www.pacbell.net

Practice Area Patent

Product & Services Holidays - International Holidays - Domestic Air Tickets Rail Tickets Corporate Travel Meetings, Incentives, Exhibitions & Conferences Foreign Exchange Credit Cards Travel Insurance

Mergers & Acquisitions New high growth and/or high margin markets (e.g. BRIC markets) Bolt-on/ consolidation opportunities Continued growth from completed acquisitions Travel-related financial services New markets and product line extensions Maximising distribution and cross-sell opportunities Independent travel OTA market Online third party largely a new market for TCG. Greater wholesale distribution to third party agents Growth of scheduled packages (e.g. Thomas Cook Signature) Mainstream travel ASP increases from better product mix and pricing activities Share gain from smaller operators Channel shift into faster growing online channel Commission & Other Greater control of distribution and commission rate reductions Reduced agent costs in-destination Aviation and fuel Better buying of aviation services across the Group Best practice sharing between airlines e.g. on fuel efficiency Accommodation costs Better buying process and use of Group buying power Co-ordination of activities and best practice sharing Operating expenses Operating leverage; spread fixed costs over higher volumes Adopt a common approach to airline, personnel, IT etc.

Highly integrated and higher margin business Distribution Retail outlets: In-house flying Aircraft: winter Accommodation Controlled distribution: ~80% 796 Thomas Cook airline c.92% summer 33 NB, 11 WB 27 NB, 10 WB Exclusive & differentiated c.40%

1 MAINSTREAM TRAVEL
The strategy for our mainstream business is to improve product mix, whilst reducing costs, thus driving an improvement in margin. During the year, we made good progress in managing our accommodation and aviation costs. We also continued to introduce new differentiated product concepts and drive distribution gains.

Cost efficiencies
Accommodation and non-fuel aviation costs are 2.9bn and 2.5bn respectively, so a relatively modest saving can have a big impact on our performance. Our approach is to leverage our Group buying scale in both these areas, co-ordinating action across all segments to deliver benefit.

Group destination management

At the outset of this year, we targeted a significant reduction in accommodation costs to support demand in the difficult economic climate and mitigate currency-related inflation resulting from Sterling weakness.

Airline synergies
On aviation, we began implementation of an ambitious synergy plan to unlock savings of 35m per annum. By working more closely together, our airlines had delivered 19m of incremental savings during the year through a combination of fuel efficiency measures and improved purchasing of fuel, crew accommodation, ground handling and maintenance services. Plans are in place to purchase catering and rotables support more effectively which will deliver the balance of savings in this, and the following, financial years.

Product mix and trading margin gains Product mix is a key factor in driving margins and we have already made good progress by recalibrating our programmes towards

medium haul destinations, all inclusive resorts and more 4 and 5 star holidays. As part of this, we also work to increase the proportion of differentiated, unique-concept holidays and exclusive hotels we offer.

Distribution gains During the year, the Group increased in house distribution of mainstream product to 52% (2009: 51%) and online distribution to 23% (2009: 22%). 2 TRAVEL-RELATED FINANCIAL SERVICES
Our key objective in financial services is to drive sales through cross selling of foreign exchange and travel insurance products. In the period, financial services contributed around 14% of Group adjusted underlying operating profit. In the UK, we increased our share of the retail foreign exchange market from 13% to 15% and established ourselves as the number one global provider of cash passports supplied by Travelex, with a 150% increase in sales.

3 INDEPENDENT TRAVEL
Our objective with independent travel is to grow both the top and bottom line, largely through the development of our European Online Travel Agent (OTA). During the year, independent travel continued to grow strongly, increasing to 27% of Group revenue from 25% last year, with passengers up by 5%.

Online Travel Agent (OTA)

Unlike the US, the European OTA market remains relatively fragmented and Thomas Cook has the opportunity to achieve a top three market position. Accordingly, we are targeting gross bookings with a value of around 3.5bn over the medium term (although sales will be accounted for on a net commission basis).

4 MERGERS & ACQUISITIONS (M&A)

Through M&A and partnerships, our objective is to capitalise on consolidation opportunities in our current markets and leverage our expertise to capture growth opportunities in emerging markets.

Airline Synergy Measures Of the many synergy measures identified, several were implemented successfully during the year. The top eight will, on completion, have delivered over 60% of the targeted savings. These mainly comprise: joint tender for in-flight catering joint negotiations for ground handling contracts joint tender for rotables and rotables support fuel efficiency improvements joint tender for departure control system

UNLOCK VALUE THROUGH GREATER GROUP COORDINATION

Market-leading customer service will continue to be at the forefront of everything we do. Our Group-wide approach to destination management will: create and embed a united as one team overseas culture deliver consistently high standards of customer service in resort capitalise on market strengths and further share best practice increase in-resort revenue remove duplication and drive greater efficiency minimise costs

WEAKNESS
Still relatively low unique market position.

Lack of adequate infrastructure. The airlines in India, for example, are inefficient and do not provide basic facilities at airports. The road condition in India is very bad. No proper marketing of India's tourism abroad. Foreigners still think of India is one of poverty, superstition, and diseases. The case of plague in Surat in 1994 led to decrease of 36% in arrival of foreign tourists in India. Focus on higher margin products. Yield management improvements. Growing strong independent Travel proposition. Strengthening financial services position. Increase controlled distribution from 83% to 90% and online from 54% to 80%. Increase share of concept hotels from 25% to 30% of total bed capacity. Improve value proposition to grow the family and 50+ segments. Grow independent travel business, focusing on major destinations. Continue cost efficiencies, reducing overheads and commissions.

Opportunities
Leading Tour Operator with strong distribution: Multi-destination Tour Operator . Retail focus on key regions. Leveraging core destinations. Leverage existing expertise: Brand strong positions in key destinations. More proactive role from the government of India in terms of framing policies. Allowing entry of more multinational companies into the country giving us a global perspective. Growth of domestic tourism. The advantage here is that domestic tourism and international tourism can be segregated easily owing to the different in the period of holidays. Continue focus on duty free sales in the airline. Maximise the value of mainstream. Become a leading independent travel provider. Become the leading travel-related financial services provider.

Threats
Major travel markets continue to grow faster than the general economy.

Intermediaries continue to capture around a third of total expenditure . Mainstream travel market will continue to be large and to grow in value terms. Independent travel to drive majority of the growth in the intermediary market. Online growth will be faster than offline; growth in both mainstream and independent. Consumers will continue to drive change in the industry. Political turbulence within India in Kashmir and Gujarat has also reduced tourist traffic. Aggressive strategies adopted by other countries like Australia, Singapore in promoting tourism