Final Icici

8/8/2019 Final Icici

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Overview

ICICI Bank is India's second-largest bank with total assets of Rs.

3,767.00 billion (US$ 96 billion) at December 31, 2007 and profit after

tax of Rs. 30.08 billion for the nine months ended December 31, 2007.

ICICI Bank is second amongst all the companies listed on the Indian

stock exchanges in terms of free float market capitalization*. The Bank

has a network of about 955 branches and 3,687 ATMs in India and

presence in 17 countries. ICICI Bank offers a wide range of banking

products and financial services to corporate and retail customers through

a variety of delivery channels and through its specialized subsidiaries

and affiliates in the areas of investment banking, life and non-life

insurance, venture capital and asset management. The Bank currently

has subsidiaries in the United Kingdom, Russia and Canada, branches in

Unites States, Singapore, Bahrain, Hong Kong, Sri Lanka, Qatar and

Dubai International Finance Centre and representative offices in United

Arab Emirates, China, South Africa, Bangladesh, Thailand, Malaysia

and Indonesia. Our UK subsidiary has established a branch in Belgium.

ICICI Bank's equity shares are listed in India on Bombay Stock

Exchange and the National Stock Exchange of India Limited and its

American Depositary Receipts (ADRs) are listed on the New York

Stock Exchange (NYSE).


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History

ICICI Bank was originally promoted in 1994 by ICICI Limited, an

Indian financial institution, and was its wholly-owned subsidiary.

ICICI's shareholding in ICICI Bank was reduced to 46% through a

public offering of shares in India in fiscal 1998, an equity offering in the

form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank's

acquisition of Bank of Madura Limited in an all-stock amalgamation in

fiscal 2001, and secondary market sales by ICICI to institutional

investors in fiscal 2001 and fiscal 2002. ICICI was formed in 1955 at

the initiative of the World Bank, the Government of India and

representatives of Indian industry. The principal objective was to create

a development financial institution for providing medium-term and

long-term project financing to Indian businesses. In the 1990s, ICICI

transformed its business from a development financial institution

offering only project finance to a diversified financial services group

offering a wide variety of products and services, both directly and

through a number of subsidiaries and affiliates like ICICI Bank. In

1999, ICICI become the first Indian company and the first bank or

financial institution from non-Japan Asia to be listed on the NYSE.

After consideration of various corporate structuring alternatives in the

context of the emerging competitive scenario in the Indian banking

industry, and the move towards universal banking, the managements of


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ICICI and ICICI Bank formed the view that the merger of ICICI with

ICICI Bank would be the optimal strategic alternative for both entities,

and would create the optimal legal structure for the ICICI group's

universal banking strategy. The merger would enhance value for ICICI

shareholders through the merged entity's access to low-cost deposits,

greater opportunities for earning fee-based income and the ability to

participate in the payments system and provide transaction-banking

services. The merger would enhance value for ICICI Bank shareholders

through a large capital base and scale of operations, seamless access to

ICICI's strong corporate relationships built up over five decades, entry

into new business segments, higher market share in various business

segments, particularly fee-based services, and access to the vast talent

pool of ICICI and its subsidiaries. In October 2001, the Boards of

Directors of ICICI and ICICI Bank approved the merger of ICICI and

two of its wholly-owned retail finance subsidiaries, ICICI Personal

Financial Services Limited and ICICI Capital Services Limited, with

ICICI Bank. The merger was approved by shareholders of ICICI and

ICICI Bank in January 2002, by the High Court of Gujarat at

Ahmedabad in March 2002, and by the High Court of Judicature at

Mumbai and the Reserve Bank of India in April 2002. Consequent to

the merger, the ICICI group's financing and banking operations, both

wholesale and retail, have been integrated in a single entity.


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Board Members

Mr. N. Vaghul, Chairman

Mr. Sridar Iyengar

Mr. Lakshmi N. Mittal

Mr. Narendra Murkumbi

Mr. Anupam Puri

Mr. Arun Ramanathan

Mr. M.K. Sharma

Mr. P.M. Sinha

Prof. Marti G. Subrahmanyam

Mr. T.S. Vijayan

Mr. V. Prem Watsa

Mr. K.V. Kamath, Managing Director & CEO

Ms. Chanda Kochhar, Joint Managing Director & Chief Financial

Officer

Mr. V. Vaidyanathan, Executive Director

Ms. Madhabi Puri-Buch, Executive Director

Mr. Sonjoy Chatterjee, Executive Director


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Board Committees

Audit CommitteeBoard Governance & Remuneration

Committee

Mr. Sridar Iyengar


Mr. M. K. Sharma

Mr. N. Vaghul

Mr. Anupam Puri

Mr. M. K. Sharma

Mr. P. M. Sinha


Customer Service

CommitteeCredit Committee

Mr. N. Vaghul


Mr. M.K. Sharma

Mr. P.M. Sinha

Mr. K. V. Kamath

Mr. N. Vaghul


Mr. M .K. Sharma

Mr. P. M. Sinha

Mr. K. V. Kamath


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Fraud Monitoring

CommitteeRisk Committee

Mr. M. K. Sharma


Mr. K. V. Kamath

Ms. Chanda D. Kochhar

Mr. V. Vaidyanathan

Mr. N. Vaghul

Mr. Sridar Iyengar


Mr. V. Prem Watsa

Mr. K. V. Kamath

Share Transfer &

Shareholders'/ Investors'

Grievance Committee

Asset-Liability Management Committee

Mr. M. K. Sharma



Ms. Madhabi Puri-Buch



Mr. Sonjoy Chatterjee

Mr. V. Vaidyanathan

Committee of Directors

Mr. K. V. Kamath



Mr. Sonjoy Chatterjee

Mr. V. Vaidyanathan


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CEO PROFILE

K V Kamath: KV Kamath was born on December 2, 1947, in

Mangalore, Karnataka, and is a mechanical engineering by

education. He did his MBA from IIM-Ahmedabad. After

graduating from IIM in 1971, he started his career with ICICI

in the project finance division and moved on to different

departments. In 1998, Kamath joined the Asian Development

Bank, Manila, in their private sector department. In may 1996,

he returned to ICICI as its managing director and chief

executive officer, a position he still holds. He is a member of

the governing board of various educational institutions,

including IIM-Ahmedabad, Indian school of Business-


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Hyderabad, National Institute of Bank Management and

Manipal Academy of Higher Education.

Location

ICICI Bank

Location Details

Location Type Address

Registered Office Landmark Race Course CircleVadodra - 390007Gujarat - IndiaPhone : 2339923, 2339924, 2339925, 2339927, 2339928Fax : 2339926Email :[email protected] : N.A.

Corporate Office ICICI Bank Towers Bandra-Kurla ComplexMumbai - 400051Maharashtra - IndiaPhone : 26531414Fax : 26531122Email :[email protected] : N.A.
mailto:[email protected]:[email protected]:[email protected]:[email protected]


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Head quarters

ICICI Bank

ICICI Bank Towers, Bandra-Kurla Complex

Mumbai, 400 051, India

Phone: +91-22 2653 1414

Fax: +91-22 2653 1175

Branches:

The Bank has a network of about 955 branches and 3,687 ATMs in

India and presence in 17 countries.

Major Branches in Andhra Pradesh:

Hyderabad / secunderabadNo. 514, Road No. 12,

Banjara Hills, Andhra Pradesh.

HYDERABAD, 500034

1st Floor, East Wing,

1-11-256, Street No 1,Begumpet

HYDERABAD , 500016

ICICI Bank Ltd, D. No.22-8-290/291,

Nayapul X Road, Charminar,

HYDERABAD , 500002


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ICICI Bank Ltd,D. No.2-42/1 to 8, GBR Towers,

Chaitanya Puri, Dilsukhnagar,

HYDERABAD , 500060

ICICI Bank Ltd, Plot No- 1259, Road no. 36, Jubilee Hills, Hyderabad

HYDERABAD, 500033

Vijayawada

40-1-127,128 and 129, Murali Chambers,

M G Road,

VIJAYAWADA , 520010

ICICI Bank Ltd.,

9-61-8, BRP Road, Vijayawada

VIJAYAWADA , 520001

VIZAG

47-14-18, Isnar Satyasri Complex, Main Road, Dwarkanagar, Vishakapatnam.

VISHAKAPATNAM, 530016

Srinivasa Plaza, Plot No. HIG 244, Sector - IV, M V P colony, Vishakapatnam.

VISHAKAPATNAM, 530017

Door No10 50 81 A B, Vijayalakshmi Nilayam,

Opp Lazarus Hospital, Waltair Main Road, Ram Nagar,

VISHAKAPATNAM , 530002


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MANAGING ACTIVITIES


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At ICICI Bank, we offer corporates a wide range of products and services, the

technologies to leverage them anytime, anywhere and the expertise to customize

them to client-specific requirements.

From cash management to corporate finance, from forex to acquisition financing,

we provide you with end-to-end services for all your banking needs. The result is an

overall financial solution for your company that helps you accomplish your

objectives.

ICICI Bank can guide you through the universe of strategic

alternatives - from identifying potential merger or acquisition

targets to realigning your business' capital structure.

ICICI Bank has been the foremost arrangers of acquisition

finance for cross border transactions and is the preferred

financer for acquisitions by Indian companies in overseas

markets.

The Bank has also developed Forex risk hedging products for

clients after comprehensive research of the risks a corporate

body is exposed to, e.g., Interest Rate, Forex, Commodity,

Credit Risk, etc.

We offer you global services through our correspondent banking

relationship with 950 foreign banks and maintain a NOSTRO

account in 19 currencies to service you better and havestrong ties with our neighbouring countries

ICICI Bank is the leading collecting bankers to Public &

Private Placement/ Mutual Funds/ Capital Gains Bonds

issues. Besides, we have products specially designed for the

financial intermediaries to meet their unique requirements.

We support your international business by meeting working

capital requirements of export and import financing. We also

have a host of non-funded services for our clients.

Whatever your industry, size or financial requirements, ICICI

Bank has the expertise and the solutions to partner you all the

way.

Transaction Banking

The Bank delivers world class banking services to financial sector clients. Our

current roaming accounts empower you with 'Anytime, Anywhere Banking'. They

are designed for your convenience.

Our comprehensive collection and payment services span India's largest CMS

network of over 4,500 branches.

We provide correspondent banking tie-ups with foreign banks to assist them in

their India-related businesses.

Loan Syndication

The FISG is responsible for syndication of loans to corporate clients.

We ensure the participation of banks and financial institution for the syndication of

loans. Some of the products syndicated are

Project Finance

Corporate Term Loans

Working Capital Loans

Acquisition Finance, etc.

Sell Down

ICICI Bank is a market leader in the securitisation and asset sell-down market.

From its portfolio, the FISG offers different products to its clients in this segment.The products are:

Asset-Backed Securities (ABS).


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Awards & Recognitions

ICICI Bank2008

ICICI Bank wins the 'Excellence in Remittance Business 2007' awardby The Asian Banker

Ms. Madhabi Puri Buch, ED, ICICI Bank wins FICCI's "Young WomenAchievers" Award

Mr. K. V. Kamath, MD & CEO, ICICI Bank wins "The Asian BankerLeadership Achievement Award" for the Asia Pacific and Gulf Region2007

EuroWeek award for Most Improved Market ProfileThe award is designed to recognise the institution that has been mostsuccessful in building its own niche in Asia's competitive syndicatedloan market

The Asset Triple A Transaction Banking Awards, 2008 Best Trade Finance Bank in India


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Best Transaction Bank in India Best Cash Management Bank in India Best Domestic Custodian in India

Global Finance Award for: Best "Trade Finance Bank and Provider" in India

ICICI Bank wins the Gold Shield for " Excellence in FinancialReporting" by Institute of Chartered Accountant of India (ICAI) for theYear ended March 31, 2007

Mr. K. V. Kamath, MD & CEO, ICICI Bank awarded the "PadmaBhushan"

2007

ICICI Bank won the "Most Customer Responsive Company" award inthe Banking and Financial Services vertical at The Economic Times -Avaya Global Connect Customer Responsiveness Awards 2007

Asset Asian Awards 2007 Triple A

1. Country Awards for the Best Domestic Bank in India2. Triple A House and Deal Awards for

a. Best Investment Grade Bond- Indiab. Best follow on offering for The Asset 2007

c. Best Syndicated Loan

ICICI Bank won "The Bankers Award" for the Bank of the Year (India)

Mr. K. V. Kamath is Forbes Asia's Businessman of the Year.

ICICI Bank named as one of the "Fabulous 50 companies in Asia" byForbes Asia

Mr. K. V. Kamath won the Lifetime achievement Award at the seventhAnnual Teacher's Achievement Awards.

Ms. Chanda Kochhar won the Teachers Achievement Award in thebusiness category.

Best Regional Private Bank - Asia Pacific Award at the 17th PrivateBanker International Awards.

Mr. K. V. Kamath featured among Asiamoney's top 100 most powerfulbusinessmen from Asia.

Ms Chanda Kochhar ranked 33rd in the Fortune's List of 50 MostPowerful Women in Global Business.


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ICICI Bank was one of the four Indian companies to make it to theglobal list of Top Companies for Leaders 2007, according to a surveyconducted by Hewitt Associates in partnership with the RBL groupand Fortune magazine.

ICICI Bank adjudged winner of the annual CIO 100 awards in

recognition of the organization's pre-eminence in the area ofInnovative technology deployment.

Ms Chanda Kochhar featured in the list of Business Today's 25 mostpowerful women leaders.

Best private sector bank by Outlook Money NDTV Profits Awards2007

The Uptime Champion Awards 2007

The Economic Times Business Leader of the Year Award for

Mr.K.V.Kamath

CNBC Awaaz Consumer Awards 2007 for:Most Preferred brand for Auto LoansMost Preferred brand for Credit CardsMost Preferred brand for Financial Advisory ServicesMost Preferred brand for Home Loans.

Global Finance Awards for :The Best Consumer Internet Bank in India.The Best Corporate / Institutional Internet Bank in India.

ICICI Bank has won the Euromoney Award for the "Best Bank inAsia" and "Best Bank in India"

Asia's Best Financial Borrower 2007 - Euromoney

Best Bank in the New Private Sector Bank category By FinancialExpress.

Excellence in Remittance Business Award, 2006 from Asian Banker.

ICICI Bank has won the Readers Digest Trusted Brand Gold Awardfor the Bank category in India in 2007.

2006

Bank of the Year 2006 India by the Banker

THE ASSET TRIPLE AAA Awards for :

Best Transaction Bank in INDIABest Trade Finance in India


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Best Domestic Custody in IndiaBusiness Standard's Banker of the Year for Mr.K.V.Kamath

CNBC-TV18 India Business Leader Award for Mr. K. V. Kamath

Business India's Best Bank of the Year 2006

Ms.Chanda Kochhar featured on Fortune's 50 Most Powerful Womenin International Business.NDTV Profit Business Leadership Award in the Banking category.

Ms. Kalpana Morparia and Ms. Lalita Gupte featured on Forbes MostPowerful WomenCII National Award for Energy Management

Business Baron - Most Admired Bank

Global Finance Award for World's Best Foreign Exchange Bank fromIndia" and the "World's Best Trade Finance from India"Global Finance Awards for :

Best Integrated Consumer Bank Site in AsiaBill Presentment and Payment in AsiaBest Consumer Internet Bank in IndiaBest Corporate/ Institutional Internet Bank in India

ICICI Bank wins three awards for outstanding performance from AsianBanker

Best Retail Bank IndiaExcellence in Multi Channel DistributionExcellence in Automobile Lending Award

Reader's Digest India - Most Trusted Brand Award for 2006 voted byconsumers

Social responsibilities

ICICI was going to establish a ICICI Foundation and fund it with 1% of

its profits. Even one of its very senior executive was going to head this

foundation

Rural Thrust: ICICI Bank has identified rural sector as one of the major

areas of growth. It is creating holistic propositions to address this

opportunity. ICICI Bank has formulated a comprehensive strategy for

rural, micro-banking and agri business encompassing a range of

products and multiple delivery channels. The objective is to meet the

needs of the rural economy while building a sustainable business model.


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The range of products comprises six primary credit products micro

finance loans, farmer financing, working capital financing for agri-

enterprises, farm equipment financing, commodity based financing and

jewel loans as well as savings investments and insurance products. The

rural delivery channels included branches at major agricultural markets,

credit franchisees, rural internet kiosks and micro-finance institution

partnerships targeting speciific segments of the rural populations.

Sustainable Development: The bank operates and supports a diverse

range of social projects in the areas of primary education, healthcare,

micro-finance, environment, research & bio technology, finance &

development. ICICI Banks work in the area of development aims at

facilitating wider participation by Indias poorer communities in social

and economic process. Its efforts are broadly divided into two spheres

partnership based development intiatives and market-based direct

initiatives. For those initiatives that seek to make a broader impact on

socitey, ICICI Banks stategy has been to identitfy partners and work

with them to build competencies and effectiveness on the field. The

Bank has taken a more market-based direct approach for those

intitiatives that directly impact the economic well-being of individuals.

(www.icicicommunities.org)

Financial Counselling: ICICI Bank setup the DISHA Trust in April

2007 as part of ICICI Banks Corporate Social Responsibility activity.

Its main objectives are to provide free credit counselling, financial

education and debt management services to consumers and to increase


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awareness about financial products and services, thus promoting better

understanding and decision making.

With centres around the country, DISHA Financial Counselling

provides its services FREE of cost to all customers, even to those of

other banks.

FINANCIAL MANAGEMENT

INITIAL CAPITAL:

Second largest Bank in India is now formally in place . RBI has given

approval for the reverse merger of ICICI Ltd with its banking arm ICICI


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Bank. ICICI Bank with Rs 1 lakhs crore asset base bank is second only

to State Bank of India, which is well over Rs 3 lakh crore in size. RBI

also cleared the merger of two ICICI subsidiaries, ICICI Personal

Financial Services and ICICI Capital Services with ICICI Bank.

The merger is effective from the appointed dated of March 30, 02, and

the swap ratio has been fixed at two ICICI shares for one ICICI Bank

share.

WORKING CAPITAL:

Major Holders

BREAKDOWN

% of Shares Held by All Insider and 5% Owners: NaN

% of Shares Held by Institutional & Mutual Fund Owners: 21%

% of Float Held by Institutional & Mutual Fund Owners: 21%

Number of Institutions Holding Shares: 270

TOP INSTITUTIONAL HOLDERS

Holder Shares % Out Value* Reported

Capital World Investors 8,969,350 1.61 $342,539,476 31-Mar-08

GILDER, GAGNON, HOWE & CO. 5,593,445 1.01 $213,613,664 31-Mar-08

MARSICO CAPITAL MANAGEMENT, LLC 4,915,178 .88 $187,710,647 31-Mar-08

JANUS CAPITAL MANAGEMENT, LLC 4,494,295 .81 $171,637,126 31-Mar-08

OPPENHEIMER FUNDS, INC. 4,273,720 .77 $163,213,366 31-Mar-08


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UBS GLOBAL ASSET MANAGEMENT

(AMERICAS) INC4,048,931 .73 $154,628,674 31-Mar-08

DEUTSCHE BANK AKTIENGESELLSCHAFT 3,737,967 .67 $142,752,959 31-Mar-08

Temasek Holdings (Private) LImited 3,633,482 .65 $138,762,677 31-Mar-08

TPG-AXON CAPITAL MANAGEMENT LP 2,925,000 .53 $111,705,750 31-Mar-08

ABERDEEN ASSET MANAGEMENT PLC 2,783,530 .50 $106,303,010 31-Mar-08

TOP MUTUAL FUND HOLDERS

Holder Shares % Out Value* Reported

EUROPACIFIC GROWTH FUND 6,961,650 1.25 $265,865,413 31-Mar-08

ISHARES MSCI EMERGING MARKETS INDEX

FUND5,354,723 .96 $277,588,840 29-Feb-08

JANUS CONTRARIAN FUND 3,275,369 .59 $125,086,342 31-Mar-08

OPPENHEIMER DEVELOPING MARKETS 2,658,700 .48 $137,827,008 29-Feb-08

NEW PERSPECTIVE FUND INC 2,033,050 .37 $77,642,179 31-Mar-08

FEDERATED KAUFMANN FUND 1,368,500 .25 $83,150,060 31-Jan-08

Columbia Fds Ser Tr-Columbia Marsico

International Opportuni1,099,856 .20 $57,016,535 29-Feb-08

OPPENHEIMER GLOBAL FUND 1,078,400 .19 $66,321,600 31-Dec-07

JP Morgan Asia Equity Fund 1,000,000 .18 $38,190,000 31-Mar-08

DFA INVESTMENT DIMENSIONS-DIMENSIONS

EMERGING MKTS VALUE949,468 .17 $57,452,308 30-Nov-07

* Value shown is computed using the security's price on the report date given.

ICICI Bank

BSE: 532174 NSE: ICICIBANK ISIN: INE090A01013

Industry : Banks - Private Sector

Balance Sheet ------------------- in Rs. Cr. -------------------

Mar '03 Mar '04 Mar '05 Mar '06 Mar '07


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12 mths 12 mths 12 mths 12 mths 12 mths

Capital and Liabilities:

Total Share Capital 962.66 966.40 1,086.75 1,239.83 1,249.34

Equity Share Capital 612.66 616.40 736.75 889.83 899.34

Share Application Money 0.00 0.00 0.02 0.00 0.00Preference Share Capital 350.00 350.00 350.00 350.00 350.00

Reserves 6,320.65 7,394.16 11,813.20 21,316.16 23,413.92

Revaluation Reserves 0.00 0.00 0.00 0.00 0.00

Net Worth 7,283.31 8,360.56 12,899.97 22,555.99 24,663.26

Deposits 48,169.31 68,108.58 99,818.78 165,083.17 230,510.19

Borrowings 34,302.42 30,740.24 33,544.50 38,521.91 51,256.03

Total Debt 82,471.73 98,848.82 133,363.28 203,605.08 281,766.22

Other Liabilities &

Provisions

17,056.93 18,019.49 21,396.17 25,227.88 38,228.64

Total Liabilities 106,811.97 125,228.87 167,659.42 251,388.95 344,658.12



Assets

Cash & Balances withRBI

4,886.14 5,408.00 6,344.90 8,934.37 18,706.88

Balance with Banks,Money at Call

1,602.86 3,062.64 6,585.07 8,105.85 18,414.45

Advances 53,279.41 62,095.52 91,405.15 146,163.11 195,865.60Investments 35,462.30 42,742.86 50,487.35 71,547.39 91,257.84

Gross Block 4,812.98 5,090.20 5,525.65 5,968.57 6,298.56

AccumulatedDepreciation

752.26 1,033.79 1,487.61 1,987.85 2,375.14

Net Block 4,060.72 4,056.41 4,038.04 3,980.72 3,923.42

Capital Work In Progress 156.21 93.99 96.30 147.94 189.66

Other Assets 7,364.31 7,769.45 8,702.59 12,509.57 16,300.26

Total Assets 106,811.95 125,228.87 167,659.40 251,388.95 344,658.11

Contingent Liabilities 40,677.03 74,091.00 97,507.79 119,895.78 177,054.18Bills for collection 5,661.98 8,025.13 9,803.67 15,025.21 22,717.23

Book Value (Rs) 113.10 130.67 170.35 249.55 270.37


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BSE: 532174 NSE: ICICIBANK Reuters: ICBK.BO ICBK.NS

Source : Asian CERC

Cash Flow ------------------- in Rs. Cr. -------------------



Net Profit Before Tax 780.39 1902.22 2527.20 3096.61 3648.04

Net Cash From OperatingActivities

10711.91 7891.69 9131.72 4652.93 23061.95

Net Cash (used in)/from

Investing Activities -5743.22 -1323.04 -3445.24 -7893.98 -18362.67

Net Cash (used in)/fromFinancing Activities

-11266.03 -4587.02 -1227.13 7350.90 15414.58

Net (decrease)/increase InCash and Cash Equivalents

-6297.35 1981.63 4459.34 4110.25 20081.10

Opening Cash & CashEquivalents

12786.35 6489.00 8470.63 12929.97 17040.22

Closing Cash & CashEquivalents

6489.00 8470.63 12929.97 17040.22 37121.32

Profit & Loss account ------------------- in Rs. Cr. -------------------



Income

Interest Earned 9,368.06 8,894.04 9,409.89 13,784.50 22,994.29

Other Income 3,158.72 3,064.92 3,416.23 5,036.62 6,962.95Total Income 12,526.78 11,958.96 12,826.12 18,821.12 29,957.24

Expenditure

Interest expended 7,944.00 7,015.25 6,570.89 9,597.45 16,358.50

Employee Cost 403.02 546.06 737.41 1,082.29 1,616.75


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Selling and Admin Expenses 1,745.52 921.58 1,040.49 2,360.72 4,900.67

Depreciation 505.94 539.44 590.36 623.79 544.78

Miscellaneous Expenses 722.11 1,299.53 1,881.77 2,616.78 3,426.32

Preoperative Exp Capitalised 0.00 0.00 0.00 0.00 0.00

Operating Expenses 3,332.67 2,955.35 3,177.78 5,274.23 8,849.86Provisions & Contingencies 43.92 351.26 1,072.25 1,409.35 1,638.66

Total Expenses 11,320.59 10,321.86 10,820.92 16,281.03 26,847.02



Net Profit for the Year 1,206.18 1,637.11 2,005.20 2,540.07 3,110.22

Extraordionary Items 0.00 0.00 0.00 0.00 0.00

Profit brought forward 19.56 5.05 53.09 188.22 293.44

Total 1,225.74 1,642.16 2,058.29 2,728.29 3,403.66

Preference Dividend 0.00 0.00 0.00 0.00 0.00Equity Dividend 459.78 544.06 632.96 759.33 901.17

Corporate Dividend Tax 58.91 69.71 90.10 106.50 153.10

Per share data (annualised)

Earning Per Share (Rs) 19.68 26.71 27.22 28.55 34.59

Equity Dividend (%) 75.00 75.00 85.00 85.00 100.00

Book Value (Rs) 113.10 130.67 170.35 249.55 270.37

Appropriations

Transfer to Statutory Reserves 702.00 975.30 547.00 248.69 1,351.12

Transfer to Other Reserves 0.00 0.00 600.01 1,320.34 0.00Proposed Dividend/Transfer toGovt

518.69 613.77 723.06 865.83 1,054.27

Balance c/f to Balance Sheet 5.05 53.09 188.22 293.44 998.27

Total 1,225.74 1,642.16 2,058.29 2,728.30 3,403.66

ICICI Bank

Capital Structure

Period Instrument Authorized Issued - P A I D U P -


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Capital

(cr)Capital

(cr)From To Shares

(nos)Face Value Capital

2006 2007 EquityShare

214.75 214.75 899266672 10 214.75

2005 2006 EquityShare 214.75 153.84 153844503 10 153.84


214.75 214.75 616391905 10 214.75


214.75 214.75 613021301 10 214.75


214.75 214.75 220358680 10 214.75


214.75 196.82 196818880 10 196.82


214.75 196.82 196818880 10 196.82


214.75 165 165000700 10 165


214.75 150 150000700 10 150


214.75 150 700 10 0

HUMAN RESOURCE MANAGEMENT

Campus recruitment

As a rapidly growing organization we look to induct post-graduate

management talent from various business schools across the country.

Enthusiastic and talented youth form the backbone of our banking

operations and will become our future leaders. What we offer is the

grooming needed to be the best. We offer a wide range of careers in all


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functions including - Finance, Marketing, Operations, Information

Technology and Human Resources.

We are proud of our ability to nurture individuals and provide them the

space and empowerment they need to hone their talents. Our size gives

us the unique ability to provide fast growth and high responsibility early

in ones career as well as multiple avenues to reach the top.

If you are on the verge of completing your management education and

believe that the amazing world of Banking is for you, theres no better

place to start than ICICI Bank.

Selection Procedure

The M.B.A. admission process inevitably starts off with an entrance test. This isbasically a sieving process. This process is relative in nature rather than based onindividual scores i.e., if the general level of performance in a particular test is verygood a student who has done average may not be selected, whereas if the generalperformance level is fair the student who has turned in an average performance maybe among the ones selected.The format for the entrance test for the different schools/universities/ institutesvaries. Each institute also changes its format frequently. However the overall rangeof abilities the entrance tests seek to test, remains more or less unchanged.The aim of the entrance tests is to evaluate under stress, a candidate's general,verbal, mathematical and analytical abilities which are critical for the M.B.A.courses and a career in management. The management entrance tests calls for asuperior hold on the English language, quantitative prowess and sharp perceptivemind. The entrance tests are constructed keeping the structure of the managementcourse in mind. Since the management course is grounded in mathematicalreasoning the test is designed to keep out those who are shaky with numbers. The


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importance of command over the English language is related to the factor ofcommunication skills. Case studies have to be written, analysed and lectures have tobe followed in English which calls for a good command of the language. Theentrance tests seek to locate candidates who have the ability for creative and logicalreasoning revealing a decisive and perceptive mind.

The entrance test for an M.B.A. course is not in the nature of an IQ test devised bypsychologists; they are more in the nature of aptitude tests. Although aptitude forsomething cannot really be created, at the same time it can definitely be built up anintelligent and concerted effort.All entrance tests are objective-type multiple-choice tests. The following elementsare generally included in an M.B.A. entrance test:

Verbal ability & Comprehension in the English Language Mathematical/Quantitative Ability or Problem Solving Data Interpretation Analytical Reasoning

Of late, some management schools have introduced a section of analytical writing,usually for the specialised management programmes.The time available for each question varies between 30-45 seconds. Although it isnot expected that you would be able to answer all questions it is advisable to keep agoal of attempting all questions.The key to success in the test is constant practice and sufficient exposure to thedifferent types of questions. Systematic working for at least one year on the rightlines is advisable.

Final SelectionCandidates who qualify the first round of selections or the written test are called forthe final round of selections - Group Discussion and Personal Interview.During the process of the group discussion, a candidate's leadership qualities areassessed, his/her interaction with the group is observed along with his confidencelevel and the quality of what he contributes to the discussion. A candidate appearingfor the interview for the final selection for an M.B.A. course faces an interviewboard consisting of experts and specialists from the management institute andindustry. Brush up your General Knowledge, be confident about your personalacademic profile, likings, aspirations, strengths, goals and hobbies. Read a financialpaper regularly some months before the interview so that you have information onthe corporate world. If your opinion is sought try to give a balanced view.

Placements

The employment scenario for the management graduates is brightest for the premierinstitutes. Top companies, multinationals, financial institutions, and banks waiteagerly to sign them up even before they have completed their programme, on thebasis of their ongoing performance, academic record and performance in the campus


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interviews. Fresh management graduates in top companies start their working lifewith salaries upwards of Rs.25,000 and their remunerations and perquisites rise asthey learn how to go about adding value to their organisation's business.The number of service industry management jobs is likely to be high compared tothe number of good-producing industry jobs. All managers plan, organise and

control the major functions of an organisation-be it the automobile manufacturer, thedepartment store, the local bank branch or the CEO of the MNC.The spread of job opportunities of an MBA spans many industries and variedorganisations. With the vast range of jobs under its purview it is impossible togeneralize about prospects. However, one thing is certain that there is a seriousshortage of good managers although the entry to management jobs remains verycompetitive.Progress in any sector of the economy would automatically require professionalmanagers to handle the growth-hence the need for management graduates willcontinue to be felt.

What happens after?Once you obtain your desired job, you should still be applying the techniques andapproaches learned on the MBA to ensuring that you do your job effectively andthat your career needs are met. Application to job content is obvious but the samegoes to your own career management and achievement of your life objectives.Think about your objectives at intervals. Take action if you feel that it is notsatisfactory.Accept the idea of continuing education as a way of life all your life. You need nottake formal course work for this, but make it your style to read, watch educationalprogrammes on the TV and attend industry meetings where new trends surface. Justas you work to keep fit, get into the habit of doing an information workout on aregular basis.If you want to lead in the 21st century, learn to handle money and to managetechnology. If you have mastered one, pick up the other during evening or weekendstudies. Money and technology are an unbeatable combination.

A Career in Management

If you wish to be in a career where you are making decisions, shapingcompany policies, setting new growth records and making your firm a Fortune500 company, then business management is the track you should be on.Although many students opt for management courses after graduation, theirreasons for doing so vary considerably. Some do it because all their friendsplan to, others in anticipation of a good job on completion of the managementcourse.


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The MBA(Master of Business Administration) is the most popular businessqualification in the world. Most prospective students regard the MBA as anadjunct to their career. They believe that the MBA is about success in the

corporate world in terms of both promotion and salary. It is a broadeningprocess, designed to introduce the student to all the main managementfunctions. Accountancy, Economics, Finance, Human Resource Management,Information Management, Marketing, Production and OperationsManagement, Business Policy, Bovernment and the International Economy,Organisational behaviour, Quantitative methods, would be the core of aserious management programme. Most management programmes allow thestudents to pick out a stream to specialise in during their second year of theMBA programme, building upon their first year grounding. The MBA alsoseeks to improve effectiveness. It is designed like a physical fitness regime.Not only are broad management functions introduced, students are drilled in

them so that they respond swiftly, almost automatically. The case method ofteaching in which real-life corporate problems are analysed, is a classic way ofdoing this.

What does it involve?

Management of a business is the process of planning, organisation, leadingand controlling efforts of members of an organisation and using the availableresources of the organisation to achieve the organisational goals. When theprocess of planning, organising, leading and controlling is applied to businessorganisations, it is called business management. The current trend of thoughtregarding management is that it is both an art and a science. The element ofscience is present in the theory of management while the ability to apply itcorrectly represents the art element.Work Environment

Working conditions vary according to the position, employer and

industry. You just cannot expect any standardised pay packet or work

environment or set of responsibilities. Most managers, however, work

long hours and in some industries regularly work night shifts too. The

pace of work also varies. In media, managers are subject to constant

deadlines, in the retail trade businesses, seasonal changes in activity are

pronounced. Managers are decision makers. They set goals and policies

and work through other people to reach them. As a business executive or

manager, you are directing others in sales, research, production,

accounting, and purchasing. There is often a lot of teamwork involved.

Management consulting and financial services have always been the

traditional routes to top jobs and high salaries for MBA graduates. Both

these sectors have cut MBA recruitment in recent years.

Management consultants collect, review and analyse data, make


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recommendations and assist in the implementation of proposals. An

Operations manager improves productivity and performance of an

organisation. They are problem solvers, problems typically revolving

around inventory control, personnel schedules, security, forecasting,

resource allocation, product mix and distribution systems.Personnel and Industrial Relations / Labour Welfare Officers / Managers

deal with people, some deal with interviewing, selecting and

recommending, others handle union-management relations ,some handle

wage and salary administration, others specialise in training and career

development on the job. Commonly know as human resource manager,

they may oversee several departments, each headed by an experienced

manager specialising in one of the above-mentioned activities.

Financial managers oversee the cash flow and develop information to

assess the future financial status of a business.

An MBA may become a Bank manager in the private sector or in a

foreign bank. Banks are in the "money" business and the bank manageris responsible for the management of the bank's business.

Market analysts use market research to plan, implement and analyse

surveys to learn more about consumers' want, needs and spending

patters. Marketing is a fascinating and challenging job that is attracting

top MBA students because of its influence on company business

strategies.

Levels of responsibility

In any business organisation there are a series of management positions

from the top to the bottom. The amount of authority and status of any

managerial position is determined by the level of management. Broadly,

there are three levels of management -- top, middle and lower. In the top

management level we have the board of directors, chief executives and the

departmental heads. These people provide leadership to the organisation

and establish overall long-term goals. The middle level management

consists of the departmental managers who receive orders, suggestions

and decisions from the top management and convey them to the lower

level for implementation. The lower level management is responsible for

day-to-day working of the organisations.

Education & Training

The allure and financial reward of a career in management have fuelled

an unexpected boom in application to business schools/institutes from the

mid-eighties and the interest is till escalating. The demand far exceeds the

supply and so there is a mad scramble among students to join the business

schools in the country. The candidates applying for the M.B.A.

programmes in reputed business schools are too many and the seats

available are too few.


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The minimum educational qualification for entry into the M.B.A.

programme is graduation in any stream. Some universities and business

schools do lay down a minimum aggregate of 50% for being eligible to

apply for their MBA programmes.

Admission notifications appear from August onwards. Another twentybusiness schools use the Common Admission Test being conducted by the

Indian Institutes of Management as the written test for the first round of

selection.

Employees Benefits

Where your money works

Advantages to employees

Employees automatically become ICICI Bank Salary Accountholders with special benefits and privileges and receive instant salarycredit. The benefits include International debit card, corporate card withIndividual Liability (CCIL), access to Phone Banking and InternetBanking, Demat accounts, and a host of other services to complement

their savings account. Here are some of the features ofICICI BankSalary Account: -

BANKING

Welcome-Kit

No more waiting for weeks to get your chequebook and debitcards. ICICI Bank Salary Account customers will have thefacility of filling up a form and getting their chequebooks anddebit cards immediately.

Money Multiplier : The Money Multiplier feature gives you theliquidity of a Savings Account coupled with high earnings of aFixed Deposit. This is achieved by creating a Fixed Depositlinked to your Savings Account providing you the followingunique facilities. more
http://www.icicibank.com/pfsuser/icicibank/depositproducts/quantumoptima/features.htmhttp://www.icicibank.com/pfsuser/icicibank/depositproducts/quantumoptima/features.htm


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Debit Card

We offer an International N-Cash Debit card to ourSalaryAccount customers to provide them access to our extensive ATMnetwork. The card also allows them to shop at over 11,000merchant establishments. N-Cash is a Visa electron card, whichgives the cardholder access to more than a million merchantestablishments and Visa ATMs all over the world.

Free Internet Banking

ICICI Bank Internet Banking, ICICI Bank's Internet Bankingfacility gives your employees the freedom to operate theiraccount from the convenience of their home, office or fromanywhere in the world.

Online Funds Transfer

No need for cash withdrawals and cheque deposits. We give youremployees the facility to transfer funds online from any part ofthe world.

Mobile Banking **

Your employees can receive alerts on their mobile handsetsproviding them information about their ICICI Bank Accounts andICICI Credit Cards Account. Now customers can also know the

balance and other details of their accounts by requisitioning for it

through SMS.

Phone Banking **

Your employees can use our phone banking facility to do bankingtransactions through our customer care centres.

Free Utility Bill Payments

No queues. No wasted minutes. Now your employees can payutility bills like electricity, phone bills etc. using ICICI BankInternet Banking.

Reimbursement Account

If you opt to disburse/reimburse the travel, food etc. expenses viareimbursement accounts, a reimbursement account can be openedsimultaneously along with the Salary Account savings bank


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account, which would be linked together with the debit cardalready held by your employee.

Free Remittance Facilities

Salary Account customers can avail of free remittance (demand

drafts, cheques, pay orders) up to Rs.25,000 on ICICI Banknetwork.

Cash Delivery and Cheque Pick-up Facility **

If your office is located far away from our branch or ATM, wecan, on request deliver cash to you or pick up your cheques to bedeposited.

Bureau de change

Your employees can meet all their foreign currency needs, buyinternationally valid travelers cheques issued by Thomas Cook,American Express, VISA and avail of a host of other travelrelated services.

CARDS & LOANS

CCIL - Silver Card

Salary Account holders have the privilege of receiving the ICICIBank Silver credit card (Corporate Card with IndependentLiability), free for the first year(available subject to employeessatisfying the eligibility criteria).

Personal Loans *

As a special offering, ourSalary Account customers would beextended personal loans.

Home Loans *

Home Loans from ICICI Bank comes to you with attractiveinterest rates and personalised service in the comfort of yourhome.


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Car Loans *

Car Loans from ICICI Bank come to you with instant approval,hassle-free documentation and competitive interest rates.

Two Wheeler Loans *Two-Wheeler loans from ICICI Bank come to you at attractiveinterest rates coupled with a flexible financing option.

Loans Against Securities **

ICICI Bank will advance loans to Salary Account holdersagainst securities and mutual funds owned by them.

INVESTMENT SERVICES

Demat Services

A Demat Account will let your employees transact in sharesinstantaneously in a safe and secure manner.

Relief Bonds/ Mutual Funds/ Insurance

Salary Account customers can now invest in Government of Indiarelief and savings bonds, a basket of mutual funds, foreignexchange facilities and Insurance products through ICICI Bank.

Gold CoinEmployees can buy 24 karats Pure Gold, which ICICI Bank

brings to you. Each coin comes to you straight from Switzerland.Refined to 99.99% fine gold and sealed with a unique Certificateof Authenticity- guaranteeing you its purity.

ICICI Bank

Notes to Accounts Year End : Mar '07


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1. Includes:

a) 110,967,096 equity shares of Rs.10 each issued vide prospectus dated

December 8, 2005.

b) 37,237,460 equity shares of Rs. 10 each issued consequent to issueof 18,618,730 American Depository Shares vide prospectus dated December

6, 2005.

2. For these preference shares, the notification dated April 17, 2002

from Ministry of Finance, Government of India, issued on the

recommendation of Reserve Bank of India (RBI), under Section 53 of the

Banking Regulation Act, 1949 had exempted the Bank from the restriction

of Section 12(1) of the Banking Regulation Act, 1949, which prohibits

the issue of preference shares by banks, for a period of five years.

The Bank has applied to the RBI for making a recommendation to Central

Government for continuation of such exemption.

B. NOTES FORMING PART OF THE ACCOUNTS

The following additional disclosures have been made taking into account

the requirements of accounting standards and RBI guidelines in this

regard.

1. Merger of The Sangli Bank Limited

On December 9, 2006, the Board of Directors of ICICI Bank and the Board

of Directors of The Sangli Bank Limited (`Sangli Bank') at their

respective meetings, approved an all-stock amalgamation of Sangli Bank

with ICICI Bank at a share exchange ratio of 100 shares of ICICI Bank

for 925 shares of Sangli Bank. Shareholders of Sangli Bank have

approved the scheme in their extra-ordinary general meeting held on

January 15, 2007 and shareholders of ICICI Bank have approved the

scheme of amalgamation in their extra-ordinary general meeting held on

January 20, 2007.

RBI has sanctioned the scheme of amalgamation with effect from April

19, 2007 vide its order DBOD No. PSBD 10268/16.01.128/2006-07 dated

April 18, 2007 under sub-section (4) of Section 44A of Banking

Regulation Act, 1949.

As on March 31, 2006, Sangli Bank had total assets of Rs. 21,508.5

million, deposits of Rs. 20,043.3 million, loans of Rs. 8,882.8 million

and capital adequacy of 1.6%. During the year ended March 31, 2006, it

incurred a loss of Rs. 292.7 million.

For the purpose of computing the ratios, working funds represent the

average of total assets as reported to RBI under Section 27 of the

Banking Regulation Act, 1949.

For the purpose of computing the ratio, assets represent average total

assets as reported to RBI in Form X under Section 27 of the Banking


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Regulation Act, 1949.

For the purpose of computing the ratio, deposits and advances are the

total deposits and total advances as reported to RBI in Form A under

Section 27 of the Banking Regulation Act, 1949. The average deposits

and the average advances represent the simple average of the figures

reported in Form A to RBI under Section 27 of the Banking RegulationAct, 1949.

Information about business and geographical segments

Business Segments

Consumer and Commercial Banking comprising of the retail and corporate

banking operations of the Bank.

Investment Banking comprising the treasury operations of the Bank.

Inter-segment transactions are generally based on transfer pricing

measures as determined by management. Income, expenses, assets and

liabilities are either specifically identified with individual segmentsor are allocated to segments on a systematic basis.

Based on such allocations, segmental balance sheet as on March 31, 2007

and March 31, 2006 and segmental profit & loss account for the year

ended March 31, 2007 and for the year ended March 31, 2006 have been

prepared.

Related party transactions

The Bank has transactions with its related parties comprising of

subsidiaries, associates, joint ventures and key management personnel.

The following are the significant transactions between the Bank and its

related parties.

Insurance services

During the year ended March 31, 2007, the Bank paid insurance premium

to insurance joint ventures amounting to Rs. 1,613.5 million (March 31,

2006: Rs. 829.6 million). During the year ended March 31, 2007, the

Bank received claims from insurance joint ventures amounting to Rs.

725.4 million (March 31, 2006: Rs. 16.8 million).

Fees and commission

During the year ended March 31, 2007, the Bank received fees from its

subsidiaries and joint ventures amounting to Rs. 4,427.2 million (March

31, 2006: Rs. 2,280.5 million) and commission of Rs. 10.7 million(March 31, 2006: Rs. 9.9 million) on account of guarantees and letters

of credit issued for subsidiaries.

Lease of premises and facilities

During the year ended March 31, 2007, the Bank charged an aggregate


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amount of Rs. 711.5 million (March 31, 2006: Rs. 443.7 million) for

lease of premises, facilities and other administrative costs to

subsidiaries and joint ventures. Sale/purchase of housing loan

portfolio

During the year ended March 31, 2007, the Bank sold housing loan

portfolio to its subsidiary amounting to Rs. 13,171.4 million (March31, 2006: Rs. 37,711.0 million). During the year ended March 31, 2007,

the Bank purchased housing portfolio from its subsidiary amounting to

Rs. Nil (March 31, 2006: Rs. 18,307.7 million).

Secondment of employees

During the year ended March 31,2007, the Bank received Rs. 136.3

million (March 31, 2006: Rs. 3.0 million) from subsidiaries and joint

ventures for secondment of employees.

Purchase of investments

During the year ended March 31, 2007, the Bank purchased certain

investments from its subsidiaries and joint ventures amounting to Rs.14,186.8 million (March 31, 2006: Rs. 15,255.5 million) and from its

associates amounting to Rs. 944.7 million (March 31, 2006: Rs. Nil).

During the year ended March 31, 2007, the Bank invested in the equity

share capital of its subsidiaries amounting to Rs. 13,584.7 million

(March 31, 2006: Rs. 8,217.3 million).

Sale of investments

During .the year ended March 31, 2007, the Bank sold certain

investments to its subsidiaries and joint ventures amounting to

Rs.8,569.2 million (March 31, 2006: Rs. 6,757.7 million) and to its

associates amounting to Rs. Nil (March 31, 2006: Rs. 1,545.0 million).

On the sales made to subsidiaries and joint ventures, the Bankaccounted for a gain of Rs. 186.4 million (March 31, 2006: Gain of

Rs.16.7 million) and on the sale made to associates, the Bank accounted

for no gain (March 31, 2006: Gain of Rs. 10.1 million).

Redemption/Buyback and Conversion of investments

During the year ended March 31,2007, consideration of Rs. 663.9 million

(March 31, 2006: Rs. 1,078.9 million) was received on account of

buyback/capital reduction of equity shares by subsidiaries and a gain

amounting to Rs. 614.0 million (March 31, 2006: Rs. 620.6 million) was

accounted in the books. Units in associates amounting to Rs. 2,795.9

million (March 31, 2006: Rs. 1,162.3 million) were redeemed during the

year ended March 31, 2007.

Reimbursement of expenses

During the year ended March 31, 2007, the Bank reimbursed expenses to

its subsidiaries amounting to Rs. 2,147.7 million (March 31, 2006:

Rs.3,397.8 million).


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Brokerage expenses

During the year ended March 31, 2007, the Bank paid brokerage to its

subsidiaries amounting to Rs. 795.4 million (March 31, 2006: Rs. 13.6

million).

Custodial charges income

During the year ended March 31,2007, the Bank received custodial

charges from its subsidiaries and joint ventures amounting to Rs. 20.4

million (March 31, 2006: Rs. 15.8 million) and from its associates

amounting to Rs. 5.7 million (March 31, 2006: Rs. 5.4 million).

Interest expenses

During the year ended March 31, 2007, the Bank paid interest to its

subsidiaries and joint ventures amounting to Rs. 513.6 million (March

31, 2006: Rs. 384.2 million) and to its associates amounting to Rs. 1.1

million (March 31, 2006: Rs. Nil).

Interest income

During the year ended March 31, 2007, the Bank received interest from

its subsidiaries and joint ventures amounting to Rs. 1,366.2 million

(March 31, 2006: Rs. 613.6 million) and from its key management

personnel1 Rs. 0,7 million (March 31, 2006: Rs. 0.5 million).

Other income

During the year ended March 31, 2007, the gain on derivative

transactions entered into with subsidiaries and joint ventures was

Rs.537.3 million (March 31, 2006: Gain of Rs. 245.3 million).

Dividend income

During the year ended March 31, 2007, the Bank received dividend from

its subsidiaries and joint ventures amounting to Rs. 2,027.8 million

(March 31, 2006: Rs. 1,635.6 million) and from its associates amounting

to Rs. 2,457.1 million (March 31, 2006: Rs. 1,808.2 million).

Dividend paid

During the year ended March 31, 2007, the Bank paid dividend to its key

management personnel1 amounting to Rs. 4.4 million (March 31, 2006:

Rs.3.2 million).

Remuneration to whole-time directors

Remuneration paid to the whole-time directors of the Bank during the

year ended March 31, 2007 was Rs. 87.0 million (March 31, 2006: Rs.75.9

million).

Lines of credit


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As on March 31, 2007, the Bank had issued lines of credit to its

subsidiaries amounting to Rs. 2,173.5 million (March 31, 2006:

Rs.4,461.5 million).

Sale of property

During the year ended March 31, 2007, the Bank sold properties to itssubsidiaries amounting to Rs. 1,505.7 million (March 31, 2006: Rs. Nil)

and a gain amounting to Rs. 769.0 million (March 31, 2006: Rs. Nil) was

accounted in the books.

Letter of Comfort

The Bank has issued letters of comfort on behalf of its foreign

subsidiaries namely, ICICI Bank UK PLC., ICICI Bank Eurasia LLC and

ICICI Bank Canada. The details of the same are given in the table

below.

Subsidiaries and joint ventures

ICICI Venture Funds Management Company Limited, ICICI SecuritiesPrimary Dealership Limited (formerly known as ICICI Securities

Limited), ICICI Securities Limited (formerly known as ICICI Brokerage

Services Limited), ICICI International Limited, ICICI Trusteeship

Services Limited, ICICI Home Finance Company Limited, ICICI Investment

Management Company Limited, ICICI Securities Holdings Inc., ICICI

Securities Inc., ICICI Bank UK Pic., ICICI Bank Canada, ICICI

Prudential Life Insurance Company Limited, ICICI Lombard General

Insurance Company Limited, ICICI Prudential Asset Management Company

Limited (formerly known as Prudential ICICI Asset Management Company

Limited), ICICI Prudential Trust Limited (formerly known as Prudential

ICICI Trust Limited), ICICI Bank Eurasia Limited Liability Company,

TCW/ICICI Investment Partners, L.L.C., TSI Ventures (India) Private

Limited and ICICI Wealth Management Inc.

Associates

ICICI Equity Fund, ICICI Eco-net Internet and Technology Fund, ICICI

Emerging Sectors Fund, ICICI Strategic Investments Fund, ICICI Property

Trust.

The estimates of future salary increases, considered in actuarial

valuation, take into consideration inflation, seniority, promotion and

other relevant factors.

Employee Stock Option Scheme (ESOS)

In terms of the ESOS, as amended, the maximum number of options grantedto any eligible employee in a financial year shall not exceed 0.05% of

the issued equity shares of the Bank at the time of grant of the

options and aggregate of all such options granted to the eligible

employees shall not exceed 5% of the aggregate number of the issued

equity shares of the Bank on the date(s) of the grant of options.


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In terms of the Scheme, 13,187,783 options (March 31, 2006: 17,362,584

options) granted to eligible employees were outstanding at March 31,

2007.

As per the scheme, the exercise price of ICICI Bank's options is the

last closing price on the stock exchange which recorded highest trading

volume preceding the date of grant of options. Hence, there is nocompensation cost in year ended March 31, 2007 based on intrinsic value

of options. However, if ICICI Bank had used the fair value of options

based on the Black-Scholes model, compensation cost in year ended March

31, 2007 would have been higher by Rs. 827.4 million and proforma

profit after tax would have been Rs. 30,274.8 million. On a proforma

basis, ICICI Bank's basic and diluted earnings per share would have

been Rs. 33.91 and Rs. 33.72 respectively. The key assumptions used to

estimate the fair value of options.

The options were exercised regularly throughout the year and weighted

average share price as per NSE price volume data during the year ended

March 31, 2007 was Rs. 750.58 (March 31, 2006: Rs. 531.34).

Preference shares

Certain government securities amounting to Rs. 2,104.8 million (March

31, 2006: Rs. 2,001.1 million) have been earmarked against redemption

of preference share capital, which falls due for redemption on April

20, 2018, as per the original issue terms.

For these preference shares, the notification dated April 17, 2002 from

Ministry of Finance, Government of India, issued on the recommendation

of Reserve Bank of India (RBI), under Section 53 of the Banking

Regulation Act, 1949, had exempted the Bank from the restriction of

Section 12(1) of the Banking Regulation Act, 1949, which prohibits the

issue of preference shares by banks, for a period of five years. The

Bank has applied to RBI for making a recommendation to CentralGovernment for continuation of such exemption.

Transfer to Investment Fluctuation Reserve (IFR)

An amount of Rs. 2,143.4 million being the excess balance in IFR

account over the regulatory requirement was transferred to general

reserve account during the year ended March 31, 2005. RBI had

subsequently instructed that this amount should be retained in IFR

account itself. Accordingly, the said amount was transferred back to

IFR account from the general reserve account in the first quarter of

the year ended March 31, 2006, making IFR account balance Rs. 7,303.4

million. RBI required banks to create Investment Fluctuation Reserve

account aggregating to 5% of their investments in fixed income

securities (in AFS and Trading Book) over a five-year period startingfrom March 31, 2002. Accordingly a further amount of Rs. 5,900.0

million was transferred to IFR during the year ended March 31, 2006,

making the IFR account balance Rs. 13,203.4 million. RBI had vide its

circular DBOD.No.BP.BC.38/21.04.141/2005-06 dated October 10, 2005

permitted banks that have maintained capital of at least 9% of the risk

weighted assets for both credit risk and market risk for both held for


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trading and available for sale categories of investments as on March

31, 2006, to transfer the balance in the IFR account `below the line'

in the Profit and Loss Appropriation Account to Statutory Reserve,

General Reserve or balance of Profit & Loss Account.

Pursuant to the above, the entire IFR account balance of Rs. 13,203.4

million has been transferred from IFR account to Revenue and otherReserves in the balance sheet during the year ended March 31, 2006.

Coupon rate of 9.98% payable semi-annually from January 15, 2007 upto

April 30, 2017 and 100 basis points over and above the coupon rate of

9.98% i.e. 10.98% payable semi-annually for the balance years, if the

call option is not exercised by the Bank.

Call option exercisable on April 30, 2017 and on every interest payment

date thereafter (exercisable with RBI approval).

Represents loans to non-banking financial companies (NBFCs), brokers

and individuals against pledge of shares and includes an amount of

Rs.Nil as on March 31, 2007 (March 31, 2006: Rs. 102.7 million)

pertaining to guarantee issued to a corporate for the issue ofnon-convertible debentures, the proceeds of which have been utilised

for acquisition of shares by the corporate. It includes a guarantee of

Rs. 3,040.0 million (March 31, 2006: Rs. Nil) issued on behalf of a

corporate customer to ensure equity capital contribution and an amount

of Rs. 118.4 million (March 31, 2006: Rs. Nil) for issue of guarantee

to venture funds.

The total does not include exposure in venture capital funds amounting

to Rs. 19,499.7 million as of March 31, 2007 (the total does not

include exposure in unregistered venture capital funds at March 31,

2006: Rs. 16,149.9 million), which forms a part of capital market

exposure.

Credit exposure

During the year ended March 31, 2007, the Bank had no single borrower

exposure above 15% and no group borrower exposure above 40% of capital

funds.

Risk category-wise country-wise exposure

As per the extant RBI guidelines, the country exposure of the Bank is

categorised into various risk categories listed in the following table.

Since the country exposure (net) of the Bank in respect of any country

does not exceed 1% of the total funded assets, no provision is required

to be maintained on country exposures as on March 31, 2007.

Provisions on standard assets

During the year ended March 31, 2007, RBI increased the requirement of

general provisioning to 2% on standard loans relating to personal

loans, loans and advances qualifying as capital market exposure, credit

card receivables, advances to non-deposit taking systemically important


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non-banking financial companies (NBFCs) and commercial real estate

loans. On standard loans for residential housing beyond Rs. 2.0

million, the provisioning requirement has been increased to 1 % from

the earlier level of 0.4%. In accordance with the revised RBI

guidelines, a general provision of Rs. 7,310.0 million has been made

during the year ended March 31, 2007. The provision on standard assets

held by the Bank in accordance with RBI guidelines was Rs. 12,948.3million at March 31, 2007 (March 31, 2006: Rs. 5,638.3 million).

Early Retirement Option (ERO)

The Bank had implemented an Early Retirement Option Scheme 2003 for its

employees in July 2003. All employees who had completed 40 years of age

and seven years of service with the Bank (including period of service

with entities amalgamated with the Bank) were eligible for the ERO.

The ex-gratia payments under ERO, termination benefits and leave

encashment in excess of the provision made (net of tax benefits),

aggregating to Rs. 1,910.0 million is being amortised over a period of

five years commencing August 1, 2003 (the date of retirement of

employees exercising the Option being July 31, 2003).

On account of the above ERO scheme, an amount of Rs. 384.0 million

(March 31, 2006: Rs. 384.0 million) has been charged to revenue being

the proportionate amount amortised for the year ended March 31, 2007.

Provisions for income tax

The provision for income tax (including deferred tax and fringe benefit

tax) for the year ended March 31, 2007 amounted to Rs. 5,348.2 million

(March 31, 2006: Rs. 5,535.3 million).

Subvention Income

The Bank had aligned its accounting policy for subvention income with

its accounting policy for direct marketing agency/associate expenses

in the year ended March 31, 2006. Accordingly, subvention income has

been accounted for in the period in which it is received instead of

over the period of the loan. As a result of the change in policy, the

impact on profit for the year ended March 31, 2006 was not significant.

Derivatives

ICICI Bank is a major participant in the financial derivatives market.

The Bank deals in derivatives for balance sheet management and market

making purposes whereby the Bank offers derivative products to its

customers, enabling them to hedge their risks.

Dealing in derivatives is carried out by identified groups in the

treasury of the Bank based on the purpose of the transaction.

Derivative transactions are entered into by the treasury front office.

Treasury middle office conducts an independent check of the

transactions entered into by the front office and also undertakes

activities such as confirmation, settlement, accounting, risk


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monitoring and reporting and ensures compliance with various internal

and regulatory guidelines. The market making and the proprietary

trading activities in derivatives are governed by the investment policy

of the Bank, which lays down-the position limits, stop loss limits as

well as other risk limits. The Risk Management Group (RMG) lays down

the methodology for computation and monitoring of risk. The Risk

Committee of the Board (RGB) reviews the Bank's risk managementpolicy in relation to various risks (portfolio, liquidity, interest

rate, off-balance sheet and operational risks), investment policies and

compliance issues in relation thereto. The RGB comprises of independent

directors and the Managing Director and CEO.

Risk monitoring of the derivatives portfolio other than credit

derivatives is done on a daily basis. Risk monitoring of the credit

derivatives portfolio is done on a monthly basis. The Bank measures and

monitors risk using Value at Risk (VAR) approach and the relevant

greeks for options. Risk reporting on derivatives forms an integral

part of the management information system and the marked to market

position and the VAR of the derivatives portfolio other than credit

derivatives is reported on a daily basis. The marked to market position

and VAR on the credit derivatives portfolio is reported on a monthlybasis. The use of derivatives for hedging purpose is governed by the

hedge policy approved by Asset Liability Management Committee (ALCO).

Subject to prevailing RBI guidelines, the Bank deals in derivatives for

hedging fixed rate, floating rate or foreign currency

assets/liabilities. Transactions for hedging and market making purposes

are recorded separately. For hedge transactions, the Bank identifies

the hedged item (asset or liability) at the inception of the

transaction itself. The effectiveness is assessed at the time of

inception of the hedge and periodically thereafter. During the year

ended March 31, 2006, the Bank changed its method for testing hedge

effectiveness from the price value of basis point (PVBP) or duration

method to the marked to market method. Due to this change certain

derivative contracts, which were hitherto accounted for as hedges,became ineffective and were accordingly accounted for as trading.

Hedge derivative transactions are accounted for pursuant to the

principles of hedge accounting. Derivatives for market making purpose

are marked to market and the resulting gain/loss is recorded in the

profit and loss account. The premium on option contracts is accounted

for as per Foreign Exchange Dealers' Association of India guidelines.

The Bank makes provisions on the outstanding positions in trading

derivatives for possible adverse movements in the underlying.

Derivative transactions are covered under International Swap Dealers

Association (ISDA) master agreements with the respective

counterparties. The credit exposure on account of derivative

transactions is computed as per RBI guidelines and is marked against

the credit limits approved for the respective counterparties.

The notional principal amount of credit derivatives outstanding at

March 31, 2007 was Rs. 59,096.9 million (March 31, 2006: Rs. 23,514.4

million). Of the above, notional principal amount Rs. 434.7 million

represents protection bought by the Bank through its overseas branches

as on March 31, 2007.


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The notional principal amount of forex contracts classified as hedging

at March 31, 2007 amounted to Rs. 288,639.6 million (March 31, 2006:

Rs. 165,041.4 million).

The notional principal amount of forex contracts classified as trading

at March 31, 2007 amounted to Rs. 1,042,920.8 million (March 31, 2006:Rs. 753,273.6 million).

The net overnight open position at March 31, 2007 was Rs. 1,279.7

million (March 31, 2006: Rs. 457.8 million).

Forward rate agreement (FRA)/Interest rate swaps (IBS)

The notional principal amount of Rupee IRS contracts at March 31, 2007

was Rs. Nil for hedging contracts (March 31, 2006: Rs. Nil) and Rs.

2,389,261.3 million for trading contracts (March 31, 2006: Rs.

1,870,025.6 million).

The fair value represents the estimated replacement cost of swap

contracts at balance sheet date. At March 31, 2007 the fair value oftrading rupee interest rate swap contracts was Rs. 1,111.4 million

(March 31, 2006: Rs. 922.4 million).

Associated credit risk is the loss that the Bank would incur in case

all the counter-parties to these swaps fail to fulfil their contractual

obligations. At March 31, 2007, the associated credit risk on trading

rupee interest rate swap contracts was Rs. 37,605.4 million (March 31,

2006: Rs. 16,754.4 million).

Market risk is monitored as the loss that would be incurred by the Bank

for a 100 basis points change in the interest rates.

At March 31, 2007 the market risk on trading rupee interest rate swapcontracts amounted to Rs. 844.4 million (March 31, 2006: Rs. 1,192.3

million).

Credit risk concentration is measured as the highest net receivable

under swap contracts from a particular counter-party. At March 31,

2007, there was a credit risk concentration of Rs. 657.9 million with

ICICI Securities Primary Dealership Limited (formerly known as ICICI

Securities Limited) (March 31, 2006: Rs. 476.4 million with ICICI

Securities Primary Dealership Limited) under rupee interest rate swap

contracts. As per the prevailing market practice, the Bank does not

insist on collateral from the counter-parties in these contracts.

Penalties/fines imposed 'by RBI and other regulatory bodies

There were no penalties imposed by RBI during the year ended March 31,

2007. A penalty of Rs. 0.5 million was imposed under Section 47A(1 )(b)

of the Banking Regulation Act, 1949 by RBI during the year ended March

31, 2006 citing contravention of RBI instructions relating to opening

of accounts, monitoring of transactions for adherence to Know Your

Customer (KYC)/Anti Money Laundering (AMI) norms, and non-adherence


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to normal banking practices.

Securities and Futures Commission (SFC), Hong Kong charged the Bank

with carrying on the business of dealing in securities in Hong Kong

without having a license to do so. Pursuant to the charges preferred

vide issue of summons on March 30, 2007 and the submissions of SFC and

the Bank, the Eastern Magistrate's Court, Hong Kong, on April 10, 2007fined the Bank a sum of HKD 40,000 (Rs. 0.2 million) and required the

Bank to reimburse investigation costs to SFC.

Commission paid to marketing agents

Commission paid to direct marketing agents/dealers for origination of

retail automobile loans, which was being netted from Interest Income

up to the year ended March 31, 2006 has been reclassified to Operating

Expenses.

Premium amortisation

As per Reserve Bank of India circular DBOD.BP.BC.87/21.04.141/2006-07

dated April 20, 2007, the Bank has deducted the amortisation of premiumon government securities from Profit/(Loss) on revaluation of

investments (net) in Schedule 14, which was earlier included in

Provisions for investments (including credit substitutes) (net) in

Schedule 17.

Comparative figures

Figures of the previous year have been regrouped to conform to the

current year presentation.

Final Icici

Documents