HDFC Investments Limited M783 K783HDFC Bank Limited Registered Office Ramon House, H. T. Parekh Marg, 169, Backbay Reclamation, Churchgate, invested Mumbai 400 020. Tel. No. : +91

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HDFC Investments Limited

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Twenty Fifth Annual Report 2018-19

Board of Directors Directors’ Report

Mr. Conrad D’Souza (DIN: 00010576)

Mr. V. Srinivasa Rangan (DIN:00030248)

Mr. M. Ramabhadran (DIN: 00473399)

Mr. K. G. Krishnamurthy# (DIN: 00012579)

Ms. Vibha Padalkar# (DIN: 01682810) (#Independent Director)

Key Managerial Personnel Mr. Satrajit Bhattacharya Chief Executive Officer (PAN: AABPB5924F)

Mr. Suraj Tripathi Chief Financial Officer (ICAI Membership No. 141731)

Ms. Sarika Mahajan Company Secretary (ICSI Membership No. A28624)

Statutory Auditors B S R & Co. LLP Chartered Accountants

Bankers HDFC Bank Limited

Registered Office Ramon House, H. T. Parekh Marg, 169, Backbay Reclamation, Churchgate, Mumbai 400 020. Tel. No. : +91 22 6176 6000 Fax No.: +91 22 2281 1205

CIN: U65990MH1994PLC083933

TO THE MEMBERS

Your directors are pleased to present the Twenty Fifth annual report of your Company with the audited accounts for the year ended March 31, 2019.

Financial Results

For the year ended March 31, 2019

(` in crore)


(` in crore)

Profit before Tax 209.30 170.34Provision for Tax (including deferred tax) (8.02) 6.17Profit after Tax 201.28 176.51Other Comprehensive Income for the year 2.41 1.34Total comprehensive income for the year 203.69 177.85Retained EarningsProfit after Tax

201.28 176.51

Less : AppropriationsInterim Dividend Paid and DDT thereon (187.44) (202.23)Profit after Appropriation 13.84 (25.72)Retained Earnings (opening balance) 47.96 73.68Retained Earnings carried forward to Balance Sheet

61.80 47.96

Convergence to Ind ASThe Ministry of Corporate Affairs on January 18, 2016 notified the Companies (Indian Accounting Standards) Rules, 2015 (Ind AS Rules) effective from April 1, 2015 and suggested a phased convergence to Ind AS by various classes of companies.

As per the Ind AS rules, Housing Development Finance Corporation Limited (HDFC), holding company being a Housing Finance Company was required to prepare financial statements as per Ind AS from the financial year 2018-19. Accordingly, your Company, being a subsidiary of HDFC, was also required to converge to Ind AS from the said financial year, in terms of the Ind AS Rules.

DividendDuring the year, your directors approved the payment of an interim dividend of ` 58 per equity share of ` 10 each (previous year: two interim dividends aggregating ` 63 per equity share of ` 10 each). No final dividend has been recommended by your directors.Review of OperationsDuring the year, your Company received dividend of ` 197.81 crore, of which ` 195 crore was from HDFC Bank Limited.During the year, your Company invested ` 0.65 crore in 5,00,000 equity shares in the rights issue of Institutional Investor Advisory Services India Limited.There was no change in the nature of business of your Company nor

Note: The financial statements for the year ended March 31, 2019 have been prepared under Indian Accounting Standards (Ind AS). The financial statements for the year ended March 31, 2018 have been restated in accordance with Ind AS for comparative purposes.

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was there any material change or commitment that would affect its financial position during the year as also till the date of this Report.

Dematerialisation of sharesThe Ministry of Corporate Affairs notified Companies (Prospectus and Allotment of Securities) (Third Amendment) Rules, 2018, wherein every unlisted public company was mandated to facilitate dematerialisation of all its existing securities. In compliance with the said notification, your Company in order to facilitate dematerialisation of all its securities, appointed Link Intime India Private Limited as Registrar and Share Transfer Agent and National Securities Depository Limited as the designated depository. All the issued shares of your Company are held in dematerialised form.

Loans, Guarantees or InvestmentsSince the Company is a Non-Banking Financial Company, it is exempt from making a disclosure about the particulars of investments made under the provisions of Section 186(11) of the Companies Act, 2013.During the year, your Company has not given any loan or provided guarantee or security.

Pa r t i c u l a r s o f C o n t r a c t s o r Arrangements with Related PartiesYour Company has not entered into any contracts or arrangements with related parties requiring disclosure in Form No. AOC- 2, as prescribed under Rule 8(2) of the Companies (Accounts) Rules, 2014.Details of other related par ty transactions are provided in the notes to the financial statements.The Company has a policy on Related Party Transactions which is intended to ensure proper approval and reporting of such transactions

between the Company and its related parties. The said Policy inter alia provides for the identification of related parties and related party transactions, ascertaining whether related party transactions are at arm’s length basis and in the ordinary course of business, procedure for approval and review of related party transactions, criteria to be followed by the audit committee while granting approvals.

DepositsYour Company has not accepted any deposit and as such, no amount of principal or interest was outstanding as at March 31, 2019.

Subsidiary/Associate CompaniesGriha Pte. Limited (incorporated in Singapore) is a wholly owned subsidiary of your Company. For the year ended March 31, 2019, Griha Pte. Limited reported a profit after tax of SGD 17,38,095.The financial statements of your Company and its subsidiary form part of the consolidated financial statements of HDFC. Consequently, your Company is not required to prepare consolidated financial statements.During the year, there were no new subsidiary or associate companies incorporated nor was there any change in the nature of business of the subsidiary company.

Particulars of EmployeesYour Company had no employees on its payroll as at March 31, 2019 and all the affairs of the Company are carried out by some employees of HDFC. The Chief Executive Officer (CEO), the Chief Financial Officer (CFO) and the Company Secretary (CS) are employees of HDFC.

Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and OutgoDuring the year, your Company received a dividend of ` 2.72 crore (previous year: ̀ 4.68 crore) in foreign currency.An amount of ` 0.03 crore was expended by the Company in foreign currency towards professional fees, bank charges and travelling expenses (previous year: ` 0.85 crore).Your Company being a Non-Banking Financial Company, its activities are not energy intensive. However, your Company has taken adequate measures for conservation of energy and usage of alternative source of energy, wherever possible.

DirectorsIn accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Conrad D’Souza is liable to retire by rotation at the ensu ing Annua l Genera l Meeting (AGM). He is eligible for re-appointment.The Ministry of Corporate Affairs has exempted unlisted public companies (including wholly owned subsidiaries), irrespective of its paid-up share capital, from appointing Independent Directors. Accordingly, the board has approved re-appointments of Mr. K .G . Kr ishnamur thy and Ms. Vibha Padalkar as non-executive directors of the Company liable to retire by rotation, with effect from July 21, 2020, subject to the approval of the Members at the ensuing AGM.

This is because the present tenure of Mr. Krishnamurthy and Ms. Padalkar expires on July 20, 2020.

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T h e b o a r d d e l i b e r a t e d o n t h e c o n t r i b u t i o n s m a d e b y Mr. Krishnamurthy and Ms. Padalkar and concluded that given their vast experience, knowledge and inputs to the board, it would be beneficial for the Company to retain them as directors.The necessary resolutions for the re-appointment of the aforesaid directors and their details as required under secretarial standard have been included in the notice convening the ensuing AGM.All the directors of your Company have confirmed that they continue to satisfy the fit and proper criteria as prescribed under applicable regulations and that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Companies Act, 2013.None of the directors of your Company have been debarred from holding the office of director by virtue of any order from the Securities and Exchange Board of India (SEBI), or any other such authority.The independent directors have also confirmed that they satisfy the criteria prescribed for an independent director as stipulated in Section 149(6) of the Companies Act, 2013.

Board MeetingsDuring the year, the Board met five times. The meetings were held on April 26, 2018, July 27, 2018, October 25, 2018, January 25, 2019 and March 22, 2019.The attendance of the directors at the above-mentioned board meetings is listed below:

Directors Number of Meetings attended

Mr. Conrad D’Souza 5Mr. V. Srinivasa Rangan 4Mr. M. Ramabhadran 3Mr. K. G. Krishnamurthy 5Ms. Vibha Padalkar 5

Leave of absence was granted to the concerned directors who could not attend the respective board meetings.

Audit CommitteeThe Audit Committee consists of a majority of independent directors. The members of the committee are Ms. Vibha Padalkar (Chairperson), Mr. K. G. Kr ishnamur thy and Mr. V. Sr inivasa Rangan. The members of the Audit Committee have accounting and financial management expertise. The quorum for the Audit Committee Meeting is two members.

The terms of reference of the Audit Committee inter alia include approving and implementing the audit procedures and techniques, reviewing the financial reporting systems, financial statements, internal financial control systems and procedures, records relating to related party transactions, analysis of risks and compliance of regulatory guidelines. The committee also ensures that an information systems audit of the internal systems and processes is conducted periodically to assess operational risks faced by the Company. The financial results are made available to the committee in advance. This enables a review and discussions with the auditors before recommending it to the Board of Directors for its approval.

The committee also grants approval for related party transactions to be entered into by the Company and reviews the said transactions on a periodic basis in terms of the Policy on Related Party Transactions of the Company.

During the year, the committee met five times. The meetings were held on April 26, 2018, July 27, 2018,

October 25, 2018, January 25, 2019 and March 22, 2019.The attendance of the members of the committee at the above-mentioned meetings is listed below:

Members Number of Meetings attended

Ms. Vibha Padalkar (Chairperson)

5

Mr. V. Srinivasa Rangan 4Mr. K. G. Krishnamurthy 5

Leave of absence was granted to the concerned member who could not attend the meeting.

Nomination and Remuneration CommitteeThe Nomination and Remuneration Committee consists of a majority of independent directors. The members of the committee are Mr. V. Srinivasa Rangan (Chairman), Mr. K. G. Kr ishnamur thy and Ms. Vibha Padalkar. The quorum fo r t h e N o m i n a t i o n a n d Remuneration Committee Meeting is two members.The terms of reference of the committee inter alia include identifying persons who are qualified to become directors of the Company, ensuring that such persons meet the relevant criteria prescribed under applicable laws, ensuring the fit and proper criteria at the time of appointment of directors of the Company and on a continuing basis, scrutinising the declarations received from the proposed/ existing directors and evaluating every director’s performance, formulating the Policy for appointment of Directors and Senior Management and Remuneration Policy, formulating the criteria for determining qualifications, positive attributes and independence

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of a director and for evaluating their performance.The Policy on Appointment of Directors and Members of Senior Management inter alia lays down the criteria for appointment including qualifications, attributes, experience and skills etc., the nomination and evaluation process.The Company also has a Policy for Fit and Proper Criteria for Directors based on which the existing directors whose appointment is intended to be continued and new directors proposed to be appointed are evaluated.The Remuneration Policy ensures that remuneration is aligned to the overall performance of the Company, is fair and reasonable to attract and retain necessary talent, is linked to attaining performance benchmarks and involves a judicious balance of fixed and variable components.The Policy on Appointment of Directors and Members of Senior Management and the Remuneration Policy are available at www.hdfc.com/the-hdfc-group/subsidiaries-policies.During the year, the committee met three times. The meetings were held on April 26, 2018, January 25, 2019 and March 22, 2019.The attendance of the members of the committee at the above-mentioned meetings is listed below:


Mr. V. Srinivasa Rangan (Chairman)

2

Mr. K. G. Krishnamurthy 3Ms. Vibha Padalkar 3


Corporate Social Responsibility CommitteeIn accordance with the provisions of Section 135 of the Companies Act, 2013 and rules framed thereunder, your Company has a Corporate Social Responsibility (CSR) Committee of Directors comprising Mr. Conrad D’Souza (Chairman), Mr. M. Ramabhadran and Mr. K. G. Krishnamurthy. The quorum for the CSR Committee Meeting is two members.The terms of reference of the committee inter alia is to review the CSR policy, indicate activities to be undertaken by the Company towards CSR and formulate a transparent monitoring mechanism to ensure implementation of projects and activities undertaken by the Company towards CSR.During the year, the committee met twice. The meetings were held on April 16, 2018 and March 14, 2019.The attendance of the members of the committee at the above-mentioned meetings is listed below:


Mr. Conrad D’Souza (Chairman)

2

Mr. M. Ramabhadran 1Mr. K. G. Krishnamurthy 2

Leave of absence was granted to the concerned member who could not attend the meeting.Further details on the prescribed CSR spend under Section 135 of the Companies Act, 2013 during the year under review is provided in the Annual Report on CSR activities annexed to this Report.

Risk Management CommitteeThe members of the committee are Mr. Conrad D’Souza (Chairman),

Mr. V. Sr in ivasa Rangan and Mr. M. Ramabhadran. The quorum for the Risk Management Committee Meeting is two members.The terms of reference of the committee inter alia include reviewing the risk profile of the Company.Your directors are of the opinion that the Company is managing its risks through well defined internal financial controls and that there are no significant risks that threaten the existence of the Company.During the year, the committee met twice. The meetings were held on April 16, 2018 and October 25, 2018.The attendance of the members of the committee at the above-mentioned meetings is listed below:


Mr. Conrad D’Souza(Chairman)

2

Mr. V. Srinivasa Rangan 2Mr. M. Ramabhadran 1


Asset Liability CommitteeThe members of the committee are Mr. Conrad D’Souza (Chairman), Mr. Satrajit Bhattacharya – CEO and Mr. Suraj Tripathi – CFO of the Company. The quorum for the Asset Liability Committee Meeting is two members.The terms of reference of the committee inter alia include asset liability management of the Company.During the year, the committee met twice. The meetings were held on April 16, 2018 and October 25, 2018.

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The attendance of the members of the committee at the above-mentioned meetings is listed below:


Mr. Conrad D’Souza (Chairman)

2

Mr. Satrajit Bhattacharya 2Mr. Suraj Tripathi 2

Independent DirectorsThe independent directors convene separate meetings to discuss various issues at their discretion, as and when required, to evaluate the performance of the directors of the Company and the board as a whole. The independent directors also assess the quality, quantity and timeliness of flow of information between the Company’s management and the board which enables the board to effectively and reasonably perform its duties.During the year, the independent directors met on March 22, 2019.The attendance of the independent directors at the above-mentioned meeting is listed below:

Independent Directors Number of Meeting Attended

Ms. Vibha Padalkar 1Mr. K. G. Krishnamurthy 1

Board EvaluationDuring the year, the Nomination and Remuneration Committee continued with the same methodology and criteria to evaluate the performance of the board as a whole and its committees as well as the performance of each director individually, as in the previous year. The criteria for evaluation were voluntarily benchmarked with the Guidance Note issued by SEBI on Board Evaluation.

The evaluation of the board, committees thereof and of each director was done through a structured and comprehensive questionnaire inter alia containing effectiveness of the board and its committees, process of decision making, active participation, independence, quality and content of agenda papers, frequency of meetings, discussions at meetings, cohesion in meetings, contribution and management of conflict of interest.The Chairman of the Nomination and Remuneration Committee reviewed the feedback received from the directors on the said questionnaire and prepared a consolidated report. The said consolidated report was inter alia reviewed by the Nomination and Remuneration Committee.The Chairman of the Nomination and Remuneration Committee shared the results of evaluation at the meeting of the Board of Directors. The board reviewed the results and expressed its satisfaction on the same. There were no actionable from the said review.The Company conducts familiarisation programmes for its directors from time to time. These familiarisation programmes ensures that the directors are updated on the business and regulatory environment as well as the overall operations of the Company. These programmes enable the directors to make better informed decisions in the interest of the Company and its stakeholders.

AuditorsAt the Twenty Third AGM of the Members of the Company held on June 20, 2017, the Members had appointed Messrs B S R & Co. LLP, Chartered Accountants, having Firm Registration Number 101248W/

W-100022 as the statutory auditors of the Company, for a period of five years, to hold office as such until the conclusion of the Twenty Eighth AGM.The Auditors’ Report annexed to the financial statements for the year under review does not contain any qualification.Further, pursuant to the provisions of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company has appointed Messrs ANB & Co., Chartered Accountants as internal auditors of the Company to review internal controls and compliances under various regulations that are applicable to the Company.

Significant and Material Orders passed by Regulators or Courts or TribunalsDuring the year, no significant or material orders were passed by any regulator or court or tribunal against the Company impacting the going concern status and the Company’s operations in future.

Internal Financial ControlsThe Company has put in place adequate procedures to ensure that the system of internal financial control is commensurate with the size and nature of the Company’s business. These systems provide a reasonable assurance in respect of providing financial and operational information, complying with applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy and completeness of accounting records and ensuring compliance.

Secretarial StandardsThe Company has complied with the applicable provisions of Secretarial

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Standards – 1 and 2 issued by The Institute of Company Secretaries of India.

Directors’ Responsibility Statement

In accordance with the provisions o f Sec t ion 134(3 ) (c ) o f the Companies Act, 2013 and based on the information provided by the management, your directors state that:(a) In the preparation of annual accounts, the applicable accounting standards have been followed;(b) Accounting policies selected have been applied consistently. Reasonable and prudent judgments and estimates have been made so as to give a true and fair view of the state of affairs of the Company as at March 31, 2019 and of the profit of the Company for the year ended on that date;(c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in

accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;(d) The annual accounts of the Company have been prepared on a going concern basis; and(e) Systems to ensure compliance with the provisions of all applicable laws are in place and were adequate and operating effectively.

Management Discussion and Analysis ReportThe Management Discussion and Analysis Report forms part of this Report.

Annual Return and Extract thereofThe extract of Annual Return in Form No. MGT-9 as required under the provisions of the Companies Act, 2013 is annexed to this Report. The Annual Return for the financial year 2018-19 is uploaded at www.hdfc.com/the-hdfc-group/subsidiaries-policies.

AcknowledgementsYour directors would like to express their sincere appreciation to all its stakeholders for their support and continued patronage.Your directors appreciate the guidance received from various statutory/regulatory authorities including the Reserve Bank of India, Ministry of Corporate Affairs - Government of India, the Registrar of Companies, Mumbai and the depositories.Your directors recognise and appreciate the sincere hard work, loyalty and efforts of the employees of HDFC who devoted their valuable time in managing the affairs of the Company and whose professionalism has ensured excellent all-round performance of the Company.

On behalf of the Board of Directors

Conrad D’SouzaMumbai M. RamabhadranApril 30, 2019 Directors

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Annex to Directors’ Report - I

THE ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES[Pursuant to Section 135 of the Companies Act, 2013 and Companies

(Corporate Social Responsibility Policy) Rules, 2014]

1. Brief outline of the Company’s CSR Policy, including overview of projects or programmes proposed to be undertaken and a reference to the web-link to the CSR policy:

The Company believes in conducting its business responsibly, fairly and in a most transparent manner. It continuously seeks ways to bring about an overall positive impact on the society and environment where it operates and as a part of its social objectives.

The main objective of the CSR Policy of the Company is to lay down guidelines to make CSR a key business process for sustainable development of the society and the environment in which it operates. The CSR policy is available at www.hdfc.com/the-hdfc-group/subsidiaries-policies.

During the year, the Company as part of its CSR activities provided a grant to H T Parekh Foundation. The contribution by the Company to H T Parekh Foundation has been provided exclusively for promoting healthcare. H T Parekh Foundation undertakes various social and developmental activities. It partners with exemplary NGOs across the country for the implementation of social projects across core sectors such as education, healthcare and skilling & livelihood.

The CSR Committee is the governing body that articulates the scope of CSR activities and ensures compliance with the CSR Policy including overview of the projects undertaken.

2. The Composition of the CSR Committee: Mr. Conrad D’Souza (Chairman), Mr. M. Ramabhadran and Mr. K. G. Krishnamurthy.

3. Average net profit of the company for last three financial years : ` 8.79 crore4. Prescribed CSR expenditure (2% of the amount as in item 3 above) : ` 17.57 lac5. Details of CSR spend during the financial year: a) Total amount to be spent for the financial year : `17.57 lac b) Amount unspent, if any : NIL c) Manner in which the amount spent during the financial year is detailed below:

Sr. No.

CSR Project or Activity identified

Sector in which the Project is covered

Projects or Programmes

(1) Local Area or other (2) Specify the

State and district where projects or programmes were

undertaken

Amount outlay

(budget) project or

pro- gramme

wise (` in lac)

Amount spent on projects or programmes

(` in lac)

Cumulative expenditure

upto the reporting

period

(` in lac)

Amount spent: Directly

or through Implementing

AgencyDirect

expenditure on projects or programmes

Overheads

(1) (2) (3) (4) (5) (6) (7) (8)

1 Contribution to H T Parekh Foundation for CSR activities in Healthcare

Promoting Healthcare

PAN India 17.58 17.58 — 17.58 H T Parekh Foundation

(Implementing Agency)

6. In case the company has failed to spend 2% of the average net profit of the last three financial years or any part thereof, the company shall provide the reasons for not spending the amount in its Board report:

Not Applicable

7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy is in compliance with CSR objectives and Policy of the Company.

For HDFC Investments Limited

Mumbai M. Ramabhadran Conrad D’SouzaApril 30, 2019 Director Chairman – CSR Committee

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FORM NO. MGT-9EXTRACT OF ANNUAL RETURN

As on the financial year ended on March 31, 2019

[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILSCIN U65990MH1994PLC083933Registration Date December 20, 1994Name of the Company HDFC INVESTMENTS LIMITEDCategory/ Sub-Category of the Company Company limited by shares/Non- Government CompanyAddress of the Registered Office and Contact Details

Ramon House, H. T. Parekh Marg, 169, Backbay Reclamation, Churchgate, Mumbai 400 020 Tel. No.: +91 22 6176 6000 Fax No.: +91 22 2281 1205

Whether listed company Yes/ No NoName, Address and Contact Details of Registrar and Transfer Agent, if any

Link Intime India Private Limited C 101, 247 Park, L B S Marg, Vikhroli West, Mumbai 400 083 Tel. No.: +91 22 4918 6000E-mail: [email protected]

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the business activities contributing 10% or more of the total turnover of the Company

Sr. No. Name and Description of main Products/Services NIC Code of the Product/Service

% of Total Turnover of the Company

1 Carries on the business of investments in stocks, shares, debentures and other securities

64199 100

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. No.

Name and Address of the Company CIN/GLN Holding/ Subsidiary/ Associate

% of Shares

held

Applicable Section

1 HOUSING DEVELOPMENT FINANCE CORPORATION LIMITED Ramon House, H.T. Parekh Marg, 169, Backbay Reclamation, Churchgate, Mumbai 400 020

L70100MH1977PLC019916 Holding 100 2(46)

2 GRIHA PTE. LTD. 1 Raffles Place #44-01, One Raffles Place, Singapore 048616

— Subsidiary 100 2(87)

Annex to Directors’ Report - II

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Annex to Directors’ Report - II (Continued)

IV. SHAREHOLDING PATTERN (Equity Share Capital Break-up as percentage of Total Equity) (i) Category-wise Shareholding

Category of Shareholders No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

% Change during the

yearDemat Physical Total % of Total Shares

Demat Physical Total % of Total

Shares

A. Promoters

(1) Indian

(a) Individual/HUF — 30* 30* 0.00 60* — 60* — 0.00

(b) Central Govt. — — — — — — — — —

(c) State Govt.(s) — — — — — — — — —

(d) Bodies Corp. — 2,66,70,470 2,66,70,470 100 2,66,70,440 — 2,66,70,440 100 0.00

(e) Banks/Fl — — — — — — — — —

(f) Any Other — — — — — — — — —

Sub-total (A)(1) — 2,66,70,500 2,66,70,500 100 2,66,70,500 — 2,66,70,500 100 0.00

(2) Foreign — — — — — — — — —

Sub-total (A)(2) — — — — — — — — —

Total Shareholding of Promoters (A) = (A)(1)+(A)(2)

— 2,66,70,500 2,66,70,500 100 2,66,70,500 — 2,66,70,500 100 0.00

B. Public Shareholding

(1) Institutions — — — — — — — — —

Sub-total (B)(1) — — — — — — — — —

(2) Non-Institutions — — — — — — — — —

Sub-total (B)(2) — — — — — — — — —

Total Public Shareholding (B)=(B)(1)+(B)(2)

— — — — — — — — —

C. Shares Held by Custodian for GDRs& ADRs

— — — — — — — — —

Grand Total (A+B+C) — 2,66,70,500 2,66,70,500 100 2,66,70,500 — 2,66,70,500 100

* The beneficial owner of these shares is Housing Development Finance Corporation Limited.

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(ii) Shareholding of Promoters

Sr. No.

Shareholder’s Name Shareholding at the beginning of the year

Shareholding at the end of the year

% Change in

Share holding

during the year

No. of Shares

% of Total Shares of the

Company

% of Shares Pledged/

Encumbered to Total Shares

No. of Shares

% of Total Shares of the

Company

% of Shares Pledged/

Encumbered to Total Shares

1 H o u s i n g D ev e l o p m e n t Finance Corporation Limited

2,66,70,430 100 — 2,66,70,440 100 — —

2 Mr. Deepak S. Parekh 10# 0.00 — — — — 0.003 Mr. Nasser M. Munjee 10# 0.00 — — — — 0.004 Mr. Keki M. Mistry 10# 0.00 — — — — 0.005 Housing Development

Finance Corporation Limited jointly with its Nominees

40* 0.00 — — — — 0.00

6 Mr. Suresh Menon — — — 10# 0.00 — 0.007 Mr. Dipta Bhanu Gupta — — — 10# 0.00 — 0.008 Mr. Ajay Agarwal — — — 10# 0.00 — 0.009 Mr. Prosenjit Gupta — — — 10# 0.00 — 0.00

10 Mr. Conrad D’Souza — — — 10# 0.00 — 0.0011 Mr. Sudhir Kumar Jha — — — 10# 0.00 — 0.00

Total 2,66,70,500 100 — 2,66,70,500 100 —

*The Shares held by Housing Development Finance Corporation Limited jointly with nominees were transferred to individual shareholders. #Beneficial owner of these shares is Housing Development Finance Corporation Limited. (iii) Change in Promoters’ Shareholding: During the year, there has been no change in promoters’ shareholding. (iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and

ADRs): Not Applicable (v) Shareholding of Directors and Key Managerial Personnel:

Sr. No.

Name Remarks Date Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of Shares

% of Total Shares of the Company

No. of Shares

% of Total Shares of the Company

1 Mr. Conrad D’Souza At the beginning of the year

April 1, 2018 — — — —

Increase* October 1, 2018 10# 0.00 10# 0.00At the end of the

yearMarch 31, 2019 — — 10# 0.00

*Transfer from Housing Development Finance Corporation Limited jointly with its nominee. #Beneficial owner of the shares is Housing Development Finance Corporation Limited.

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V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole-time Directors and/or Manager: Not Applicable B. Remuneration to other Directors:

Name of Directors Particulars of Remuneration

Fees for attending Board / Committee Meetings

(`)

Commission

(`)

Others, please specify

(`)

Total Amount

(`)

Mr. Conrad D’Souza 1,20,000 — — 1,20,000Mr. V. Srinivasa Rangan 1,80,000 — — 1,80,000Mr. M. Ramabhadran 60,000 — — 60,000Ms. Vibha Padalkar 2,10,000 — — 2,10,000Mr. K. G. Krishnamurthy 2,40,000 — — 2,40,000Total 8,10,000 — — 8,10,000Overall ceiling as per the Companies Act, 2013 * — — —

*The sitting fees paid to the directors for attending the meetings of the Board of Directors, its Committees and Independent Directors was increased to ̀ 20,000 from ̀ 10,000 for meetings held after October 25, 2018. The overall ceiling as per the Companies Act, 2013 for payment of sitting fees for attending each meeting is `1 lac .


C. Remuneration to Key Managerial Personnel other than MD/ MANAGER/ WTD:Sr. No.

Particulars of Remuneration Key Managerial PersonnelMr. Satrajit

Bhattacharya* (Chief Executive Officer)

(`)

Mr. Suraj Tripathi* (Chief Financial Officer)

(`)

Ms. Sarika Mahajan* (Company Secretary)

(`)1 Gross salary

1. Salary as per provisions contained in Section 17(1) of the Income-tax Act, 1961

— — —

2. Value of perquisites under Section 17(2) of the Income-tax Act, 1961

— — —

3. Profits in lieu of salary under Section 17(3) of the Income-tax Act, 1961

— — —

2 Stock Option — — —3 Sweat Equity — — —4 Commission

i. as % of profitii. Others, specify

— — —

5 Others – Deputation Cost 4,80,000 1,44,000 1,20,000Total 4,80,000 1,44,000 1,20,000

* Employees of Housing Development Finance Corporation Limited (HDFC). The Company has paid deputation costs to HDFC as mutually agreed.

VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES During the year, no penalties were levied against the Company, its directors or any of its officers under the

Companies Act, 2013, nor was there any punishment or compounding of offences against the Company, its directors or any of its officers.

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Annex to Directors’ Report –III

Management Discussion and Analysis Report

The Company is a Non-Banking Financial Company-Non-Deposit Accepting and is regarded as “Systemically Important” under the Reserve Bank of India Regulations.

The Company invests in equities and also in fixed deposits with banks and bonds of Public Sector Undertakings (PSUs).

The investment companies are exposed to market risks. The PSU bonds that the company has invested in are long term in nature, with tax free income and are classified as held-to-maturity.

During the year, the Company appointed Messrs ANB & Co., Chartered Accountants as Internal Auditors of the Company to review internal controls and compliances under various regulations that are applicable to the Company. The Company also appointed Messrs N L Bhatia & Associates, practicing company secretaries as Secretarial Auditors of the Company to review compl iances under corporate laws.

The Profit before Tax for the year ended March 31, 2019, stood at `209.30 crore (previous year `170.34 crore). Profit after Tax increased by 14% from `176.51

crore to `201.28 crore.

During the year, your Company received dividend of `197.81 crore, of which `195 crore was from HDFC Bank Limited.

During the year, your Company invested `0.65 crore in 5,00,000 equity shares in the rights issue of Institutional Investor Advisory Services India Limited.

The Company had no any employees on its payroll, and certain employees of its holding company, Housing Development Finance Corporation L i m i t e d , d e d i c a t e a c e r t a i n amount of their time towards the Company.

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Independent Auditor’s Report

TO THE MEMBERS OF HDFC INVESTMENTS LIMITED

Report on the audit of the financial statementsOpinionWe have audited the financial statements of HDFC Investments Limited (“the Company”), which comprise the Balance Sheet as at 31 March 2019, and the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of the significant accounting policies and other explanatory information.In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (“Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended (‘Ind AS’), and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2019, and its profit and other comprehensive income, changes in equity and its cash flows for the year ended on that date.Basis for OpinionWe conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with

the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Information Other than the Financial Statements and Auditor’s Report ThereonThe Company’s management and Board of Directors are responsible for the other information. The other information comprises the information included in the Company’s Director’s Report and Management Discussion and Analysis Report (MD&A), but does not include the financial statements and our auditors’ report thereon. The Director’s report is expected to be made available to us after the date of Auditor’s Report.Our opin ion on the f inancia l statements does not cover the other information and we do not express any form of assurance conclusion thereon.In connection with our audit of the f inancial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

Management’s Responsibility for the Financial StatementsThe Company’s management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Ind AS specified under section 133 of the Act read with rules issued thereunder. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.In preparing the financial statements, management and Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to

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Independent Auditors’ Report (Continued)

liquidate the Company or to cease operations, or has no realistic alternative but to do so.Board of Directors is also responsible for overseeing the Company’s financial reporting process.Auditor’s Responsibilities for the Audit of the Financial StatementsOur object ives are to obta in reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.• Obtain an understanding of internal control relevant to the audit in

order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s repor t to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant

deficiencies in internal control that we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.Other MatterThe transition date opening balance sheet as at 1 April 2017 included in these financial statements, are based on the previously issued statutory financial statements prepared in accordance with the Companies (Accounting Standards) Rules, 2006 audited by predecessor auditor whose report for the year ended 31 March 2017 dated 26 April 2017 expressed an unmodified opinion on those financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to Ind AS, which have been audited by us.Our opinion is not modified in respect of this matter.Report on Other Legal and Regulatory Requirements1. As required by the Companies (Auditors’ Report) Order, 2016 (“the Order”) issued by the Central Government in terms of section 143 (11) of the Act, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.(A) As required by Section 143(3) of the Act, we report that:a) We have sought and obtained all the information and explanations

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which to the best of our knowledge and belief were necessary for the purposes of our audit;b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehens ive Income) , the Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account;d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of the Act;e) On the basis of the written representations received from the Directors and taken on record by the Board of Directors, none of the Directors is disqualified as on 31 March 2019 from being appointed as a Director in terms of Section 164(2) of the Act; andf) With respect to the adequacy of the internal financial controls with

reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.(B) With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:i. the Company has disclosed the impact of pending litigation as at 31 March 2019 on its financial position in the financial statements. Refer note 22 to the financial statements;ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; andiii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company; andiv. The disclosures in the financial statements regarding holdings as well as dealings in specified bank notes

during the period from 8 November 2016 to 30 December 2016 have not been made in these financial statements since they do not pertain to the financial year ended 31 March 2019.(C) With respect to the matter to be included in the Auditors’ Report under section 197(16):In our opinion and according to the information and explanations given to us, the remuneration paid to its Directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any Director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

For B S R & Co. LLP Chartered Accountants Firm’s Registration No.101248W/W-100022

Akeel MasterMUMBAI Partner30 April 2019 Membership No. 046768

Independent Auditors’ Report (Continued)

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Annexure “A” to the Independent Auditor’s Report – 31 March 2019

(Referred to in our report of even date)(i) The Company does not have any property plant and equipment and hence reporting under paragraph 3 (i) of the Order is not applicable.(ii) The Company is a Non-Banking Finance Company (NBFC), Primarily investing in unlisted shares of companies, bonds and mutual funds. Accordingly, it does not hold any inventories. Thus, paragraph 3(ii) of the Order is not applicable to the Company.(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, limited liability partnerships or other parties covered in the register maintained under section 189 of the Act. Accordingly, paragraph 3(iii) of the Order is not applicable to the Company.(iv) In our opinion and according to the information and explanations given to us, the Company has not advanced any loan, given any guarantee or provided any security in connection with loan to any of its Directors or to any person in whom the Director is interested. The Company has complied with the provisions of Section 186 of the Act, with respect to the investments made.(v) According to the information and explanations given to us, the Company has not accepted any deposits from the public to which the directives issued by the Reserve Bank of India and the provisions of Section 73 to Section 76 or any other relevant provisions of the Act and the rules framed there under. Thus, paragraph 3 (v) of the Order is not applicable to the Company.(vi) The Central Government has not prescribed the maintenance of cost records under sub section (1) of

section 148 of the Act for any of the services rendered by the Company. Accordingly paragraph 3(vi) of the Order is not applicable.

(vii) a) According to the information and explanations given to us and on the basis of our examination of the books of account, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including income tax, service tax, goods and services tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of sales tax, wealth tax, employees’ state insurance, duty of customs, duty of excise and value added tax. According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, service tax, goods and services tax, cess and other material statutory dues were in arrears as at 31 March 2019 for a period of more than six months from the date they became payable.

b) According to the information and explanations given to us, there are no dues of income tax, service tax, goods and services tax, cess and other material statutory dues as on 31 March 2019 on account of disputes.

(viii) In our opinion and according to the information and explanations given to us, the Company has not taken any loan or borrowing from financial institution, bank, Government or debenture holders. Thus, paragraph 3 (viii) of the Order is not applicable to the Company(ix) In our opinion and according to the information and explanations

given to us, the Company has not raised any money by way of initial public offer or further public offer (including debt instrument) and term loans. Thus, paragraph 3 (ix) of the Order is not applicable to the Company.(x) Dur ing the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the explanation and information given to us, no material fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the course of our audit.(xi) According to the information and explanations given to us and based on our examination of the records of the Corporation, the Corporation has paid / provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable.(xiii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, all transactions entered into by the Company with the related parties are in compliance with Sections 177 and 188 of the Act, where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.(xiv) According to the information and explanations given to us and based

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on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the Order is not applicable.(xv) According to the information and explanations given to us and based on our examination of the

records of the Company, the Company has not entered into any non-cash transactions with Directors or persons connected with him. Accordingly, paragraph 3(xiv) of the Order is not applicable.(xvi) According to the information and explanation given to us, the Company is required to be registered under Section 45-IA of the Reserve Bank of

India Act, 1934 and it has obtained the registration dated 14 February 1998.



Annexure B to the Independent Auditors’ Report on the financial statements of HDFC Investments Limited for the year ended 31 March 2019

Report on the internal financial controls with reference to the aforesaid financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013(Referred to in paragraph (1)(A)(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)OpinionWe have audited the internal financial controls with reference to financial statements of HDFC Investments Limited (“the Company”) as of 31 March 2019 in conjunction with our audit of the financial statements of the Company for the year ended on that date.In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31 March 2019, based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of

Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”).Management’s Responsibility for Internal Financial ControlsThe Company’s management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (hereinafter referred to as “the Act”).

Auditors’ ResponsibilityOur responsibility is to express an opinion on the Company’s internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established and maintained and whether such controls operated effectively in all material respects.Our audit involves per forming procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding

Annexure “A” to the Independent Auditor’s Report – 31 March 2019 (Continued)

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of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal financial control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls with reference to financial statements.Meaning of Internal Financial controls with Reference to Financial StatementsA company’s internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements

for external purposes in accordance with generally accepted accounting principles. A company’s internal financial controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and Directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.Inherent Limitations of Internal

Financial controls with Reference to Financial StatementsBecause of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.



Annexure “B” to the Independent Auditor’s Report – 31 March 2019 (Continued)

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Amount in `

Particulars Note No.

As at March 31, 2019


As at April 1, 2017

ASSETSFinancial assets

Cash and Cash Equivalents 4 24,13,160 12,10,244 7,97,59,557Bank Balances other than above 5 4,21,27,343 — —Investments 6 174,22,43,320 156,72,27,306 196,42,84,379Other Financial Assets 7 66,60,000 — —

Total Financial Assets 179,34,43,823 156,84,37,550 204,40,43,936Non-Financial assets

Current Tax Assets (Net) 8 5,17,26,237 5,17,26,237 49,01,467Deferred Tax Assets (Net) 8 13,40,11,984 19,35,77,078 5,36,49,584Other Non-Financial Assets 9 1,90,098 960 2,000

Total Non-Financial Assets 18,59,28,319 24,53,04,275 5,85,53,051Total Assets 197,93,72,142 181,37,41,825 210,25,96,987EQUITY AND LIABILITIESLIABILITIESFinancial Liabilities

Payables 10Trade Payables

Total outstanding dues of creditors other than micro enterprises and small enterprises

8,22,338 6,21,375 5,90,970

Total Financial Liabilities 8,22,338 6,21,375 5,90,970Non-Financial Liabilities

Current Tax Liabilities (Net) 8 27,85,011 71,382 4,51,55,291Other Non-Financial Liabilities 11 3,11,319 1,49,734 1,03,551

Total Non-Financial Liabilities 30,96,330 2,21,116 4,52,58,842Total Liabilities 39,18,668 8,42,491 4,58,49,812EQUITY

Equity 12 26,67,05,000 26,67,05,000 26,67,05,000Other Equity 13 170,87,48,474 154,61,94,334 179,00,42,175

Total Equity 197,54,53,474 181,28,99,334 205,67,47,175Total Equity and Liabilities 197,93,72,142 181,37,41,825 210,25,96,987See accompanying notes which form an integral part of financial statements

Balance Sheet as at March 31, 2019

As per our report attached of even dateFor B S R & Co. LLP Chartered Accountants ICAI Firm Registration No. 101248W/W-100022

Akeel Master Partner Membership No.: 046768

Conrad D’Souza (DIN: 00010576)

V. Srinivasa Rangan (DIN: 00030248)

M. Ramabhadran (DIN: 00473399)

K. G. Krishnamurthy (DIN: 00012579)

Satrajit Bhatacharya Chief Executive Officer

Vibha Padalkar (DIN: 01682810)

MUMBAI, April 30, 2019

Surajkumar M. Tripathi Chief Financial Officer (ICAI M. No.: 141731)

Sarika Mahajan Company Secretary (ICSI M. No.: A28624)

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Amount in `

Particulars Note No.

Year ended March 31, 2019

Year ended March 31, 2018

Revenue from OperationsInterest Income 14 78,41,845 54,86,689Dividend Income 15 197,81,25,992 172,81,69,084Fee Income 31,66,784 —Net Gain on Fair Value Changes 16 11,11,92,879 (1,63,90,794)Total Revenue from Operations 210,03,27,500 171,72,64,979Other Income 48,955 6,53,938Total Income 210,03,76,455 171,79,18,917ExpensesEmployee Benefit Expense 17 10,51,577 11,98,827Other Expenses 18 6,26,747 1,32,77,366Total Expenses 73,78,324 1,44,76,193Profit before Tax 209,29,98,131 170,34,42,724Tax Expense– Short Provision of Earlier years — —– Current Tax 4,38,60,000 8,21,00,000– MAT Credit (Entitlement)/Excess reversal 3,83,50,133 (6,51,00,000)– Deferred Tax (20,26,303) (7,86,51,400)Total Tax Expense 8 8,01,83,830 (6,16,51,400)Net Profit after Tax 201,28,14,301 176,50,94,124Other Comprehensive Incomei) Items that will not be reclassified to profit or loss Equity Instruments through Other Comprehensive Income 3,40,22,102 1,71,81,461ii) Income tax relating to items that will not be reclassified to profit or loss (99,01,263) (38,23,906)Subtotal 2,41,20,839 1,33,57,555Other Comprehensive Income 2,41,20,839 1,33,57,555Total Comprehensive Income 203,69,35,140 177,84,51,679Earnings per Equity Share 23

Basic (`) 75.47 66.18Diluted (`) 75.47 66.18

See accompanying notes which form an integral part of financial statements

Statement of Profit and Loss for the year ended March 31, 2019












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Amount in `Particulars Note No. March 31, 2019 March 31, 2018

A. CASH FLOW FROM OPERATING ACTIVITIESProfit before Tax 209,29,98,131 170,34,42,724Add/(Less): Adjustments for(Gain)/loss on Investments measured at Fair Value through Profit and Loss (Net)

16 (11,11,92,879) 1,63,90,794

Interest income 14 (78,41,845) (54,86,689)Dividend income (197,81,25,992) (172,81,69,084)Operating Profit before Working Capital changes (41,62,585) (1,38,22,255)Add/(Less): Adjustments for(Increase)/decrease in Other Financial and Non-financial Assets

(3,43,742) 1,040

Increase/(decrease) in Financial and Non-financial liabilities 57,89,805 (9,00,91,229)Cash generated from Operations 12,83,478 (10,39,12,444)Dividend Received 197,81,25,992 172,81,69,084Interest received 14 57,17,056 54,86,689Income Tax Refunds Received — 21,58,897Income Tax paid (4,11,46,371) (8,59,99,759)Net cash from operating activities 194,39,80,155 154,59,02,467

B. CASH FLOW FROM INVESTING ACTIVITIESInvestments purchased 6 — (9,68,32,500)Sale of Investments — 36,26,57,775Investments in Mutual Funds (231,12,83,356) (203,60,47,488)Redemption from Mutual Funds 228,28,87,116 216,80,69,953Bank Balances not considered as cash and cash equivalents (Deposit with original maturity of more than 3 months)– Placed (4,00,00,000) —– Matured — —Net cash used in investing activities (6,83,96,240) 39,78,47,740

C. CASH FLOW FROM FINANCING ACTIVITIESDividend paid 13 (154,68,89,000) (168,02,41,500)Tax paid on Dividend 13 (32,74,92,000) (34,20,58,020)Net cash used in financing activities (187,43,81,000) (202,22,99,520)Net increase/(Decrease) in cash and cash equivalents (A + B + C) 12,02,916 (7,85,49,313)Cash and cash equivalents as at the beginning of the year 4 12,10,244 7,97,59,557Cash and cash equivalents as at the end of the year 24,13,160 12,10,244

See accompanying notes which form an integral part of financial statements

Cash Flow Statement for the year ended March 31, 2019












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A. EQUITY SHARE CAPITALAmount in `

As at 1st April, 2017 26,67,05,000Equity share capital issued during the year —

As at 31st March, 2018 26,67,05,000Equity share capital issued during the year —As at 31st March, 2019 26,67,05,000

B. OTHER EQUITY Refer Note 13 Amount in `

Securities Premium

Retained Earnings

General Reserve

Capital Redemption

Reserve

Other Comprehensive

Income

Total

Balance as at April 1, 2017 33,47,25,000 73,67,86,535 52,42,13,882 6,00,00,000 13,43,16,758 179,00,42,175

Total Comprehensive Income for the year — — — — 1,33,57,555 1,33,57,555

Dividends — (202,22,99,520) — — — (202,22,99,520)

Profit for the year transferred to retained earnings — 176,50,94,124 — — — 176,50,94,124

Balance as at March 31, 2018 33,47,25,000 47,95,81,139 52,42,13,882 6,00,00,000 14,76,74,313 154,61,94,334

Securities Premium

Retained Earnings

General Reserve

Capital Redemption

Reserve

Other Comprehensive

Income

Total

Balance as at April 1, 2018 33,47,25,000 47,95,81,139 52,42,13,882 6,00,00,000 14,76,74,313 154,61,94,334

Total Comprehensive Income for the year — — — — 2,41,20,839 2,41,20,839

Dividends — (187,43,81,000) — — — (187,43,81,000)

Transfer to retained earnings — 201,28,14,301 — — — 201,28,14,301

Balance as at March 31, 2019 33,47,25,000 61,80,14,440 52,42,13,882 6,00,00,000 17,17,95,152 170,87,48,474

Statement of Changes in Equity

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1. Company Overview

HDFC Investments Limited (‘the Company’) was incorporated in 1994 as the wholly owned subsidiary of Housing Development Finance Corporation (“the Parent”) having its registered office at Ramon House, H T Parekh Marg, Churchgate, Mumbai 400 020. The principal business is making investments in equity shares, preference shares, venture funds, mutual funds and other securities. The Company is a Systemically Important Non Deposit Accepting Non-Banking Finance Company registered with the Reserve Bank of India(“RBI”).

2.1 Statement of Compliance

The financial statements (“financial statements”) have been prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015 as per Section 133 of the Companies Act, 2013 and relevant amendment rules issued thereafter (“Ind AS”) on the historical cost basis except for certain financial instruments that are measured at fair values at the end of each reporting period as explained below, the relevant provisions of the Companies Act, 2013 (the “Act”) and the guidelines issued by the Reserve Bank of India (“RBI”) to the extent applicable.

Effective April 1, 2018, the Company has adopted Ind AS and the adoption was carried out in accordance with Ind AS 101, First-time Adoption of Indian Accounting Standards, with April 1, 2017 as the transition date. The transition was carried out from Indian Accounting Principles generally accepted in India as prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 as amended (“IGAAP”), which was the previous generally accepted accounting principles.

The Balance Sheet, the Statement of Profit and Loss and the Statement of Changes in Equity are prepared and presented in the format prescribed in the Division III of Schedule III to the Act. The Statement of Cash Flows has been prepared and presented as per the requirements of Ind AS 7 “Statement of Cash Flows”.

Amounts in the financial statements are presented in Indian Rupees rounded off to the nearest rupee. Per share data are presented in Indian Rupee. The Company presents its Balance Sheet in the order of liquidity. An analysis regarding recovery or settlement within 12 months after the reporting date and more than 12 months after the reporting date is presented in Note 24(a).

Accounting policies have been consistently applied except where a newly-issued Ind AS is initially adopted or a revision to an existing Ind AS requires a change in the accounting policy hitherto in use.

Further, the Company has opted not to prepare Consolidated Financial Statements (CFS) as its Holding Company shall be preparing CFS that will be available for public use and comply with Ind AS.

2.2 Functional and presentation currency

The financial statements are presented in Indian Rupees (`) which is the functional and the presentation currency of the Company and all values are rounded to the nearest rupee, except when otherwise indicated.

2.3 Basis of Measurement

The financial statements have been prepared on historical cost basis except for certain financial instruments that are measured at fair values.

A historical cost is a measure of value used in accounting in which the price of an asset on the balance sheet is based on its nominal or original cost when acquired by the Company.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis.

Notes forming Part of the Financial Statements for the year ended March 31, 2019

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Fair value measurements under Ind AS are categorised into fair value hierarchy based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

- Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access on measurement date.

- Level 2 inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and

- Level 3 where unobservable inputs are used for the valuation of assets or liabilities.

2.4 Use of estimates and judgments The preparation of the financial statements in conformity with Ind AS requires the Management to make

estimates, judgments and assumptions. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods affected. The application of accounting policies that require critical accounting estimates involving complex and subjective judgments and the use of assumptions. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the financial statements.

The preparation of the financial statements in conformity with Indian Accounting Standards (“Ind AS”) requires the management to make estimates and assumptions considered in the reported amounts of assets and liabilities and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.

2.4.1 Fair Valuation of Investments (other than Investment in Subsidiaries and Associates) Some of the Company’s Investments (other than Investment in Subsidiaries and Associates) are measured at

fair value. In determining the fair value of such Investments, the Company uses quoted prices (unadjusted) in active markets for identical assets or based on inputs which are observable either directly or indirectly. However in certain cases, the Company adopts valuation techniques and inputs which are not based on market data. When market observable information is not available, the Company has applied appropriate valuation techniques and inputs to the valuation model.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Information about the valuation techniques and inputs used in determining the fair value of Investments are disclosed in Note 24(b).

2.4.2 Income Taxes: The Company’s tax jurisdiction is in India. Significant judgments are involved in determining the provision for

income taxes, including amount expected to be paid/recovered for certain tax positions.

2.4.3 Impairment on Financial Assets The measurement of impairment losses across all categories of financial assets requires judgement, in

particular,the estimation of the amount and timing of future cash flows and collateral values when determining impairment losses and the assessment of credit risk. These estimates are driven by a number of factors, changes in which can result in different levels of allowances.

Notes forming Part of the Financial Statements for the year ended March 31, 2019 (Continued)

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3 Significant Accounting Policies

3.1 Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured and there exists reasonable certainty of its recovery.

(i) Interest income Interest income on financial instruments at amortised cost is recognised on a time proportion basis taking into account the amount outstanding and the effective interest rate (EIR) applicable. Interest on financial instruments measured as at fair value is included within the fair value movement during the period.

The EIR is the rate that exactly discounts estimated future cash flows of the financial instrument through the expected life of the financial instrument or, where appropriate, a shorter period, to the net carrying amount. The future cash flows are estimated taking into account all the contractual terms of the instrument. For financial assets measured at Fair Value Through Profit & Loss (“FVTPL”), transaction costs are recognised in profit or loss at initial recognition.

Interest on Income tax refund is accounted when the same is received.

(ii) Dividend income

Dividend income is recognised when the Company’s right to receive dividend is established by the reporting date.

(iii) Income from services

Fee and commission income include fees other than those that are an integral part of EIR. The Company recognises the fee and commission income in accordance with the terms of the relevant contracts / agreement and when it is probable that the Company will collect the consideration.

3.2 Financial Instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial Assets:

3.2.1 Recognition and Initial measurements:

Financial assets and liabilities are initially recognised on the trade date, i.e. the date that the Company becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs and revenues that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities measured at Fair Value Through Profit & Loss (“FVTPL”) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs and revenues directly attributable to the acquisition of financial assets or financial liabilities measured at FVTPL are recognised immediately in profit or loss.

3.2.2 Classification and subsequent measurement

Financial Assets

The Company classifies and measures all of its financial assets based on the business model for managing the assets and the asset’s contractual terms, measured at either

- Amortised cost

- FVTPL


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- Fair Value Through Other Comprehensive Income (“FVTOCI”)

Amortised cost The Company measures cash and bank balances, trade receivables, investments in debt securities and other

financial assets at amortised cost. The Company assesses the classification and measurement of a financial asset based on the contractual cash flow characteristics of the asset and the Company’s business model for managing the asset.

Business Model assessment The Company determines the business model at a level that reflects how financial assets are managed together

to achieve a particular business objective. The Company’s business model does not depend on management’s intentions for an individual instrument, therefore the business model assessment is performed at a higher level of aggregation rather than on an instrument-by-instrument basis.

The Company considers all relevant information available when making the business model assessment. The Company takes into account all relevant evidence available such as:

- how the performance of the business model and the financial assets held within that business model are evaluated and reported to the Company’s key management personnel;

- the risks that affect the performance of the business model (and the financial assets held within that business model) and in particular, the way in which those risks are managed; and

- how managers of the business are compensated (e.g. whether the compensation is based on the fair value of the assets managed or on the contractual cash flows collected).

At initial recognition of a financial asset, the Company determines whether newly recognised financial assets are part of an existing business model or whether they reflect a new business model. The Company reassess its business models each reporting period to determine whether the business models have changed since the preceding period.

Solely Payments of Principal and Interest (SPPI Test): For an asset to be classified and measured at amortised cost, its contractual terms should give rise to cash

flows that meets the SPPI test on the principal outstanding.

For the purpose of SPPI test, principal is the fair value of the financial asset at initial recognition. That principal amount may change over the life of the financial asset (e.g. if there are repayments of principal). Interest consists of consideration for the time value of money, for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin. The SPPI assessment is made in the currency in which the financial asset is denominated.

Contractual cash flows that are SPPI are consistent with a basic lending arrangement. Contractual terms that introduce exposure to risks or volatility in the contractual cash flows that are unrelated to a basic lending arrangement, such as exposure to changes in equity prices or commodity prices, do not give rise to contractual cash flows that are SPPI. An originated or an acquired financial asset can be a basic lending arrangement irrespective of whether it is a loan in its legal form.

FVTOCI

Financial assets at FVTOCI are:

- The asset is held within a business model whose objective is to hold and sell assets for collecting contractual cash flows, and

- Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.


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These assets are measured at fair value, with any gains/losses arising on remeasurement recognised in Other Comprehensive Income.

FVTPL

Financial assets at FVTPL are:

- assets with contractual cash flows that are not SPPI; or/and

- assets that are held in a business model other than held to collect contractual cash flows or held to collect and sell; or

- assets designated at FVTPL using the fair value option.

These assets are measured at fair value, with any gains/losses arising on remeasurement recognised in statement of profit and loss.

Subsequent Measurement and gains and losses:

For purposes of subsequent measurement, financial assets are classified in three categories:

- Debt Instruments at Amortised Cost:

A ‘debt instrument’ is measured at the amortised cost, if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and

b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

- Mutual funds at fair value through profit or loss (FVTPL):

These assets are subsequently measured at fair value. Net gain and losses, including dividend income, are recognised in statement of profit and loss.

- Equity instruments measured at Fair Value through Other Comprehensive Income (FVTOCI):

Gains and losses on equity instruments at FVTOCI are never recycled to profit or loss. Dividends are recognised in profit or loss as dividend income when the right of the payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the instrument, in which case, such gains are recorded in OCI.

Equity instruments at FVTOCI are not subject to an impairment assessment.

Financial Liabilities and Equity instruments

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the value of proceeds received, net of direct issue costs.

Financial Liabilities

Financial liabilities are classified as measured at amortised cost.

Subsequent measurement and gains and losses

Financial liabilities, which are classified as measured at amortised cost are subsequently measured at amortised cost using the effective interest method. Any gain or loss on derecognition is also recognised in profit or loss.


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3.2.3 Reclassifications

If the business model under which the Company holds financial assets changes, the financial assets affected are reclassified. The classification and measurement requirements related to the new category apply prospectively from the first day of the first reporting period following the change in business model that results in reclassifying the Company’s financial assets.

3.2.4 Derecognition of financial instruments

Financial Assets

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expires, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial assets are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial assets.


The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

3.2.5 Impairment of Financial assets

Impairment loss is recognised when the carrying amount of an asset exceeds its recoverable amount. Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If recoverable amount of an asset is estimated to be less than its carrying amount, such deficit is recognised immediately in the Statement of Profit and Loss as impairment loss and the carrying amount of the asset is reduced to its recoverable amount.

Debt instruments that are subsequently measured at amortised cost are subject to impairment. Equity instruments at FVTOCI are not subject to an impairment assessment.

3.3 Cash and cash equivalents

Cash comprises of cash on hand and demand deposits with banks. Cash equivalents are short-term deposits with banks (with an original maturity of three months or less from the date of placement) and cheques on hand. Short term and liquid investments being subject to more than insignificant risk of change in value, are not included as part of cash and cash equivalents.

3.4 Dividends on ordinary shares

The Company recognises a liability to make cash to equity holders of the Company when the dividend is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, an interim dividend is authorised when it is approved by the Board of Directors and final dividend is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.

3.5 Provisions and contingencies

Provisions are recognised only when:

(i) An entity has a present obligation (legal or constructive) as a result of a past event; and

(ii) It is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and


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(iii) A reliable estimate can be made of the amount of the obligation Provision is measured using the cash flows estimated to settle the present obligation and when the effect of

time value of money is material, the carrying amount of the provision is the present value of those cash flows.

Contingent liability is disclosed in case of: (i) A present obligation arising from past events, when it is not probable that an outflow of resources will

be required to settle the obligation; and (ii) A present obligation arising from past events, when no reliable estimate is possible. Provisions and contingent liabilities are reviewed at each Balance Sheet date. Where the unavoidable costs of meeting the obligations under the contract exceed the economic benefits

expected to be received under such contract, the present obligation under the contract is recognised and measured as a provision.

Contingent Assets: Contingent assets are not recognised in the financial statements. Contingent assets are disclosed where an

inflow of economic benefits is probable. Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date.

3.6 Foreign currencies (i) Functional currency of the Company and foreign operations has been determined based on the primary

economic environment in which the Company and its foreign operations operate considering the currency in which funds are generated, spent and retained.

(ii) Transactions in currencies other than the Company’s functional currency are recorded on initial recognition using the exchange rate at the transaction date. At each Balance Sheet date, foreign currency monetary items are reported at the rates prevailing at the year-end. Non-monetary items that are measured in terms of historical cost in foreign currency are not retranslated.

Exchange differences that arise on settlement of monetary items or on reporting of monetary items at each Balance Sheet date at the closing spot rate are recognised in the Statement of Profit and Loss in the period in which they arise except for exchange differences on transactions entered into in order to hedge certain foreign currency risks.

3.7 Taxes on Income Income tax expense comprises current and deferred taxes. Income tax expense is recognized in the Statement

of Profit and Loss except when they relate to items that are recognized outside profit or loss (whether in other comprehensive income or directly in equity), in which case tax is also recognized outside profit or loss.

Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying values of assets and liabilities and their respective tax bases, and unutilized business loss and depreciation carry-forwards and tax credits. Such deferred tax assets and liabilities are computed separately for each taxable entity. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary differences, unused tax losses, depreciation carry-forwards and unused tax credits could be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date, and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured based on the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date.


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Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

3.8 Goods and Services Input Tax Credit

Goods and Services tax input credit is accounted for in the books in the period in which the supply of goods or service received is accounted and when there is a possibility of further supply of output services.

3.9 Minimum Alternate Tax (MAT)

MAT is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal Income Tax during the specified period. In the year in which the MAT credit becomes eligible to be recognised, it is credited to the Statement of Profit and Loss and is considered as (MAT Credit Entitlement). The Company reviews the same at each Balance Sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay normal Income Tax during the specified period. Minimum Alternate Tax (MAT) Credit are in the form of unused tax credits that are carried forward by the Company for a specified period of time, hence, it is presented with Deferred Tax Asset / Liability.

3.10 Securities premium account

Securities premium is credited when shares are issued at premium. It can be used to issue bonus shares, to provide for premium on redemption of shares and issue expenses of securities which qualify as equity instruments.

3.11 Investments in Subsidiaries, Joint Ventures and Associates

Investments in Subsidiaries and Associates are measured at cost as per Ind AS 27 – Separate Financial Statements.

3.12 Earnings per share

Basic earnings per share have been computed by dividing net income by the weighted average number of shares outstanding during the year. Partly paid up shares are included as fully paid equivalents according to the fraction paid up. Diluted earnings per share has been computed using the weighted average number of shares and dilutive potential shares, except where the result would be anti-dilutive.

3.13 Statement of Cash Flows

Statement of Cash Flows is prepared segregating the cash flows into operating, investing and financing activities. Cash flow from operating activities is reported using indirect method adjusting the net profit for the effects of:

i. changes during the period in operating receivables and payables transactions of a non-cash nature;

ii. non-cash items such as depreciation, provisions, deferred taxes, unrealised foreign currency gains and losses, and undistributed profits of associates and joint ventures; and

iii. All other items for which the cash effects are investing or financing cash flows.

Cash and cash equivalents (including bank balances) shown in the Statement of Cash Flows exclude items which are not available for general use as on the date of Balance Sheet.

3.14 Standards issued but not effective

The following amended standards are not expected to have a significant impact on the Company’s financial statements. This assessment is based on currently available information and is subject to changes arising from further reasonable and supportable information being made available to the Company when it adopts the respective amended standards.


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Amendment to Ind AS 12 Income Taxes

Income tax consequences of distribution of profits (i.e. dividends), including payments on financial instruments classified as equity, should be recognised when a liability to pay dividend is recognised.

The income tax consequences should be recognised in the Statement of Profit and Loss, Other Comprehensive Income or equity according to where the past transactions or events that generated distributable profits were originally recognised.

Appendix C has been added to Ind AS 12 which seeks to bring clarity to the accounting for uncertainties on income tax treatments that are yet to be accepted by tax authorities and to reflect it in the measurement of current and deferred taxes.

Amendments to Ind AS 109 Financial Instruments:

A financial asset would be classified and measured at amortised cost or at Fair Value Through Other Comprehensive Income (FVTOCI) if its contractual cash flows are solely in the nature of principal and interest on the principal amount outstanding (SPPI criterion).

An exception has been prescribed to the classification and measurement requirements with respect to the SPPI criterion for financial assets that:

- Have a prepayment feature which results in a negative compensation.

- Apart from the prepayment feature, other features of the financial asset would have contractual cash flows which would meet the SPPI criterion, and

- The fair value of the prepayment feature is insignificant when the entity initially recognises the financial asset. If this is impracticable to assess based on facts and circumstances that existed on initial recognition of the asset, then the exception would not be available.

Such financial assets could be measured at amortised cost or at FVTOCI based on the business model within which they are held.

The amendments that are not yet effective, made to the following existing standards, does not have any impact on the Company’s financial statements:

- Ind AS 28 Investments in Associate and Joint Ventures

- Ind AS 103 Business Combinations

- Ind AS 111 Joint Arrangements.


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4. CASH AND CASH EQUIVALENTS Amount in `

Particulars As at March 31, 2019


As at April 1, 2017

Balances with Banks:— in Current Accounts 24,13,160 12,10,244 7,97,59,557Total 24,13,160 12,10,244 7,97,59,557

5. BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS Amount in `



As at April 1, 2017

Bank Deposits (Maturing within 1 year) 4,21,27,343 — —Total 4,21,27,343 — —

Fixed deposit with banks earn interest at fixed rate.

6. INVESTMENTS Amount in `

Investments


Amortised cost

At Fair Value Sub-Total Others* Total

Through Other Comprehensive

Income

Through profit or loss

Designated at fair value

through profit or loss

(1) (2) (3) (4) (5)=(2)+(3)+(4) (6) (7)=(1)+(5)+(6)

Mutual funds — — 28,67,10,428 — 28,67,10,428 — 28,67,10,428

Equity shares — 59,83,00,068 — — 59,83,00,069 — 59,83,00,069

Debentures (Tax free Bonds) 7,22,13,088 — — — — — 7,22,13,088

Subsidiaries — Equity Shares — — — — — 5,20,57,557 5,20,57,557

Associates — Equity Shares — — — — — 73,29,62,179 73,29,62,179

Total – Gross (A) 7,22,13,088 59,83,00,068 28,67,10,428 — 88,50,10,497 78,50,19,736 174,22,43,320

i) Investments outside India — 38,33,70,311 — — 38,33,70,311 5,20,57,557 43,54,27,868

ii) Investments in India 7,22,13,088 21,49,29,757 28,67,10,428 — 50,16,40,186 73,29,62,179 130,68,15,452

Total (B) 7,22,13,088 59,83,00,068 28,67,10,428 — 88,50,10,497 78,50,19,736 174,22,43,320

Total (A) to tally with (B)

Less: Allowance for Impairment loss (C) — — — — — — —

Total – Net (D)= (A)—(C) 7,22,13,088 59,83,00,068 28,67,10,428 — 88,50,10,497 78,50,19,736 174,22,43,320

* Others includes Investment in subsidiaries and associates which have been carried at Deemed Cost.


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Amount in `

Investments


Amortised cost

At Fair Value Sub - Total Others* Total


Income




(1) (2) (3) (4) (5)=(2)+(3)+(4) (6) (7)=(1)+(5)+(6)

Mutual Funds — — 14,57,13,962 — 14,57,13,962 — 14,57,13,962

Equity Shares — 56,42,77,967 — — 56,42,77,967 — 56,42,77,967

Preference Shares — — — — — — —




Total – Gross (A) 7,22,15,641 56,42,77,967 14,57,13,962 — 70,99,91,929 78,50,19,736 156,72,27,306

i) Investments outside India — 41,65,18,958 — — 41,65,18,958 5,20,57,557 46,85,76,515


Total (B) 7,22,15,641 56,42,77,967 14,57,13,962 — 70,99,91,929 78,50,19,736 156,72,27,306



Total – Net (D) = (A)—(C) 7,22,15,641 56,42,77,967 14,57,13,962 — 70,99,91,929 78,50,19,736 156,72,27,306


Amount in `

Investments

As at April 1, 2017

Amortised cost

At Fair Value Sub - Total Others* Total


Income




(1) (2) (3) (4) (5)=(2)+(3)+(4) (6) (7)=(1)+(5)+(6)

Mutual funds — — 27,40,72,289 — 27,40,72,289 — 27,40,72,289

Equity Shares — 45,02,64,005 38,27,12,707 — 83,29,76,713 — 83,29,76,713




Total – Gross (A) 7,22,15,641 45,02,64,005 65,67,84,996 — 110,70,49,002 78,50,19,736 196,42,84,379

i) Investments outside India — 33,16,19,433 38,27,12,707 — 71,43,32,140 5,20,57,557 76,63,89,697


Total (B) 7,22,15,641 45,02,64,005 65,67,84,996 — 110,70,49,002 78,50,19,736 196,42,84,379



Total – Net (D)= (A)—(C) 7,22,15,641 45,02,64,005 65,67,84,996 — 110,70,49,002 78,50,19,736 196,42,84,379


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7. OTHERS FINANCIAL ASSETS Amount in `Particulars As at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Security Deposits — Unsecured; considered good 1,60,000 — —Application Money for Investments 65,00,000 — —Total 66,60,000 — —

8. CURRENT AND DEFERRED TAXES

8.1 CURRENT TAX LIABILITIES (NET) Amount in `Particulars As at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Provision for Tax (Net of Advance Tax) 27,85,011 71,382 4,51,55,29127,85,011 71,382 4,51,55,291

8.2 CURRENT TAX ASSETS (NET) Amount in `Particulars As at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Advance Tax (Net of Provision) 5,17,26,237 5,17,26,237 49,01,467Total 5,17,26,237 5,17,26,237 49,01,467

8.3 DEFERRED TAX ASSETS (NET)

The major components of deferred tax assets and liabilities are: Amount in `

Particulars As at March 31, 2019 As at March 31, 2018 As at April 1, 2017Assets Liabilities Assets Liabilities Assets Liabilities

(a) Fair valuation of investments — 5,20,97,883 — 4,42,22,922 — 11,90,50,416(b) MAT Credit 18,61,09,867 — 23,78,00,000 — 17,27,00,000 —Total 18,61,09,867 5,20,97,883 23,78,00,000 4,42,22,922 17,27,00,000 11,90,50,416Net Deferred Tax Asset 13,40,11,984 19,35,77,078 5,36,49,584

In compliance with the Indian Accounting Standard (Ind AS) 12 relating to ‘Accounting for Taxes on Income’, the Company has recognised a credit of ` 20,26,303 (Previous Year credit ` 7,86,51,400) in the Statement of Profit and Loss for the year ended March 31, 2019 towards deferred tax asset (net) for the year, arising on account of timing differences.

8.4 MOVEMENTS IN DEFERRED TAX ASSETS Amount in `Particulars Financial assets at

FVTPLFinancial

assets at FVTOCITotal

As at April 1, 2017Charged/(credited)– to profit or loss — — —– to other comprehensive income — — —As at March 31, 2018Charged/(credited)– to profit or loss (7,86,51,400) — (7,86,51,400)– to other comprehensive income — (38,23,906) (38,23,906)As at March 31, 2019– to profit or loss (20,26,303) — (20,26,303)– to other comprehensive income — (99,01,263) (99,01,263)


818

M818 K818

M818 K818


8.5 INCOME TAXES RELATING TO CONTINUING OPERATIONS

1. Income Tax recognised in profit or loss Amount in `

Particulars For the year ended March 31, 2019


Current Tax

In respect of the current year 4,38,60,000 8,21,00,000

In respect of prior years — —

Deferred Tax

In respect of the current year (20,26,303) (7,86,51,400)

MAT Credit Entitlement 3,83,50,133 (6,51,00,000)

Total Income tax expense recognised in the current year relating to continuing operations 8,01,83,830 (6,16,51,400)

2. Reconciliation of income tax expense of the year can be reconciled to the accounting profit as follows:Amount in `



Profit before tax 209,29,98,131 170,34,42,724

Income tax expense calculated at 29.12% (Previous Year 29.12%) 60,94,81,056 49,60,42,521

Effect of expenses that are not deductible in determining taxable profit 21,48,568 42,15,468

Effect of incomes which are taxed at different rates — (2,57,83,264)

Effect of incomes which are exempt from tax (56,97,15,691) (49,12,01,597)

Effect on deferred tax balances due to the changes in income tax rate 97,506 —

Others 3,81,72,391 (4,49,24,528)

Income tax expense recognised in statement of profit and loss 8,01,83,830 (6,16,51,400)

The tax rate used for the reconciliations above is the corporate tax rate of 29.12% for the year 2018-19 and 2017-18 payable by corporate entities in India on taxable profits under tax law in Indian jurisdiction.

9. OTHER NON-FINANCIAL ASSETS Amount in `



As at April 1, 2017

Other Advances — Unsecured; Considered good 1,89,618 — —

Prepaid Expenses — Unsecured; considered good 480 960 2,000

Total 1,90,098 960 2,000


819

M819 K819

M819 K819


10. PAYABLES

I. TRADE PAYABLES Amount in `



As at April 1, 2017

Total outstanding dues of micro enterprises and small enterprises —Total outstanding dues of creditors other than micro enterprises and small enterprises 8,22,338 6,21,375 5,90,970

Trade Payables include ` 1,53,818 due to related parties (Previous year ` Nil) [refer note 20]

The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of Information available with the Corporation. The amount of principal and interest outstanding during the year is given below:

Amount in `



As at April 1, 2017

(a) Amount outstanding but not due as at year end — — —

(b) Amount due but unpaid as at the year end — — —(c) Amounts paid after appointed date during

the year — — —(d) Amount of interest accrued and unpaid as

at year end — — —(e) The amount of further interest due and

payable even in the succeeding year — — —— — —

11. OTHER NON-FINANCIAL LIABILITIES Amount in `



As at April 1, 2017

Statutory Remittances 3,11,319 1,49,734 1,03,551Total 3,11,319 1,49,734 1,03,551


820

M820 K820

M820 K820


12. SHARE CAPITAL Particulars As at

March 31, 2019 `


`

As at April 1, 2017

`

AUTHORISED

3,30,00,000 Equity Shares of ` 10 each (Previous Year 3,30,00,000 Equity Shares of ` 10 each) 33,00,00,000 33,00,00,000 33,00,00,000

33,00,00,000 33,00,00,000 33,00,00,000

ISSUED, SUBSCRIBED AND FULLY PAID UP

2,66,70,500 Equity Shares of ` 10 each (Previous Year 2,66,70,500 Equity Shares of ` 10 each) 26,67,05,000 26,67,05,000 26,67,05,000

26,67,05,000 26,67,05,000 26,67,05,000

12.1 The Company has only one class of shares referred to as equity shares having Face Value of ` 10 each. Each shareholder of equity share is entitled to one vote per share.

12.2 The holders of equity shares are entitled to dividends, if any, proposed by the Board of Directors and approved by shareholders at the Annual General Meeting.

12.3 In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. However, no such preferential amounts exist currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

12.4 Reconciliation of number of shares outstanding at the beginning and at the end of the reporting period:Particulars As at March 31, 2019 As at March 31, 2018 As at April 1, 2017

Number ` Number ` Number `

Equity shares outstanding as at the beginning of the year

2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000

Shares allotted pursuant to issue of shares under QIP, preferential basis and Conversion of Warrants into equity shares — — — — — —

Equity shares outstanding as at the end of the year 2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000

12.5 Details of shareholders holding more than 5 percent shares in the Company are given below:Particulars As at March 31, 2019 As at March 31, 2018 As at April 1, 2017

Number ` Number ` Number `

Housing Development Finance Corporation Limited 2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000 2,66,70,500 26,67,05,000

12.6 Dividend:

The Board of Directors of the Company through circular resolution passed on March 20, 2019, inter alia, has approved the payment of an interim dividend of ` 58 (Previous year ` 63) per equity share of face value of ` 10 each of the Company, for the financial year 2018—19.


821

M821 K821

M821 K821


13. OTHER EQUITY Amount in `



As at April 1, 2017

Securities Premium 33,47,25,000 33,47,25,000 33,47,25,000

Capital Redemption Reserve 6,00,00,000 6,00,00,000 6,00,00,000

General Reserve 52,42,13,882 52,42,13,882 52,42,13,882

Other Comprehensive Income 17,17,95,152 14,76,74,313 13,43,16,758

Retained Earnings 61,80,14,440 47,95,81,139 73,67,86,535

TOTAL 170,87,48,474 154,61,94,334 179,00,42,175

Securities Premium Reserve: Securities premium reserve is credited when shares are issued at premium. It can be used to issue bonus shares, to provide for premium on redemption of shares or debentures, write-off equity related expenses like underwriting costs, etc.

Capital Redemption Reserve: It is a non-free reserve which is created by appropriation from profits of the year in which the company bought back the shares from the shareholders.

General Reserve: It is a free reserve which is created by appropriation from profits of the current year and/or undistributed profits of previous years, before declaration of dividend duly complying with any regulations in this regard.

Other Comprehensive Income: The Company has elected to recognise changes in the fair value of certain investments (net of deferred tax effects) in equity and preference securities in other comprehensive income. These changes are accumulated within the Other Comprehensive Income.

The Company has been granted an exemption by the Reserve Bank of India (RBI) from creation of Statutory Reserves in terms of section 45 IC(1) of the Reserve Bank of India Act, 1934. The said exemption continues to remain till the time the Company fulfils the requirements of Section 45-IC(3) of the Reserve Bank of India Act, 1934. The Company continues to fulfil the said requirements and has obtained a certificate from its statutory auditors to that effect.

14. INTEREST INCOME Amount in `

Particulars 2018—19 2017—18

On Financial Assets

measured at Amortised

Cost

Interest Income on Financial

Assets classified

at fair value through profit

or loss

Total On Financial Assets

measured at Amortised

Cost

Interest Income on Financial

Assets classified

at fair value through profit

or loss

Total

Interest income from investments 54,78,131 — 54,78,131 54,78,131 — 54,78,131

Interest on deposits (with Banks) 23,63,714 23,63,714 8,558 — 8,558

Total 78,41,845 — 78,41,845 54,86,689 — 54,86,689

15. Dividend includes ` 195.00 Crore received from related parties [Refer Note 20]


822

M822 K822

M822 K822


16. NET GAIN/(LOSS) ON FAIR VALUE CHANGES Amount in `



Net gain/(loss) on financial instruments at fair value through profit or lossFair Value changes:– Realised 11,09,82,451 (2,13,04,124)– Unrealised 2,10,428 49,13,330Total Net gain/(loss) on fair value changes 11,11,92,879 (1,63,90,794)

17. EMPLOYEE BENEFITS EXPENSES Amount in `



Deputation Cost 10,51,577 11,98,827Total 10,51,577 11,98,827

18. OTHER EXPENSES Amount in `



Filing Fees 3,480 5,080Auditors’ Remuneration 8,03,799 10,31,050Profession Tax 2,500 2,000IGST Expense 6,45,218 —Directors’ Sitting Fees 8,49,600 6,32,100Professional Fees 16,27,261 91,84,224Custodian and depository charges 66,670 2,191Miscellaneous Expenses 5,70,219 794,721Corporate Social Responsibility Expenses 17,58,000 16,26,000

63,26,747 1,32,77,366Disclosures

Included in Miscellaneous Expenses are the below:

1. Payments to auditors Amount in `



Audit Fees 2,40,000 2,40,000ICFR Fees 75,000 75,000Limited Reviews 1,76,000 1,76,000Tax Matters 84,000 84,000Other Matters and Certification 1,55,000 3,05,000Total 7,30,000 8,80,000Auditors’ Remuneration above is excluding Goods and Service Tax.


823

M823 K823

M823 K823


2. The details of amounts spent towards CSR are as under: Amount in `

Particulars In Cash Yet to be paid Total

(a) Construction/acquisition of any asset — — —(b) On purposes other than (a) above 17,58,000 — 17,58,000

19. FIRST TIME ADOPTION OF IND AS (Ind AS 101)

The Company has prepared financial statements for the year ended 31st March, 2019, in accordance with Ind AS for the first time. For the periods upto and including the year ended 31st March, 2018, the Company prepared its financial statements in accordance with the accounting standards notified under Section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Previous GAAP) and RBI Directions to the extent applicable to the Company. Accordingly, the Company has prepared its financial statements to comply with Ind AS for the year ending 31st March, 2019, together with comparative information as at and for the year ended 31st March, 2018, as described in the summary of significant accounting policies. In preparing these financial statements, the Company’s opening Balance Sheet was prepared as at 1st April, 2017 i.e. the transition date to Ind AS for the Company.

This note explains the principal adjustments made by the Company in restating its Previous GAAP financial statements, including the Balance Sheet as at 1st April, 2017, and the financial statements as at and for the year ended 31st March, 2018.

Exemptions availed

19.1 Investments in Subsidiaries and Associates:

The Company has elected to apply Previous GAAP carrying amount of its investments in Subsidiaries and Associates as deemed cost as on the date of transition to Ind AS.

19.2 Classification and Measurement of Financial Assets:

The Company has classified the financial assets in accordance with Ind AS 109 on the basis of facts and circumstances that exist at the date of transition to Ind AS.

19.3 Reconciliation of Equity as previously reported under IGAAP to Ind AS Amount in `

Particulars Opening Balance Sheet as at April 1, 2017 Balance Sheet as at March 31, 2018

IGAAP Adjustments Ind AS IGAAP Adjustments Ind AS

ASSETS

Financial assets

Cash and cash equivalents 797,59,557 — 7,97,59,557 12,10,244 — 12,10,244

Bank Balances other than above — — — — — —

Receivables — — — — — —

i) Trade Receivables — — — — — —

ii) Other Receivables — — — — — —

Loans — — — — — —

Investments [Refer Note A] 141,26,74,483 55,16,09,895 196,42,84,378 137,03,98,086 19,68,29,221 156,72,27,307

Other financial assets — —

Total Financial Assets 149,24,34,040 55,16,09,895 204,40,43,935 137,16,08,330 19,68,29,221 156,84,37,551


824

M824 K824

M824 K824


Particulars Opening Balance Sheet as at April 1, 2017 Balance Sheet as at March 31, 2018

IGAAP Adjustments Ind AS IGAAP Adjustments Ind AS

Non-Financial assets

Current Tax Assets (Net) 49,01,467 — 49,01,467 5,17,26,237 — 5,17,26,237

Deferred tax assets [Refer Note B] 17,27,00,000 (11,90,50,416) 5,3,6,49,584 23,78,00,000 (4,42,22,922) 19,35,77,078

Other non-financial assets 2,000 — 2,000 960 — 960

Total Non-Financial Assets 17,76,03,467 (11,90,50,416) 5,85,53,051 28,95,27,197 (4,42,22,922) 24,53,04,275

Total Assets 167,00,37,507 43,25,59,479 210,25,96,986 1,66,11,35,527 15,26,06,299 181,37,41,826

EQUITY AND LIABILITIES

LIABILITIES


Payables — —

A. Trade Payables other than micro enterprises and small enterprises

5,90,970 — 5,90,970 6,21,375 — 6,21,375

B. Other Payables other than micro enterprises and small enterprises

1,03,551 — 1,03,551 1,49,734 — 1,49,734

Total Financial Liabilities 6,94,521 — 6,94,521 7,71,109 — 7,71,109

Non-Financial Liabilities

Current tax liabilities (Net) 4,51,55,291 — 4,51,55,291 71,382 — 71,382

Total Non-Financial Liabilities 4,51,55,291 — 4,51,55,291 71,382 — 71,382

Total liabilities 4,58,49,812 — 4,58,49,812 8,42,491 — 8,42,491

EQUITY

Equity 26,67,05,000 — 26,67,05,000 26,67,05,000 — 26,67,05,000

Other equity [Refer Note A & B] 135,74,82,695 43,25,59,479 179,00,42,174 139,35,88,036 15,26,06,299 154,61,94,335

Total equity 162,41,87,695 43,25,59,479 205,67,47,174 166,02,93,036 15,26,06,299 181,28,99,335

Total equity and liabilities 167,00,37,507 43,25,59,479 210,25,96,986 166,11,35,527 15,26,06,299 181,37,41,826

Amount in `


825

M825 K825

M825 K825


19.4 Reconciliation Statement of Profit & Loss as previously reported under IGAAP to Ind ASAmount in `

Particulars Year ended March 31, 2018

IGAAP Adjustments Ind AS

Revenue from Operations

Interest Income 54,86,689 — 54,86,689

Dividend Income 172,81,69,084 — 172,81,69,084

Net gain on fair value changes — (1,63,90,794) (1,63,90,794)

Profit on Sale of Investments 35,55,71,341 (35,55,71,341) —

Total Revenue from Operations 208,92,27,114 (37,19,62,135) 171,72,64,979

Other Income 6,53,938 — 6,53,938

Expenses

Deputation Cost 11,98,827 — 11,98,827

Other expenses 1,32,77,366 — 1,32,77,366

Total expenses 1,44,76,193 — 1,44,76,193

Profit before Tax 207,54,04,859 (37,19,62,135) 170,34,42,724

Tax expense

– Current tax (Net of MAT credit) 1,70,00,000 — 1,70,00,000

– Deferred tax — (7,86,51,400) (7,86,51,400)

Total tax expense 1,70,00,000 (7,66,51,400) (6,16,51,400)

Net Profit After Tax 205,84,04,859 (293,310,135) 176,50,94,124

The previous GAAP Figures have been reclassified to conform to IND As presentation requirements for the purpose of this note.

Notes: A. Investments: i) Fair Valuation of Equity/Preference shares/Bonds other than investments in Subsidiaries and Associates

Under Previous GAAP, long-term investments were measured at cost less diminution in value other than temporary. Under Ind AS, these financial assets have been classified as fair value through Other Comprehensive Income (FVTOCI). Certain Equity shares that were sold during the FY 2017-2018 have been classified as fair value through Profit and Loss (FVTPL.). Investment in Bonds have been classified as carried at Amortised cost. On the date of transition to Ind AS, these financial assets have been measured at their fair value which is higher than the cost as per the previous GAAP. As a result, there has been:

Amount in `


As at April 1, 2017

Increase in carrying amount of Investments 19,25,41,110 54,83,94,276

Deferred tax liabilities on Fair Valuation of Investments (4,30,29,970) (11,81,55,831)

Increase in Total Equity (recognised in Retained Earnings) 13,61,53,585 29,59,21,687

Increase in Total Equity (recognised in OCI) 1,33,57,555 13,43,16,758


826

M826 K826

M826 K826


ii) Fair Valuation of Mutual Fund Investments

Under previous GAAP, current investments were measured at lower of cost or fair value. Under Ind AS, these financial assets have been classified as FVTPL on the date of transition. The fair value changes are recognised in the Statement of Profit and Loss. On transitioning to Ind AS, these financial assets have been measured at their fair values which is higher than cost as per previous GAAP. As a result there has been:

Amount in `


As at April 1, 2017

Increase in carrying amount of Investments 42,88,111 32,15,619Deferred tax liabilities on Fair Valuation of Investments (11,92,952) (8,94,585)Increase in Total Equity (recognised in Retained earnings) 30,95,159 23,21,034

B. Deferred Tax:

IGAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS12 requires entities to account for deferred taxes using the Balance Sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the Balance Sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under IGAAP.

In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings, OCI or profit and loss respectively.

C. Minimum Alternate Tax (MAT) Credit Entitlement:

As per Ind AS 12, the Company has considered MAT credit entitlement as deferred tax asset being unused tax credit entitlement.

20. RELATED PARTY TRANSACTIONS

As per the Indian Accounting Standard on ‘Related Party Disclosures’ (IndAS - 24), the related parties of the Company, with whom there have been transactions, are as follows:

A. Holding Company Housing Development Finance Corporation Ltd.

B. Associate of Holding Company HDFC Bank Limited

C. Wholly owned Subsidiary Griha Pte. Ltd (Singapore)

D. Entity over which control is exercised by Holding Company H. T. Parekh Foundation

E. Key Managerial Persons Mr. Joseph Conrad D’Souza

Mr. V. Srinivasa Rangan

Mr. M. Ramabhadran

Mr. K. G. Krishnamurthy

Mrs. Vibha Umesh Padalkar


827

M827 K827

M827 K827


Amount in `

Particulars Holding Company Wholly owned Subsidiary Company

Entity over which control is exercised by Holding Company

Key Managerial Persons Associate of Holding Company

For the year ended March

31, 2019


31, 2018


31, 2019


31, 2018


31, 2019


31, 2018


31, 2019


31, 2018


31, 2019


31, 2018

Dividend received on equity shares — — — — — — — — 195,00,00,000 165,00,00,000

Dividend paid on equity shares 154,68,89,000 168,02,41,500 — — — — — — — —

Sitting fees to KMP — — — — — — 8,10,000 5,40,000 — —

Reimbursement of expenses 1,56,318 — — — — — — — — —

Deputation cost 10,51,577 11,98,827 — — — — — — — —

Corporate Social Responsibility (CSR) Expenses — — — — 17,58,000 16,26,000 — — — —

Investments — Equity Shares — — 5,20,57,557 5,20,57,557 — — — — 73,29,62,179 73,29,62,179

21. SEGMENT REPORTING

The Company is engaged in the business of making investments. There being only one business segment and only one geographical segment, the said disclosure has not been made.

22. CONTINGENT LIABILITIES

Contingent liability in respect of income-tax demands, net of amounts provided for and disputed by the Company, amounts to ` 2,88,101 (Previous Year ` 2,88,101).

23. BASIC EARNINGS PER SHARE

In accordance with the Indian Accounting Standard (Ind AS) 33 on ‘Earnings Per Share’:

The Basic Earnings Per Share has been computed by dividing the adjusted Profit After Tax by the weighted average number of equity shares for the respective periods.

The Company has not issued any instruments that are potentially dilutive in nature. Hence, the basic and diluted EPS for the respective periods is same.

Particulars Current Year Previous Year

(a) Face value per share (`) 10 10

(b) Profit after Taxation (`) 2,01,28,14,301 1,76,50,94,124

(c) Number of Equity Shares Outstanding 2,66,70,500 2,66,70,500

(d) Earnings Per Share (Basic and Diluted) (a)/(b) (`) 75.47 66.18


828

M828 K828

M828 K828


24(a) MATURITY ANALYSIS OF ASSETS AND LIABILITIES

The table below shows an analysis of assets and liabilities analysed according to when they are expected to be recovered or settled. Derivatives have been classified to mature and/or be repaid within 12 months, regardless of the actual contractual maturities of the products. With regard to loans and advances to customers, the Corporation uses the same basis of expected repayment behaviour as used for estimating the EIR. Issued debt reflect the contractual coupon amortisations.

Amount in `

Particulars March 31, 2019 March 31, 2018 April 1, 2017

Within 12 months

After 12 months

Total Within 12 months

After 12 months

Total Within 12 months

After 12 months

Total

ASSETS

Cash and cash equivalents 24,13,160 — 24,13,160 12,10,244 — 12,10,244 7,97,59,557 — 7,97,59,557

Bank Balance other than above 4,21,27,343 4,21,27,343 — — — — — —

Investments 28,93,73,516 145,28,69,805 174,22,43,320 14,83,79,604 141,88,47,702 156,72,27,306 27,67,37,930 168,75,46,449 196,42,84,379

Others financial Assets 65,00,000 1,60,000 66,60,000 — — — — — —

Current tax asset — 5,17,26,237 5,17,26,237 — 5,17,26,237 5,17,26,237 — 49,01,467 49,01,467

Deferred tax Assets (Net) 13,40,11,984 — 13,40,11,984 19,35,77,078 — 19,35,77,078 5,36,49,584 — 5,36,49,584

Other non-financial assets — 1,90,098 1,90,098 — 960 960 — 2,000 2,000

Total Assets (A) 47,44,26,003 150,49,46,139 197,93,72,142 34,31,66,926 147,05,74,899 181,37,41,825 41,01,47,071 169,24,49,916 210,25,96,987

LIABILITIES


Trade Payables

i) total outstanding dues of creditors other than micro enterprises and small enterprises 8,22,338 — 8,22,338 6,21,375 — 6,21,375 5,90,970 — 5,90,970

Other financial liabilities 3,11,319 — 3,11,319 1,49,734 — 1,49,734 1,03,551 — 1,03,551

Non-Financial Liabilities

Current tax liability — 27,85,011 27,85,011 — 71,382 71,382 — 4,51,55,291 4,51,55,291

Total liabilities (B) 11,33,657 27,85,011 39,18,668 7,71,109 71,382 8,42,491 6,94,521 4,51,55,291 4,58,49,812

Net Assets (A – B) 47,32,92,346 150,21,61,129 197,54,53,474 34,23,95,817 147,05,03,517 181,28,99,334 40,94,52,550 164,72,94,625 205,67,47,175

24(b) FINANCIAL INSTRUMENTS

24.1 Capital Management The Company maintains an actively managed capital base to cover risks inherent in the business and is meeting

the capital adequacy requirements of Reserve Bank of India (RBI). The adequacy of the Company’s capital is monitored using, among other measures, the regulations issued by RBI.

The Company has complied in full with all its externally imposed capital requirements over the reported period.

24.2 Financial Risk management The Company has to manage various risks associated with the investment business. These risks include Foreign

exchange risk, interest rate risk and counterparty risk. The Company manages its interest rate and currency risk in accordance with the guidelines prescribed therein.


829

M829 K829

M829 K829


24.3 Fair value measurements

Financial instruments by category Amount in `

Particulars March 31, 2019 March 31, 2018 April 1, 2017

FVTPL FVTOCI Amortised cost



Financial assets

Investments

Mutual funds 28,67,10,428 — — 14,57,13,962 — — 27,40,72,289 — —

Equity shares — 59,83,00,068 — — 56,42,77,967 — 38,27,12,707 45,02,64,005 —

Debentures — — 7,22,13,088 — — 7,22,15,641 — — 7,22,15,641

Cash and cash equivalents

— — 24,13,160 — — 12,10,244 — — 7,97,59,557

Total financial assets 28,67,10,428 59,83,00,068 7,46,26,248 14,57,13,962 56,42,77,967 7,34,25,885 65,67,84,996 45,02,64,005 15,19,75,198

Financial liabilities

Trade payables — — 8,82,338 — — 6,21,375 — — 5,90,970

Total financial liabilities — — 8,82,338 — — 6,21,375 — — 5,90,970

i) Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Financial assets and liabilities measured at fair value — recurring fair value measurements — As at March 31, 2019

Amount in `

Financial assets Level 1 Level 2 Level 3 TotalFinancial Investments at FVTPL

Unquoted equity investments — — — —Mutual funds 28,67,10,428 — — 28,67,10,428Preference Shares — — — —Debentures — 7,22,13,088 — 7,22,13,088

35,89,23,516Financial Investments at FVTOCI

Unquoted equity investments — — 59,83,00,068 59,83,00,068Debentures — — — —

59,83,00,068Total financial assets 28,67,10,428 7,22,13,088 59,83,00,068 95,72,23,584

Financial assets and liabilities measured at fair value — recurring fair value measurements —


830

M830 K830

M830 K830


As at March 31, 2018Amount in `


Unquoted equity investments — — — —Mutual funds 9,53,47,962 5,03,66,000 — 14,57,13,962Preference Shares — — — —Debentures — 7,22,15,641 — 7,22,15,641


Unquoted equity investments — — 56,42,77,967 56,42,77,96756,42,77,967

Total financial assets 9,53,47,962 12,25,81,641 56,42,77,967 78,22,07,570

Financial assets and liabilities measured at fair value — recurring fair value measurements — As at April 1, 2017

Amount in `


Listed equity investments 38,27,12,707 — — 38,27,12,707Mutual funds 27,40,72,289 — — 27,40,72,289Preference Shares — — — —Debentures — 7,22,15,641 — 7,22,15,641


Unquoted equity investments — — 45,02,64,005 45,02,64,00545,02,64,005

Total financial assets 65,67,84,996 7,22,15,641 45,02,64,005 117,92,64,642

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.


831

M831 K831

M831 K831


ii) Valuation technique used to determine fair value

The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Company determines the fair value of financial instruments that are quoted in active markets using the quoted bid prices (financial assets held) or quoted ask prices (financial liabilities held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method, market comparables method, recent transactions happened in the company and other valuation models.

The Company measures financial instruments, such as investments (other than equity investments in Subsidiaries, Joint Ventures and Associates) at fair values.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Level 1 to Level 3, as described below:

Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted prices (adjusted/unadjusted) for identical assets. This category consists of quoted equity shares, venture fund units, mutual fund units and security receipts.

Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets, measured using inputs other than quoted prices included within Level 1 that are observable for the asset, either directly (i.e; as prices) or indirectly (i.e; derived from prices).

Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

There has been no transfers between Level 1, Level 2 and Level 3 for the year ended March 31, 2019 and 2018.

iii) Fair value measurements using significant unobservable inputs (Level 3)

The following table presents the changes in Level 3 items for the periods ended 31 March 2018 and 31 March 2019:

Amount in `

Particulars Unlisted equity securities

As at April 1, 2017 45,02,64,005Acquisitions 9,68,32,500Disposal —Gains/(losses) recognised in profit or loss —Gains/(losses) recognised in other comprehensive income 1,71,81,461As at March 31, 2018 56,42,77,966Acquisitions —Disposal —Gains/(losses) recognised in profit or loss —


832

M832 K832

M832 K832


Amount in `

Particulars Unlisted equity securities

Gains/(losses) recognised in other comprehensive income 3,40,22,102Transfer from level 2 —As at March 31, 2019 59,83,00,068Unrealised gains/(losses) recognised in profit and loss related to assets and liabilities held at the end of the reporting period

—

As at March 31, 2018 1,71,81,461As at March 31, 2019 3,40,22,102

Valuation inputs and relationships to fair value

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements. See (ii) above for the valuation techniques adopted.

` in Crore

Particulars Fair value as at Significant unobserva-ble inputs*

Sensitivity

31 March 2019

31 March 2018

1 April 2017

Favourable Unfavourable

Unquoted equity shares

59.83 56.43 45.03 Valuation Factor

A positive change in the Valuation Factor by 10%

increases the fair value by ` 9.12 crore in FY19.

An adverse change in the

Valuation Factor by 10% reduces the fair value by ` 8.06 crore in

FY19.

* There were no significant inter—relationships between unobservable inputs that materially affect fair values.

Valuation Factor includes Weighted Average Cost of Capital and Equity Multiples such as PE Ratio and Price to Book Value Ratio

Sensitivity data are calculated using a number of techniques, including analysing price dispersion of different price sources, adjusting model inputs to reasonable changes within the fair value methodology.

The carrying amounts of trade receivables, trade payables and cash and cash equivalents are considered to be the same as their fair values, due to their short-term nature.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

v) Valuation processes

The finance department of the Company includes a team that performs the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. This team reports directly to the Chief Executive Officer (CEO) and the audit committee (AC). Discussions of valuation processes and results are held between the CEO, AC and the valuation team at least once every three months, in line with the Corporation’s quarterly reporting periods.


833

M833 K833

M833 K833


The main level 3 inputs used by the Company are derived and evaluated as follows:

– Discount rates are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset.

– Risk adjustments specific to the counter-parties (including assumptions about credit default rates) are derived from credit risk grading determined by the Company’s internal credit risk management Company.

– Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies.

The carrying amounts of trade receivables, trade payables and cash and cash equivalents are considered to be the same as their fair values, due to their short-term nature.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

24.4 Fair value of the Financial Assets that are not measured at fair value Amount in `

Particulars As at 31 March 2019 As at 31 March 2018 As at 1 April 2017

Carrying Value Fair Value Carrying Value Fair Value Carrying Value Fair Value

Financial Assets at amortised cost

Debentures 7,22,13,088 7,57,39,771 7,22,15,641 7,82,68,275 7,22,15,641 7,76,97,853

Total financial assets 7,22,13,088 7,57,39,771 7,22,15,641 7,82,68,275 7,22,15,641 7,76,97,853

24.5 Liquidity risk

i) Maturities of financial liabilities

The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities for: all non-derivative financial liabilities, and net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cash flows.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

Amount in `

Contractual maturities of financial liabilities March 31, 2019

0–1 years 1–3 years 3–5 years >5 years Total

Trade payables 8,22,338 — — — 8,22,338

Amount in `

Contractual maturities of financial liabilities March 31, 2018


Trade payables 6,21,375 — — — 6,21,375

Amount in `

Contractual maturities of financial liabilities April 01, 2017


Trade payables 5,90,970 — — — 5,90,970


834

M834 K834

M834 K834


24.6 Foreign currency risk

The Company is exposed to foreign exchange risk arising from foreign currency transactions (investments). Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company’s functional currency (INR).

When making investments in overseas markets, the risk and return of the investment will be determined by:

(a) the volatility of the underlying investment and the return it provides in the local currency

(b) the volatility of the foreign currency against the portfolio’s base currency and the return of the foreign currency relative to the base currency.

The impact that exchange rate fluctuations have on profitability will vary. However, the company believes that it will be insignificant in most of the cases.

The Company’s exposure to foreign currency risk at the end of the reporting period expressed in INR, are as follows: Amount in `

Particulars March 31, 2019SGD MUR MVR TZS BDT

Investments 5,20,57,557 1,21,645 38,32,48,666 — —Amount in `

Particulars March 31, 2018SGD MUR MVR TZS BDT

Investments 5,20,57,557 1,21,645 31,95,64,813 9,68,32,500 —Amount in `

Particulars April 01, 2017SGD MUR MVR TZS BDT

Investments 5,20,57,557 1,21,645 31,82,89,433 — 70,86,433

25. Disclosures pursuant to Reserve Bank of India Master Direction DNBR. PD. 008/03.10.119/2016-17 dated September 01, 2016 (as amended), to the extent applicable to the Company.

The Company has prepared financial statements for the year ended 31st March, 2019, in accordance with Ind AS for the first time. The relevant disclosures have been made in accordance with the Principles of recognition and measurement as required under the Ind AS framework.

25.1 Investments



1. Value of Investments i) Gross Value of Investments (a) In India 130,68,15,452 109,86,50,791 (b) Outside India 43,54,27,868 46,85,76,515 ii) Provisions for Depreciation (a) In India — — (b) Outside India — —


835

M835 K835

M835 K835




iii) Net Value of Investments

(a) In India 130,68,15,452 109,86,50,791

(b) Outside India 43,54,27,868 46,85,76,515

2. Movement of provisions held towards depreciation on investments

i) Opening balance — —

ii) Add: Provisions made during the year — —

iii) Less: Write-off/write back of the excess provisions during the year — —

iv) Closing Balance — —

25.2 Capital to Risk Asset Ratio (CRAR)Particulars For the year ended

March 31, 2019For the year ended

March 31, 2018

i) CRAR (%) 109.63% 105.27%

ii) CRAR — Tier I Capital (%) 109.63% 105.27%

iii) CRAR — Tier II Capital (%) — —

iv) Subordinated debt raised as Tier II Capital Nil Nil

v) Amount raised by issue of perpetual debt Nil Nil

25.3 Exposure to Real Estate Sector

As on March 31, 2019 and during the current year, there is no exposure to Real Estate Sector. (Previous Year — Nil)

25.4 Asset Liability Management

Maturity pattern of certain items of Assets and LiabilitiesAmount in `

As at March 31, 2019 1 day to 30/31 days (1 month)

Over 1 month to 2 months

Over 2 months to 3 months


Over 6 months to 1 year

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

Deposits — — — 4,21,27,343 — — — — 4,21,27,343

Advances — — — — — — — — —

Borrowings — — — — — — — — —

Foreign Currency Assets — — — — — — — — —

Foreign Currency Liabilities — — — — — — — — —

Advances — — — — — — — — —

Investments 13,75,367 — — — 28,79,98,149 1,23,62,000 4,10,83,000 139,94,24,805 174,22,43,320


836

M836 K836

M836 K836


As at March 31, 2018 1 day to 30/31 days (1 month)

Over 1 month to 2 months



Over 6 months to 1 year

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years Total

Deposits — — — — — — — — —

Advances — — — — — — — — —

Borrowings — — — — — — — — —

Foreign Currency Assets — — — — — — — — —

Foreign Currency Liabilities — — — — — — — — —

Advances — — — — — — — — —

Investments 13,75,367 14,57,13,962 — — 12,90,274 — 4,23,62,000 137,64,85,702 156,72,27,306

25.5 The Company does not have any exposure to Derivatives including Forward Rate Agreements, Interest Rate Swaps and Exchange Traded Derivatives.

25.6 The Company has not securitised any of its exposures.

25.7 Exposure to Capital Market(Amount in `)



i) direct investment in equity shares, convertible bonds, convertible debentures and units of equity oriented mutual funds the corpus of which is not exclusively invested in corporate debt; 138,33,19,805 134,92,97,702

ii) advances against shares/bonds/debentures or other securities or on clean basis to individuals for investment in shares (including IPOs/ESOPs), convertible bonds, convertible debentures, and units of equity-oriented mutual funds; — —

iii) advances for any other purposes where shares or convertible bonds or convertible debentures or units of equity oriented mutual funds are taken as primary security; — —

iv) advances for any other purposes to the extent secured by the collateral security of shares or convertible bonds or convertible debentures or units of equity oriented mutual funds i.e. where the primary security other than shares/convertible bonds/convertible debentures/units of equity oriented mutual funds ‘does not fully cover the advances; — —

v) secured and unsecured advances to stockbrokers and guarantees issued on behalf of stockbrokers and market makers; — —

vi) loans sanctioned to corporates against the security of shares/bonds/debentures or other securities or on clean basis for meeting promoter’s contribution to the equity of new companies in anticipation of raising resources; — —

vii) bridge loans to companies against expected equity flows/issues; — —viii) all exposures to Venture Capital Funds (both registered and

unregistered) — —TOTAL EXPOSURE TO CAPITAL MARKETS 138,33,19,805 134,92,97,702


Amount in `

837

M837 K837

M837 K837


25.8 The Company has not exceeded the Single Borrower Limit and nor has exceeded the Group Borrower Limit.

25.9 Concentration of Deposits, Advances, Exposures and NPAs

25.9.1 The Company is a Non Deposit Accepting NBFC and as such, does not have any depositors.

25.9.2 The Company has not given any advances and as such does not have any exposure.

25.9.3 The Company has no assets which qualify to be Non Performing Assets. Accordingly, the disclosure on “Concentration of NPAs”, “Sector wise NPAs” and “Movement of NPAs” are not applicable.

25.9.4 Exposure to Unsecured Advances as at March 31, 2019 was Nil (Previous Year Nil)

25.10 Overseas Assets

Name of the Joint Venture/Subsidiary Other Partner in JV

Country Total Assets Current Year

Total Assets Previous Year

Griha Pte Ltd. Not Applicable Singapore 5,20,57,557 5,20,57,557

TOTAL 5,20,57,557 5,20,57,557

25.11 The Company does not have any off —balance sheet SPVs.26. MISCELLANEOUS

26.1 RegistrationIssuing Authority Registration

NumberDate of Registration Valid upto Registered As

Reserve Bank of India (RBI) 13.00034 February 14, 1998 Not Applicable NBFC - ND

26.2 The RBI has in the past, not levied any penalties on the Company

26.3 The Company has not issued any instruments, which require it to obtain a credit rating.

27. ADDITIONAL DISCLOSURES

27.1 Provisions and Contingencies Amount in `

Break up of ‘Provisions and Contingencies’ shown under the head Expenditure in Profit and Loss Account

Current Year Previous Year

Provisions for Depreciation on Investment — —Provision towards NPA — —Provision made towards Income tax 8,01,83,830 (6,16,51,400)Other Provision and Contingencies (with details) — —Provision for Standard Assets — —

27.2 The disclosure on Customer complaints does not apply to the company since considering the nature of business, there were no customers during the year.

28 Schedule to the Balance sheet pursuant to Reserve Bank of India Master Directions DNBR.PD.008/03.10.119/2016-17 dated September 1, 2016(as amended), to the extent applicable to the Company


838

M838 K838

M838 K838


` In Lakhs

Particulars Amount outstanding as at March 31,

2019

Amount overdue as at March 31,

2019

1. Liabilities side:Loans and advances availed by the non-banking financial company inclusive of interest accrued thereon but not paid:(a) Debentures: Secured NIL NIL Unsecured (other than falling within the meaning of public

deposits*)NIL NIL

(b) Deferred Credits(c) Term Loans(d) Inter-corporate loans and borrowing NIL NIL(e) Commercial Paper NIL NIL(f) Other Loans (specify nature) NIL NILSundry Creditors 8.22 NILOther Liabilities 3.11 NIL

* Please see Note i` In Lakhs

Assets side: Amount outstanding as at

March 31, 2019

2. Break-up of Loans and Advances including bills receivables [other than those included in (3) below]:

(a) Secured NIL

(b) Unsecured NIL

3. Break-up of Leased Assets and stock on hire and other assets counting towards AFC activities

i) Lease assets including lease rentals under sundry debtors:

(a) Financial lease NIL

(b) Operating lease NIL

ii) Stock on hire including hire charges under sundry debtors:

(a) Assets on hire NIL

(b) Repossessed Assets NIL

iii) Other loans counting towards AFC activities:

(a) Loans where assets have been repossessed NIL

(b) Loans other than (a) above NIL


839

M839 K839

M839 K839


` In Lakhs

Assets side: Amount outstanding as at

March 31, 2019

4. Break-up of Investments:

Current Investments:

1. Quoted:

i) Shares: (a) Equity NIL

(b) Preference NIL

ii) Debentures and Bonds NIL

iii) Units of mutual funds NIL

iv) Government Securities NIL

v) Others (please specify) NIL

2. Unquoted:

i) Shares: (a) Equity NIL

(b) Preference NIL

ii) Debentures and Bonds NIL

iii) Units of mutual funds 2,867.10

iv) Government Securities NIL

v) Others (please specify) NILLong Term investments:1. Quoted: i) Shares: (a) Equity 7,329.62 (b) Preference NIL ii) Debentures and Bonds 722.13 iii) Units of mutual funds NIL iv) Government Securities NIL v) Others (Please specify) NIL2. Unquoted: i) Shares: (a) Equity 6,503.58 (b) Preference NIL ii) Debentures and Bonds NIL iii) Units of mutual funds NIL iv) Government Securities NIL v) Others (Please specify) NIL


840

M840 K840

M840 K840


5. Borrower group-wise classification of assets financed as in (2) and (3) above Please see Note ii:Category Amount net of provisions as at March 31, 2019

Secured Unsecured Total1. Related Parties ** (a) Subsidiaries NIL NIL NIL (b) Companies in the same Group NIL NIL NIL (c) Other related parties NIL NIL NIL2. Other than related parties NIL NIL NILTotal NIL

6. Investor group-wise classification of all investments (current and long term) in shares and securities (both quoted and unquoted):Please see Note iiiCategory Market Value/Break

up or fair value or NAV March 31, 2019

Book Value (Net of Provisions) March

31, 2019

1. Related Parties ** (a) Subsidiaries 4,399.16 520.58 (b) Companies in the same group 34,74,750.00 7,329.62 (c) Other related parties — —2. Other than related parties 9,607.51 9,572.23Total 34,88,756.67 17,422.43

** As per Accounting Standard of ICAI (Please see Note iii)

7. Other information` In Lakhs

Particulars AmountGross Non-Performing Assets(a) Related parties N.A.(b) Other than related parties N.A.Net Non-Performing Assets(a) Related parties N.A.(b) Other than related parties N.A.Assets acquired in satisfaction of debt N.A.


` In Lakhs

` In Lakhs

841

M841 K841

M841 K841


For B S R & Co. LLP Chartered Accountants ICAI Firm Registration No. 101248W/W-100022












Notes:

i) As defined in paragraph 2(1)(xii) of the Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions, 1998.

ii) Provisioning norms applicable to the Company are as prescribed in Systemically Important Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2016.

iii) All Accounting Standards and Guidance Notes issued by ICAI are applicable including for valuation of investments and other assets as also assets acquired in satisfaction of debt. However, market value in respect of quoted investments and break up/fair value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or current in (4) above.

29. Previous Year Comparatives

Previous year’s figures have been regrouped/reclassified, whenever necessary, to correspond with current year’s classification/discloure.

HDFC Investments Limited M783 K783HDFC Bank Limited Registered Office Ramon House, H. T. Parekh Marg, 169, Backbay Reclamation, Churchgate, invested Mumbai 400 020. Tel. No. : +91

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