1 The Corporation has availed a loan of USD 100 million from the Asian
Development Bank (Loan II). In respect of tranches 1 and 2 aggregating
to USD 60 million, as per the agreements with a scheduled bank, the
Corporation has handed over the dollar funds to the bank overseas and
has obtained rupee funds in India amounting to Rs. 200 crores by way of a
term loan and Rs. 100 crores through the issue of bonds which have been
subscribed by the bank.
In respect of tranche 3 of USD 40 million, as per the agreement with a
financial institution, the corporation has handed over the dollars to a
financial institution overseas and under a back-to-back arrangement
obtained rupee funds in India. All payments in foreign currency are the
responsibility of the financial institution. In terms of the
agreements, the Corporations foreign exchange liability is protected.
2 (i) The Corporation had raised USD 500 million through the issue of
zero coupon Foreign Currency Convertible Bonds (FCCBs). The bonds were
convertible at any time into equity shares of the Corporation of the
face value of Rs. 10 each from August 24, 2006 upto July 29, 2010, at the
option of the holders, at Rs. 1399.148 per equity share representing a
conversion premium of 50% over the initial reference share price. The
bonds were redeemable on September 27, 2010 with an yield to maturity
of 4.62% per annum. During the year ended March 31, 2011, the entire
amount outstanding of USD 90.60 million was converted into equity
shares of the Corporation. As such, the entire FCCB amounting to USD
500 million (Previous Year USD 409.40 million) representing 1,56,23,732
(Previous Year 1,27,92,711) Equity shares, have been converted pursuant
to the exercise of options by the bondholders of the Corporation. The
Corporation had undertaken currency options and forward contracts
amounting to USD Nil (Previous Year USD 75 million) to cover the net
foreign currency exposure in the outstanding FCCBs.
(ii) The Corporation has availed USD 175 million under the Short Term
Foreign Currency Borrowing scheme of the Reserve Bank of India (RBI)
under the approval route in terms of the RBI Press Release No.
2008-2009/700 dated November 17, 2008, with a maturity of three years.
In term of the RBI guidelines, these borrowings have been swapped into
rupees for the entire maturity by way of principal only swaps.
(iii) As on March 31, 2011, the Corporation has foreign currency
borrowings (excluding FCCBs) of USD 1,103.90 million equivalent
(Previous Year USD 945.43 million). The Corporation has undertaken
principal only swaps, currency options and forward contracts on a
notional amount of USD 963.30 million equivalent (Previous Year USD
787.99 million) to hedge the foreign currency risk. Further, interest
rate swaps on a notional amount of USD 15 million equivalent (Previous
Year USD 90 million) are outstanding, which have been undertaken to
hedge the interest rate risk on the foreign currency borrowings. As on
March 31, 2011, the Corporations net foreign currency exposure on
borrowings net of risk management arrangements is USD Nil (Previous
Year USD Nil).
As a part of asset liability management on account of the Corporations
Adjustable Rate Home Loan product as well as to reduce the overall cost
of borrowings, the Corporation has entered into interest rate swaps
wherein it has converted its fixed rate rupee liabilities of a notional
amount of Rs. 23,255 crores (Previous Year Rs. 16,065 crores) as on March
31, 2011 for varying maturities into floating rate liabilities linked
to various benchmarks. In addition, the Corporation has entered into
cross currency swaps of a notional amount of USD 697.50 million
equivalent (Previous Year USD 694 million) wherein it has converted its
rupee liabilities into foreign currency liabilities and the interest
rate is linked to the benchmarks of respective currencies.
(iv) Monetary assets and liabilities denominated in foreign currencies
net of risk management arrangement are revalued at the rate of exchange
prevailing at the year end. Cross currency Swaps are fair valued at the
year end and loss is recognised in the Profit and Loss Account while
the gains are not recognised keeping in view the principles of prudence
as enumerated in Accounting Standard (AS 1) notified by the Companies
(Accounting Standard) Rules, 2006. For forward contracts or instruments
that are in substance, forward exchange contracts, the exchange
differences on such contracts are being amortised over the life of
contracts.
The amount of exchange difference in respect of such contracts to be
recognised as expense in the Profit and Loss Account over subsequent
accounting periods is Rs. 0.50 crores (Previous Year Rs. 1.85 crores). This
shall be amortised over the next 1 year.
3 The maximum amount of Commercial Paper outstanding at any time during
the year was Rs. 7,550 crores (Previous Year Rs. 8,280 crores).
4 Save and except the floating charge created in favour of the
depositors in respect of public deposits as defined in Paragraph
2(1)(y) of the Housing Finance Companies (NHB) Directions, 2010, on the
Statutory Liquid Assets maintained in terms of sub-sections (1) & (2)
of Section 29B of the National Housing Bank Act, 1987;
(i) Loans are secured by Promissory Notes and / or a negative lien on
all the assets of the Corporation.
(ii) Bonds are in the nature of Promissory Notes and are secured by a
negative lien on all the assets of the Corporation.
(iii) Non-Convertible Debentures amounting to Rs. 41,623.90 crores
(Previous Year Rs. 33,092.90 crores) are secured by a negative lien on
all the assets of the Corporation and by a mortgage. These debentures
are redeemable at par between 2011 and 2025.
5 During the year, the Corporation raised Rs. 1,000 crores (Previous Year
Rs. 500 crores) through issue of Long Term Unsecured Redeemable
Non-Convertible Debentures (subordinated debt). As at March 31, 2011,
the Corporations outstanding subordinated debt is Rs. 2,875 crores
(Previous Year Rs. 1,875 crores). These Debentures are redeemable at par
between 2011 and 2021. The debt is subordinated to present and future
senior indebtedness of the Corporation and qualifies as Tier II capital
under National Housing Bank (NHB) guidelines for assessing capital
adequacy. Based on the balance term to maturity as at March 31, 2011,
82.61% (Previous Year 82.93%) of the book value of the subordinated
debt is considered as Tier II capital for the purpose of capital
adequacy computation.
6 (i) Loan Funds include Rs. 10,18,29,197 (Previous Year Rs. 8,63,18,061)
from Directors.
(ii) Deposits include Rs. 13,474.73 crores (Previous Year Rs. 14,509.05
crores) due within one year. (iii) Deposits include Rs. 172,10,00,000
(Previous Year Rs. 25,79,00,000) due to subsidiary companies. (iv) Loan
Funds include Rs. 235,00,00,000 (Previous Year Rs. 175,00,00,000) due to
subsidiary companies.
7 (i) Loans granted by the Corporation are secured or partly secured by
:
(a) Equitable mortgage of property and / or
(b) Pledge of shares, units, other securities, assignment of life
insurance policies and / or
(c) Hypothecation of assets and / or
(d) Bank guarantees, company guarantees or personal guarantees and / or
(e) Negative lien and / or
(f) Assignment of hire purchase receivables and / or
(g) Undertaking to create a security.
(ii) Loans include Rs. 36.61 crores (Previous year Rs. 34.78 crores) in
respect of properties held for disposal under Securitisation and
Reconstruction of Financial Assets and Enforcement of Security Interest
Act, 2002.
8 (i) There are no Sundry Debtors which are outstanding for a period
over six months. Sundry Debtors include amounts due from subsidiary
companies Rs. 3,90,594 (Previous Year Rs. 58,77,128).
(iv) Out of the total Loans and Advances (Schedule 6), amounts
aggregating to Rs. 550,02,71,805 (Previous Year Rs. 627,64,00,476) are
secured.
Advances recoverable in cash or in kind includes Advance Ta x (net of
Provision for Taxation) Rs. 453,64,87,061 (Previous Year Rs.
372,88,10,994), Rs. 4,57,35,752 (Previous Year Rs. 7,44,19,755) towards
advances of capital nature, and Rs. 45,76,87,488 (Previous Year Rs.
8,85,35,298) due from subsidiary companies.
(v) Corporate Deposits include Rs. 23,45,00,000 (Previous Year Rs.
20,00,00,000) due from a subsidiary company.
9 (i) Sundry Creditors include Rs. Nil (Previous Year Rs. Nil) payable to
Suppliers registered under the Micro, Small and
Medium Enterprises Development Act, 2006. No interest has been paid /
payable by the Corporation during the year to the Suppliers covered
under the Micro, Small and Medium Enterprises Development Act, 2006.
The above information takes into account only those suppliers who have
responded to inquiries made by the Corporation for this purpose.
(ii) As required under Section 205C of the Companies Act, 1956, the
Corporation has transferred Rs. 65,72,191 (Previous Year Rs. 65,55,580) to
the Investor Education and Protection Fund (IEPF) during the year. As
of March 31, 2011, no amount was due for transfer to the IEPF.
(iii) Sundry Creditors include Rs. Nil (Previous Year Rs. 19,911) due to a
subsidiary company.
(iv) Sundry Creditors include Rs. 43,00,000 (Previous Year Rs. Nil) being
amount payable to HDFC Provident fund trust towards deficiency in the
fund account.
(v) Interest Accrued but not due includes Rs. 10,03,92,182 (Previous Year
Rs. 7,48,03,734) due to Subsidiary Companies and Rs. 48,19,055 (Previous
Year Rs. 53,99,783) due to the Directors of the Corporation.
10 Estimated amount of contracts remaining to be executed on capital
account and not provided for (net of advances) is Rs. 269.95 crores
(Previous Year Rs. 304.69 crores).
11 (i) Profit on sale of investments includes profit of Rs. 8,22,000
(Previous Year Rs. 16,44,000) in respect of investments held
as current investments and Rs. 11,75,576 (Previous Year Rs. Nil) on account
of shares bought back by India Value Fund Advisors Pvt. Ltd. (Associate
Company).
(ii) Surplus from deployment in Cash Management Schemes of Mutual Funds
amounting to Rs. 217,53,39,542 (Previous Year Rs. 189,84,42,216) is in
respect of investments held as current investments.
(iii) Dividend income includes Rs. 83,73,25,003 (Previous Year Rs.
97,02,94,818) received from subsidiary companies and Rs. 10,67,54,945
(Previous Year Rs. 31,26,62,788) in respect of current investments.
(iv) Other Interest includes Interest on Investments amounting to Rs.
198,20,20,862 (Previous Year Rs. 157,28,02,047), including Rs. 33,48,78,022
(Previous Year Rs. 3,86,05,659) in respect of current investments.
(v) Fees and Other Charges is net of the amounts paid to Direct Selling
Agents Rs. 199.45 crores (Previous Year Rs. 151.59 crores).
12 Other Income includes rent of Rs. 9,97,03,190 (Previous Year Rs.
11,71,47,500), of which Rs. 24,00,000 (Previous Year Rs. 24,00,000) is in
respect of rent for certain assets given on operating lease and also
includes sub-lease payments received Rs. 6,90,000 (Previous Year Rs.
1,00,74,150) in respect of a property acquired under operating lease as
per Note 25(ii).
14 In accordance with the Accounting Standard on Employee Benefits (AS
15) (Revised 2005) notified by the Companies (Accounting Standards)
Rules, 2006, the following disclosures have been made:
(i) Salaries and Bonus include Rs. 7,02,62,861 (Previous Year Rs.
3,18,78,173) towards provision made in respect of accumulated leave
salary and leave travel assistance which is in the nature of Long Term
Employee Benefits and has been actuarially determined as per the AS 15
(Revised).
16 (i) Expenditure shown in Schedule 11 is net of recovery from a
subsidiary company in respect of Salaries Rs. 1,56,44,075 (Previous Year
Rs. 1,32,85,336) and expenditure shown in Schedule 13 is net of recovery
from a subsidiary company in respect of Miscellaneous Expenses Rs. Nil
(Previous Year Rs. 4,00,000).
(ii) Miscellaneous Expenses under Schedule 13 exclude Rs. 11,47,63,981
(Previous Year Rs. 8,48,45,183) in respect of amounts utilised out of
Shelter Assistance Reserve during the year.
17 (i) Interest on Deposits include Rs. 26,18,102 (Previous Year Rs.
7,89,108) payable to the Chief Executive Officer of the Corporation.
(ii) Other Expenses include Provision for Wealth Ta x amounting to Rs.
65,00,000 (Previous Year Rs. 65,00,000) and Securities Transaction Ta x
amounting to Rs. 29,45,001 (Previous Year Rs. 71,97,658).
19 (i) Special Reserve has been created over the years in terms of
Section 36(1)(viii) of the Income-tax Act, 1961 out of the
distributable profits of the Corporation. Special Reserve No. I relates
to the amounts transferred upto Financial Year 1996-97, whereas Special
Reserve No. II relates to the amounts transferred thereafter.
(ii) As per Section 29 C of the National Housing Bank Act, 1987, the
Corporation is required to transfer atleast 20% of its net profits
every year to a reserve before any dividend is declared. For this
purpose any Special Reserve created by the Corporation under Section
36(1)(viii) of the Income-tax Act, 1961 is considered to be an eligible
transfer. The Corporation has transferred an amount of Rs. 625 crores
(Previous Year Rs. 500 crores) to Special Reserve II in terms of Section
36(1)(viii) of the Income-tax Act, 1961 and an amount of Rs. 530 crores
(Previous Year Rs. 432 crores) to Additional Reserve (u/s 29C of the NHB
Act).
(iii) During the year an amount of Rs. Nil (Previous Year Rs. 43,790) has
been written back on account of Nil (Previous Year 8,185) stock options
lapsed under Employee Stock Option Scheme 2002. The same has been
included in the Accounts under Salaries and Bonus.
21 During the year, Corporation utilised Rs. 532,08,66,097 (Previous Year
Rs. 198,80,56,461) out of the Securities Premium Account in accordance
with Section 78 of the Companies Act, 1956. Out of the above, Rs.
532,08,66,097 (Previous Year Rs. 192,39,08,528) has been utilised towards
the proportionate premium payable on redemption of Zero Coupon Secured
Redeemable Non Convertible Debentures (ZCD) and an amount of Rs. Nil
(Previous Year Rs. 6,41,47,933) has been utilised towards expenditure
incurred for raising ZCD. The Corporation has written back Rs.
93,75,77,892 (Previous Year Rs. 3,45,91,573) on conversion of FCCBs to
the Securities Premium Account, being the provision for premium on
redemption of FCCBs created in the earlier years by debit to the
Securities Premium Account.
22 (i) Contingent Liability in respect of guarantees provided by the
Corporation aggregated to Rs. 2.45 crores (Previous Year Rs. 29.79 crores).
(ii) Contingent liability in respect of income-tax demands, net of
amounts provided for and disputed by the Corporation, amounts to Rs.
483.04 crores (Previous Year Rs. 298.56 crores). The matters in dispute
are under appeal. The said amount has been paid/adjusted and will be
received as refund if the matters are decided in favour of the
Corporation.
(iii) Contingent Liability in respect of corporate undertakings
provided by the Corporation for securitisation of receivables
aggregated to Rs. 1,539.27 crores (Previous Year Rs. 1,081.15 crores). The
outflows would arise in the event of a shortfall, if any, in the cash
flows of the pool of the securitised receivables.
(iv) Contingent Liability in respect of disputed dues towards sales
tax, wealth tax, interest on lease tax, stamp duty and payments towards
employers contribution to ESIC, not provided for by the Corporation,
amounts to Rs. 19,44,596 (Previous Year Rs. 17,98,148).
23 The Corporations main business is to provide loans for the purchase
or construction of residential houses, commercial real estate and loans
for certain other purposes in India. All other activities of the
Corporation revolve around the main business. As such, there are no
separate reportable segments, as per the Accounting Standard on
Segment Reporting (AS 17), notified by the Companies (Accounting
Standards) Rules, 2006.
24 As per the Accounting Standard on Related Party Disclosures (AS
18), notified by the Companies (Accounting Standards) Rules, 2006, the
related parties of the Corporation are as follows :
A) Subsidiary Companies
HDFC Developers Ltd. HDFC Investments Ltd.
HDFC Holdings Ltd. HDFC Asset Management Company Ltd.
HDFC Trustee Company Ltd. HDFC Realty Ltd.
HDFC Standard Life Insurance Company Ltd. HDFC ERGO General Insurance
Company Ltd.
GRUH Finance Ltd. HDFC Sales Pvt Ltd.
HDFC Venture Capital Ltd. HDFC Property Ventures Ltd.
HDFC Ventures Trustee Company Ltd. Griha Investments
HDFC Asset Management Company (Singapore) Pte. Ltd. (Subsidiary of
HDFC Holdings Ltd.)
(Subsidiary of HDFC Asset Management Company Ltd.) Credila Financial
Services Pvt. Ltd. (w.e.f. July 9, 2010)
B) Associate Companies HDFC Bank Ltd.
India Value Fund Advisors Pvt. Ltd. Indian Association for Savings and
Credit RuralShores Business Services Pvt. Ltd. Credila Financial
Services Pvt. Ltd. (upto July 8, 2010)
C) Entities over which control is exercised HDFC PROPERTY FUND – SCHEME
–
HDFC IT Corridor Fund HDFC Investment Trust
D) Key Management Personnel Mr Keki M Mistry
Ms Renu Sud Karnad Mr V Srinivasa Rangan
E) Relatives of Key Management Personnel - (where there are
transactions)
Ms Arnaaz K Mistry Mr Rishi R. Sud Ms Swarn Sud
Mr Ashok Sud Ms Riti Karnad Mr Ketan Karnad
Ms Abinaya S Rangan
25 In accordance with the Accounting Standard on Leases (AS 19),
notified by the Companies (Accounting Standards) Rules, 2006, the
following disclosures in respect of Operating Leases are made :
26 In accordance with the Accounting Standard on Earnings Per Share
(AS 20), notified by the Companies (Accounting Standards) Rules, 2006 :
(i) In calculating the Basic Earnings Per Share the Profit After Ta x
of Rs. 3534,95,81,311 (Previous Year Rs. 2826,48,98,200) has been adjusted
for amounts utilised out of Shelter Assistance Reserve of Rs.
11,47,63,981 (Previous Year Rs. 8,48,45,183).
Accordingly the Basic Earnings Per Share has been calculated based on
the adjusted Profit After Ta x of Rs. 3523,48,17,330 (Previous Year Rs.
2818,00,53,017) and the weighted average number of shares during the
year of 145,71,70,870 (Previous Year 142,61,76,790).
27 In compliance with the Accounting Standard relating to Accounting
for Taxes on Income (AS 22), notified by the Companies (Accounting
Standards) Rules, 2006, the Corporation has taken credit of Rs.
19,00,00,000 (Previous Year credit of Rs. 1,50,00,000) in the Profit and
Loss Account for the year ended March 31, 2011 towards deferred tax
asset (net) for the year, arising on account of timing differences.
29 (i) Provision for Contingencies as on March 31, 2011 amounting to Rs.
1,124.37 crores (Previous Year Rs. 655.57 crores) includes provisions for
non–performing assets, standard assets and all other contingencies. In
addition to the provisions against non-performing assets, vide the
National Housing Bank circular No. NHB(ND)/DRS/DIR-18-07/1336/2007
dated March 26, 2007, all housing finance companies are required to
carry a general provision at the rate of 0.40% of the total outstanding
amount of non-housing loans which are standard assets. Further, vide
the National Housing Bank circular No. NHB.HFC.DIR.2/CMD/2010 dated
December 24, 2010, all housing finance companies are required to carry
a general provision (i) at the rate of 0.20% by March 31, 2011 and at
the rate of 0.40% by September 2011 on all outstanding loans other than
housing loans to individuals and (ii) at the rate of 2% on housing
loans disbursed at comparatively lower rate of interest in the initial
few years after which rates are reset at higher rates. Accordingly, the
Corporation is required to carry a minimum provision of Rs. 813.53 crores
(Previous Year Rs. 325.29 crores) towards non-performing assets and
standard assets, as per the prudential norms of the National Housing
Bank.
30 Under Employees Stock Option Scheme - 2008 (ESOS-08), the
Corporation had on November 25, 2008, granted 57,90,000 stock options
at an exercise price of Rs. 1,350.60 per option representing 57,90,000
equity shares of Rs. 10 each to the employees and directors of the
Corporation. The said price was determined in accordance with the
pricing formula approved by the shareholders i.e. at the latest
available closing price on the stock exchange having higher trading
volume, prior to grant of options.
In terms of ESOS-08, the options would vest over a period of 1-3 years
from the date of grant, but not later than November 24, 2011, depending
upon option grantee completing continuous service of three years with
the Corporation. Accordingly, during the year 1,09,685 options
(Previous Year 55,51,237 options) were vested and 1,545 options
(Previous Year 3,650 options) were lapsed after vesting. The options
can be exercised over a period of five years from the date of
respective vesting.
Under Employees Stock Option Scheme - 2007 (ESOS-07), the Corporation
had on September 12, 2007, granted 54,56,835 stock options at an
exercise price of Rs. 2,149 per option representing 54,56,835 equity
shares of Rs. 10 each to the employees and directors of the Corporation.
The said price was determined in accordance with the pricing formula
approved by the shareholders i.e. at the latest available closing price
on the stock exchange having higher trading volume, prior to grant of
options.
In terms of ESOS-07, the options would vest over a period of 1-3 years
from the date of grant, but not later than September 11, 2010,
depending upon option grantee completing continuous service of three
years with the Corporation. Accordingly, during the year 44,983
options (Previous Year 96,541 options) were vested and 3,573 options
(Previous Year 76,569 options) were lapsed after vesting. The options
can be exercised over a period of five years from the date of
respective vesting.
Under Employees Stock Option Scheme - 2005 (ESOS-05), the Corporation
had on October 25, 2005, granted 74,73,621 stock options at an exercise
price of Rs. 912.90 per option representing 74,73,621 equity shares of Rs.
10 each to the employees and directors of the Corporation. The said
price was determined in accordance with the pricing formula approved by
the shareholders i.e. at the latest available closing price on the
stock exchange having higher trading volume, prior to grant of options.
In terms of ESOS-05, the options would vest over a period of 2-3 years
from the date of grant, but not later than October 24, 2008, depending
upon option grantee completing continuous service of three years with
the Corporation. All the options have been vested in the earlier
years. In the current year Nil option (Previous Year 16,388 options)
were lapsed after vesting. The options can be exercised over a period
of five years from the date of respective vesting.
With effect from August 21, 2010, the nominal face value of equity
shares of the Corporation was sub-divided from Rs. 10 per share to Rs. 2
per share. Accordingly, each option exercised after August 21, 2010 is
entitled to 5 equity shares of Rs. 2 each.
Method used for accounting for share based payment plan:
The Corporation has used intrinsic value method to account for the
compensation cost of stock options to employees of the Corporation.
Intrinsic value is the amount by which the quoted market price of the
underlying share exceeds the exercise price of the option. Since the
options under ESOS-08, ESOS-07 and ESOS-05 were granted at the market
price, the intrinsic value of the option is Nil. Consequently the
accounting value of the option (compensation cost) is also Nil.
32 (i) Additional Ta x on dividend 2009-10, Rs. 1,06,60,197, pertains to
the shortfall of dividend tax of the subsidiary companies of the
Corporation on the dividend paid to the Corporation as per Section 115
(O)(1A) of the Income Ta x Act, 1961. [Previous Year credit taken Rs.
15,16,32,924 pertains to the dividend tax paid by the subsidiary
companies of the Corporation on dividend paid to the Corporation.]
(ii) In respect of equity shares issued pursuant to Employee Stock
Option Schemes and conversion of FCCBs, the Corporation paid dividend
of Rs. 13,82,78,916 for the year 2009-10 (Rs. 31,93,320 for the year
2008-09) and tax on dividend of Rs. 2,29,66,399 (Previous Year Rs.
5,42,705) as approved by the shareholders at the Annual General Meeting
held on July 14, 2010.
33 Figures for the previous year have been regrouped wherever
necessary.
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