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Housing Development Finance Corporation Ltd Finance - Housing
BSE Code
500010
ISIN Demat
INE001A01036
Book Value
128.76
NSE Symbol
HDFC
Div & Yield %
1.40833
Market Cap (Rs Cr.)
93742.0165
P/E
22.74095
EPS
27.91
Face Value
2
HOUSING DEVELOPMENT FINANCE CORPORATION LIMITED

ANNUAL REPORT 2010-2011

DIRECTOR'S REPORT

TO 
THE MEMBERS

Your  directors are pleased to present the Thirty-fourth Annual  Report  of 
your  Corporation  with the audited accounts for the year ended  March  31, 
2011.

FINANCIAL RESULTS:
 
	                                     For the	   For the	   
	                                     year ended	   year ended	   
	                                     March 31,     March 31, 
                                             2011	   2010	   
	                                     (Rs. in       (Rs. in 
                                             crores)	   crores)	   
			   
Profit before Tax	                     4,866.96	   3,915.99	   

Provision for Tax	                     1,332.00	   1,089.50	   

Profit after Tax	                     3,534.96	   2,826.49	   

Appropriations have been made as under:			   

Special Reserve No. II	                       625.00	     500.00	   

General Reserve	                               816.40	     695.01	   

Additional Reserve (under Section 29C			   
of the National Housing Bank Act, 1987)	       530.00	     432.00	   

Shelter Assistance Reserve	                12.00	       9.00	   

Proposed Dividend (Rs.9 per share of 
face value of Rs.2 each)	             1,320.20	   1,033.60	   

Additional Tax on Proposed Dividend	       214.17	     171.67	   

Additional Tax on Dividend	                 1.07	     (15.16)	   

Dividend pertaining to Previous Year 
paid during the year	                        16.12	       0.37	   

	                                     3,534.96	   2,826.49	 

Dividend:

Your  directors recommend payment of dividend for the year ended March  31, 
2011  of Rs.9 per equity share of face value of Rs.2 each. In the  previous 
year, a dividend of Rs.36 per equity share of face value of Rs.10 each  was 
paid (Rs.7.2 per equity share of face value of Rs.2 each).

The dividend payout ratio for the current year, inclusive of additional tax 
on dividend will be 43.4% as compared to 42.7% for the previous year.

Sub-division of Shares:

Pursuant  to your approval at the 33rd Annual General Meeting (AGM) of  the 
Corporation  held  on July 14, 2010, the nominal face value of  the  equity 
shares  of the Corporation was sub-divided from Rs.10 per equity  share  to 
Rs.2 per equity share, with effect from August 21, 2010.

To  facilitate this sub-division, shareholders were issued 5 equity  shares 
of  Rs.2 each in lieu of one equity share of Rs.10 each held by them as  on 
the record date i.e. August 20, 2010, fixed for this purpose.

The  total  number of retail shareholders has increased  to  over  2,03,000 
representing an increase of 52% post the sub-division of shares.

Warrants:

Consequent  to  the sub-division of the nominal face value  of  the  equity 
shares  of  the  Corporation from Rs.10 per share to Rs.2  per  share,  the 
Warrant Exercise Price was adjusted from Rs.3,000 per equity share of Rs.10 
each  to  Rs.600 per equity share of Rs.2 each, to be paid by  the  Warrant 
holder  at  the time of exchange of each Warrant at any time on  or  before 
August  24,  2012.  As  of date, no Warrants  have  been  lodged  with  the 
Corporation for exchange into equity shares of the Corporation.

Lending Operations:

Loan  approvals  during  the  year were Rs.75,185  crores  as  compared  to 
Rs.60,611  crores in the previous year, representing a growth of 24%.  Loan 
disbursements  during the year were Rs.60,314 crores as  against  Rs.50,413 
crores in the previous year, representing a growth of 20%.

Cumulative  loan  approvals  and disbursements as at March  31,  2011  were 
Rs.3,73,246 crores and Rs.3,02,533 crores respectively. This is in  respect 
of approximately 3.8 million housing units.

The demand for individual home loans continued to be robust, despite rising 
interest  rates. Other enabling factors included rising disposable  incomes 

and  continued  fiscal  incentives  on  housing  loans.  During  the  year, 
individual approvals grew at 25% and disbursements grew by 27% as  compared 
to the previous year. The average size of individual loans stood at Rs.18.6 
lakhs.

Sale of Loans:

During  the  year, the Corporation, under the loan  assignment  route  sold 
individual  loans of Rs.4,379 crores to HDFC Bank pursuant to  the  buyback 
option  embedded in the home loan arrangement between the  Corporation  and 
HDFC Bank. Out of the total loans assigned during the year, Rs.4,053 crores 
qualify as priority sector advances for the bank.

As  at  March 31, 2011, total loans outstanding in respect  of  loans  sold 
stood  at Rs.12,147 crores. HDFC continues to service the loans sold  under 
these  transactions and is entitled to the residual interest on  the  loans 
sold.  The  residual  interest on the individual loans sold  is  1.57%  per 
annum.

The residual income on the loans sold is being recognised over the life  of 
the  underlying  loans and not on an upfront basis.  Issues  through  which 
loans  have  been  sold have been rated by external agencies  and  carry  a 
rating indicating the highest degree of safety.

Repayments:

During  the  year under review, Rs.36,756 crores were received  by  way  of 
scheduled  repayment  of principal through monthly instalments as  well  as 
redemptions  ahead  of schedule, as compared to Rs.31,872  crores  received 
last year.

Loan Book:

As at March 31, 2011, the loan book stood at Rs.1,17,127 crores as  against 
Rs.97,967  crores in the previous year -an increase of 20%. The  growth  in 
the loan book would have been higher at 24% if the loans sold were included 
in the loan book.

Foreign Currency Convertible Bonds (FCCB):

In  September 2005, the Corporation concluded the issue of USD 500  million 
zero  coupon  FCCB. The bonds were convertible into equity  shares  of  the 
Corporation  of  the face value of Rs.10 each up to the close  of  business 
hours on July 29, 2010 at the option of the holders, at Rs.1,399 per equity 
share, representing a conversion premium of 50% over the initial  reference 
share price.

All  the bonds were lodged with the Corporation for conversion into  equity 
shares  on  or  prior to the last date for conversion.  In  aggregate,  the 
Corporation  allotted 1,56,23,732 equity shares of Rs.10 each  pursuant  to 
the  conversion  of  the FCCB. Hence, there are no  outstanding  FCCB.  The 
increase  in net worth as a result of the FCCB over the life  was  Rs.2,186 
crores.

Approvals & Disbursements (Cumulative):

                         (Rs. in crores)
Year      Approvals      Disbursements
               
2007      145,764        119,281
2008      188,284        152,156
2009      237,450        191,806
2010      298,061        242,219
2011      373,246        302,533  

During the year an amount of Rs.2.83 crores has been credited to the  Share 
Capital Account and an amount of Rs.407.89 crores has been credited to  the 
Securities Premium Account.

Resource Mobilisation:

Subordinated Debt:

During  the year, the Corporation raised Rs.1,000 crores through the  issue 
of long-term Unsecured Redeemable Non-Convertible Subordinated  Debentures. 
The subordinated debt was assigned a AAA' rating from both, CRISIL Limited 
(CRISIL) and ICRA Limited (ICRA).

As at March 31, 2011, the Corporation's outstanding subordinated debt stood 
at  Rs.2,875 crores. The debt is subordinated to present and future  senior 
indebtedness of the Corporation and has been assigned the highest rating by 
CRISIL  and  ICRA. Based on the balance term to maturity, as at  March  31, 
2011, Rs.2,375 crores of the book value of subordinated debt is  considered 
as  Tier II under the guidelines issued by the National Housing Bank  (NHB) 
for the purpose of capital adequacy computation.

Non-Convertible Debentures (NCD):

During  the year, the Corporation issued NCD amounting to Rs.13,865  crores 
on a private placement basis. The Corporation's NCD issues have been listed 
on the Wholesale Debt Market segment of the NSE and have been assigned  the 
highest rating of AAA' by both, CRISIL and ICRA. As at March 31, 2011, NCD 
outstanding stood at Rs.41,624 crores.

Loans from Banks:

During the year, the Corporation raised loans amounting to Rs.29,538 crores 
from  commercial  banks, of which Rs.2,610 crores were under  the  priority 
sector  category  of  commercial  banks.  The  Corporation  further  raised 
Rs.2,528 crores from the banking sector as FCNR (B) loans.

HDFC's long-term and short-term bank loan facilities have been assigned the 
highest rating of AAA' and PR1+' respectively by CARE Limited, signifying 
highest safety for timely servicing of debt obligations.

Refinance from National Housing Bank (NHB):

NHB  has an internal rating mechanism for housing finance companies  (HFCs) 
and the Corporation has been assigned the highest rating for its  refinance 
schemes  by  NHB.  During the year, the  Corporation  has  drawn  refinance 
amounting to Rs.687 crores under NHB's Refinance Scheme to Housing  Finance 
Companies, 2003.

Deposits:

Deposits  continued to grow during the financial year under review  despite 
strong  competition from banks. As at March 31, 2011, outstanding  deposits 
stood  at Rs.24,625 crores. The depositor base stood at approximately  9.67 
lakh depositors.

CRISIL  and ICRA have for the sixteenth consecutive year, reaffirmed  their 
AAA'  rating for HDFC's deposits. This rating represents highest  safety, 
attractive  returns  and impeccable service standards'  as  regards  timely 
repayment of principal and interest.

The support of the agents and their commitment to the Corporation has  been 
instrumental  in  HDFC's  deposit products continuing  to  be  a  preferred 
investment for households and trusts.

Unclaimed Deposits:

As  of March 31, 2011, public deposits amounting to Rs.250 crores  had  not 
been  claimed  by  35,898 depositors. Since  then,  8,595  depositors  have 
claimed  or  renewed deposits of Rs.68 crores.  Depositors  were  intimated 
regarding the maturity of deposits with a request to either renew or  claim 
their  deposits. Where the deposit remains unclaimed, reminder letters  are 
sent  to depositors periodically and follow up action is initiated  through 
the concerned distributor/branch.

As per the provisions of Section 205C of the Companies Act, 1956,  deposits 
remaining  unclaimed for a period of seven years from the date they  became 
due  for  payment  have to be transferred to  the  Investor  Education  and 
Protection Fund (IEPF) established by the Central Government.  Accordingly, 
during  the year, despite repeated reminders being sent to  depositors,  an 
amount of Rs.31.76 lakhs has been transferred to the IEPF. In terms of  the 
said section, no claims would lie against the Corporation or the IEPF after 
the transfer.

Funds Employed:

                                  (Rs. in crores)
Year      Net Worth  Term Borrowings    Deposits

2007          5,551        46,809        10,384 
2008         11,947        57,855        11,296
2009         13,137        64,481        19,375 
2010         15,198        73,484        23,081
2011         17,317        90,785        24,625

Non-Performing Loans:

Gross  non-performing  loans  as at March 31, 2011  amounted  to  Rs.903.85 
crores.  This is equivalent to 0.77% of the portfolio (as against 0.79%  in 
the  previous  year). This is the twenty-fifth consecutive quarter  end  at 
which  the  percentage  of non-performing loans have been  lower  than  the 
corresponding quarter in the previous year.

Based  on a six months overdue basis, the non-performing loans as at  March 
31,  2011  stood  at 0.46% of the loan portfolio as against  0.53%  in  the 
previous year.

In  terms of the prudential norms as stipulated by NHB, the Corporation  is 
required  to  carry a provision in respect of non-performing assets  and  a 
general  provision on outstanding standard non-housing loans. In  addition, 
during  the  year, NHB further stipulated a general provision of  0.40%  on 
standard  assets under housing loans to non-individuals and a 2%  provision 
on standard assets in respect of housing loans granted under the Dual  Rate 
Home  Loan scheme. This requirement has been partly met by  utilisation  of 
Rs.298.59  crores (net) from Additional Reserve under Section 29 C  of  the 
National  Housing Bank Act, 1987. Based on the aforesaid as per NHB  norms, 
the Corporation is required to carry a total provision of Rs.813.53 crores. 
The balance in the provision for contingencies account as at March 31, 2011 
stood at Rs.1,124.37 crores, which is equivalent to 0.95% of the portfolio. 
Thus  as at March 31, 2011, the Corporation's net non-performing loans  was 
nil.

The  Securitisation and Reconstruction of Financial Assets and  Enforcement 
of  Security  Interest  Act,  2002 (SARFAESI) has proved  to  be  a  useful 
recovery  tool and the Corporation has been able to  successfully  initiate 
recovery  action  under  this  Act in the case  of  wilful  individual  and 
corporate defaulters.

Regulatory Guidelines/Amendments:

HDFC has complied with the Housing Finance Companies (NHB) Directions, 2010 
prescribed  by  NHB regarding accounting standards,  prudential  norms  for 
asset  classification, income recognition, provisioning,  capital  adequacy 
and credit rating. The Corporation is in compliance with the  concentration 
of  investments  and  capital  market exposure  norms  other  than  on  its 
investments  in  HDFC Bank and GRUH Finance Limited. NHB  has  granted  the 
Corporation time for such compliance.

During  the  year, NHB stipulated that the loan to value  ratio  (LTV)  for 
individual  housing loans up to Rs.20 lakhs should not exceed 90%  and  for 
loans above Rs.20 lakhs, the LTV should not exceed 80%.

NHB  also amended the risk weights for individual housing loans. Thus  risk 
weights  on individual housing loans range from 50% to 125%,  depending  on 
the loan amount and LTV.

HDFC's capital adequacy ratio stood at 14% of the risk weighted assets,  as 
against the minimum requirement of 12%. Tier I capital was 12.2% against  a 
minimum requirement of 6%.

Codes and Standards:

NHB  has issued comprehensive Know Your Customer (KYC) Guidelines and  Anti 
Money  Laundering Standards in the context of recommendations made  by  the 
Financial  Action  Task  Force on Anti Money Laundering  Standards  and  on 
Combating  Financing  of Terrorism Standards. During the  year,  the  board 
reviewed  and  approved  the  amendments  to  the  Corporation's  KYC   and 
Prevention of Money Laundering Policy as stipulated by NHB. The Corporation 
has  adhered  to the compliance requirements in terms of  the  said  policy 
relating to monitoring and reporting of cash/suspicious transactions.

The  Fair  Practices  Code framed by NHB seeks to  promote  good  and  fair 
practices by setting minimum standards in dealing with customers,  increase 
transparency  so  customers have a better understanding of  what  they  can 
reasonably  expect of the services being offered, encourage  market  forces 
through competition to achieve higher operating standards, promote fair and 
cordial relationships between customers and the housing finance company and 
foster confidence in the housing finance system. During the year, the board 
reviewed  and approved the amendments to the Corporation's  Fair  Practices 
Code  as notified by NHB. The Corporation has put in place a  mechanism  to 
monitor and review adherence to the Fair Practices Code as approved by  the 
Board of Directors.

The  Corporation has adopted the Model Code of Conduct for  Direct  Selling 
Agents and Guidelines for Recovery Agents engaged by HFCs as stipulated  by 
NHB and duly approved by the Board of Directors.

Risk Management Framework:

The  Corporation  has  a  Risk Management  Framework,  which  provides  the 
mechanism for risk assessment and mitigation. The Risk Management Committee 
(RMC)   of  the  Corporation  comprises  the  Managing  Director   as   the 
chairperson, the Executive Director and some members of senior management.

The RMC reviewed the risks associated with the business of the Corporation, 
its  root  causes and the efficacy of the measures taken  to  mitigate  the 
same,  twice  during  the year. Thereafter, the  Board  of  Directors  also 
reviewed the key risks associated with the business of the Corporation, the 
procedures  adopted  to  assess the risks and efficacy  of  the  mitigation 
measures.

Marketing and Distribution:

To  reach  out  effectively to customers,  the  Corporation's  distribution 
network  now  spans  289 outlets, which include 71 offices  of  the  HDFC's 
wholly  owned distribution company, HDFC Sales Private Limited  (HSPL).  To 
further  augment  this network, HDFC covers over  90  additional  locations 
through its outreach programmes. HDFC has international offices in  London, 
Singapore  and Dubai. The Dubai office reaches out to its customers  across 
West  Asia  through its service associates based in  Kuwait,  Qatar,  Oman, 
Sharjah, Abu Dhabi and Saudi Arabia - Al Khobar, Jeddah and Riyadh.

HDFC's  reach and presence is also enhanced by its  distribution  channels, 
which  include HSPL, HDFC Bank and a third party direct selling  associates 
(DSAs).  During  the year, efforts were focused  on  empanelling  financial 
consultants  with a pan-India presence as business sourcing associates  for 
HDFC. All distribution channels only source loans, while HDFC continues  to 
retain  control  over the credit, legal and  technical  appraisal,  thereby 
ensuring that the quality of loans disbursed is not compromised in any  way 
and is consistent across all distribution channels.

HDFC  organises property fairs across major cities in the country. The  aim 
of  these fairs is to provide a wide spectrum of approved projects under  a 
single roof. These fairs in turn help customers in making their decision to 
buy a home. Under India Homes Fair', HDFC brings together eminent builders 
who  showcase  their properties for the Indian Diaspora. During  the  year, 
HDFC  organised  India Homes Fair'  in London,  Singapore,  Kuwait,  Saudi 
Arabia and Qatar.

Besides  running  various  product-based campaigns  during  the  year,  the 
Corporation also ran a brand campaign highlighting its leadership  position 
in the Indian mortgage industry.

Loan Quality & Provision for Contingencies (%): 

Year  Gross NPLs   Six Month    Provision for 
      as a % of    Gross NPLs   Contingencies 
      Portfolio    as a % of    as a % of 
                   Portfolio    Portfolio

2007     0.92         0.77          0.71
2008     0.84         0.68          0.63
2009     0.81         0.56          0.72
2010     0.79         0.53          0.66
2011     0.77         0.46          0.95

Portfolio  includes  loans  and investments  in  debentures  and  corporate 
deposits for financing real estate projects.

Cross Selling and Distribution of Financial Products and Services:

HDFC's  subsidiary  companies  have strong synergies with  HDFC  and  hence 
efforts  are channelled into cross selling so as to offer customers a  wide 
range of financial products and services under the HDFC' brand.

HDFC  is  a  Composite Corporate Agent for  HDFC  Standard  Life  Insurance 
Company Limited (HDFC Life) and HDFC ERGO General Insurance Company Limited 
(HDFC-ERGO).  In addition, the distribution networks of HDFC and  HSPL  are 
used by Credila Financial Services Private Limited, which offers  education 
loans.

International Housing Finance Initiatives:

HDFC's expertise in housing finance is well regarded and therefore a number 
of existing and new housing finance companies in various parts of the world 
are keen to tap HDFC for training, strategic input and technical assistance 
in housing finance.

During  the  year, the Corporation under its Technical  Services  Agreement 
with  Housing  Development  Finance Corporation  Plc.,  Maldives,  provided 
technical and consultancy services in key mortgage functions.

Senior  executives of the Corporation were invited to Indonesia,  Maldives, 
Mauritius  and Ghana for seminars, consultancy or training  assignments  in 
housing finance.

In July 2010, the Frankfurt School of Finance & Management and HDFC jointly 
organised the third Housing Finance Summer Academy' in Germany, which is a 
course that aims to provide housing finance solutions for emerging  markets 
through a combination of academic knowledge and practical experience.

In  November 2010, HDFC conducted its own international training  programme 
Housing  Finance  Management' at its training centre, Centre  for  Housing 
Finance,  located at Lonavla, India. Participants from different  countries 
across Asia and Africa attended a weeklong residential training programme.

Delegates  from Bangladesh, Indonesia and Kenya visited the Corporation  to 
understand key mortgage finance operations.

Shelter Assistance Reserve (SAR):

HDFC  continued  to partner and support worthwhile projects  undertaken  by 
non-government organisations, foundations and local bodies through the SAR. 
During  the  year, the Corporation disbursed Rs.11.48 crores from  the  SAR 
towards a wide spectrum of development programmes and activities.

Corpus  contributions  were made out of the SAR to the Indian  Council  for 
Research  on International Economic Relations (ICRIER) - New  Delhi,  Armed 
Forces  Flag  Day Fund - Mumbai, M. S. Swaminathan  Research  Foundation  -
Chennai  and  Folk  Arts  - Rajasthan, amongst  others.  Support  was  also 
extended towards running a centre for rehabilitation of adults affected  by 
cerebral  palsy  in  Pune, partnering The Energy  and  Resources  Institute 
(TERI)  in  undertaking an integrated development  scheme  for  sustainable 
livelihood across remote villages in Uttarakhand, providing scholarships to 
children from impoverished backgrounds through an organisation working with 
the  rural poor in West Bengal and supporting the construction of a  centre 
catering  to  the  rehabilitation of hearing impaired  individuals  in  New 
Delhi. The Corporation supported the Indian Cancer Society towards  meeting 
the  treatment  expenses of patients. HDFC continued  partnering  municipal 
schools   to  showcase  high-performing  schools   through   public-private 
partnerships,  through  initiatives such as the  Akanksha  School  Project, 
Bhavishya  Yaan  and  Teach for India. The SAR was  also  utilised  towards 
providing  relief  assistance to victims of the Leh  cloudburst  in  August 
2010.

During  the  year,  the Corporation disbursed Rs.2  crores  to  the  Indian 
Institute of Human Settlements (IIHS) -Bengaluru, taking the  Corporation's 
total  contribution  to  IIHS to Rs.4 crores. IIHS is  a  privately  funded 
education institution focusing on various aspects of urban practice.

Training and Human Resource Management:

The  Corporation  believes  that  the ability to keep  learning  is  a  key 
sustainable  advantage  and hence strong emphasis is placed  on  constantly 
upgrading the skills of its employees.

During  the  year,  all  new  recruits  underwent  an  induction   training 
programme.  In addition, employees who were promoted across various  grades 
attended Executive Development and Managerial Skills programmes. During the 
year,  a  leadership  programme was designed and conducted  by  the  Indian 
Institute  of  Management,  Ahmedabad,  for a  select  group  of  employees 
identified on the basis of their performance and future potential.

Amongst  many  others, internal training programmes were conducted  in  the 
areas  of  rural housing finance, corporate  risk  management,  negotiative 
selling skills, credit risk management and six sigma.

The  Corporation  also nominated staff members for a  variety  of  external 
programmes including real estate and housing, education, treasury and  risk 
management,  information technology, taxation and  International  Financial 
Reporting Standards.

Composition of Loans Outstanding (%) (Inclusive of loans sold) (As at March 
31, 2011):
 
Individuals    -    66%	   
Corporates     -    33%	   
Others         -     1%	 

New Initiatives:

HDFC RED:

During  the year, HDFC Real Estate Destination (HDFC RED), an on-line  real 
estate  portal  was launched with the key objective of providing  a  single 
destination  to  potential  home buyers to search  and  short-list  desired 
properties   that  suit  their  requirements.  HDFC  RED  functions  as   a 
centralised  digital  platform to bridge the gap between  home  buyers  and 
developers across India. Developers are charged a subscription fee to  list 
their  projects  on  HDFC RED and in turn are  able  to  attract  potential 
buyers.  HDFC  RED  is  currently operational in  six  cities  in  India  - 
Bengaluru, Chennai, Hyderabad, Mumbai, New Delhi and Pune.

Awards and Recognitions:

During  the  year,  some of the awards and  recognitions  received  by  the 
Corporation include:

*  HDFC is the only Indian company to be included in the fifth annual  list 
of the 2011 World's Most Ethical Companies' by Ethisphere Institute, USA.

* Best Governed Company Award, 2010 - Asian Centre for Corporate Governance 
& Sustainability.

*  India Shining Star CSR Award' -for outstanding CSR in the  Banking  and 
Financial Sector.

* HDFC one of India's Best Managed Companies' - Finance Asia's 10th Annual 
Poll.

*  HDFC the most admired company in the Financial Sector in  India'  -Wall 
Street Journal's Asia 200 survey.

Subsidiary Companies:

In  terms  of  Section  212(8) of the  Companies  Act,  1956,  the  Central 
Government  has  granted its approval, exempting the Corporation  from  the 
requirement  of attaching to its annual report, the balance  sheet,  profit 
and  loss account and the report of the directors and auditors thereon,  in 
respect of all its sixteen subsidiary companies. Accordingly, a copy of the 
balance  sheet, profit and loss account, report of the Board  of  Directors 
and  Report  of the Auditors of the following subsidiary companies  of  the 
Corporation  -  HDFC  Developers Limited, HDFC  Investments  Limited,  HDFC 
Holdings  Limited,  HDFC  Asset Management Company  Limited,  HDFC  Trustee 
Company Limited, HDFC Realty Limited, HDFC Standard Life Insurance  Company 
Limited, HDFC ERGO General Insurance Company Limited, GRUH Finance Limited, 
HDFC  Sales  Private Limited, HDFC Ventures Trustee Company  Limited,  HDFC 
Venture  Capital  Limited,  HDFC  Property  Ventures  Limited  and  Credila 
Financial  Services Private Limited and the following step-down  subsidiary 
companies  -  HDFC Asset Management Company (Singapore)  Pte.  Limited  and 
Griha  Investments  have  not been attached to the  balance  sheet  of  the 
Corporation for the financial year ended March 31, 2011.

The  Annual Report of the Corporation, the annual accounts and the  related 
documents  of  the  Corporation's subsidiary companies are  posted  on  the 
website  of the Corporation, www.hdfc.com. Shareholders who wish to have  a 
copy  of  the annual accounts and detailed information  on  any  subsidiary 
company  can  download  the  same from the website  or  may  write  to  the 
Corporation  for the same. Further, the said documents shall  be  available 
for  inspection  by  the  shareholders at  the  registered  office  of  the 
Corporation.  The  Corporation has not made any loans or  advances  in  the 
nature of loans to any of its subsidiary or associate company or  companies 
in  which  its  directors are deemed to be interested, other  than  in  the 
ordinary course of business.

Review  of Key Subsidiary and Associate Companies HDFC Bank  Limited  (HDFC 
Bank):

HDFC  and  HDFC Bank continue to maintain an arm's length  relationship  in 
accordance  with  the regulatory framework.  Both  organisations,  however, 
capitalise  on the strong synergies through a system of referrals,  special 
arrangements and cross selling in order to effectively provide a wide range 
of products and services under the HDFC brand name.

As at March 31, 2011, net advances of HDFC Bank stood at Rs.1,59,983 crores 
-  an  increase of 27% over the previous year. As at March 31,  2011,  HDFC 
Bank's  distribution network included 1,986 branches and 5,471 ATMs in  996 
cities  as against 1,725 branches and 4,232 ATMs in 779 cities as of  March 
31,  2010.  The bank has a customer base of 21.9 million as  at  March  31, 
2011.

For the year ended March 31, 2011, HDFC Bank reported a profit after tax of 
Rs.3,926   crores  as  against  Rs.2,949  crores  in  the  previous   year, 
representing  an  increase  of 33%. HDFC Bank  recommended  a  dividend  of 
Rs.16.50 per share as against Rs.12 per share in the previous year.

HDFC together with its wholly owned subsidiaries, HDFC Investments  Limited 
and  HDFC Holdings Limited holds 23.4% of the equity share capital of  HDFC 
Bank.

HDFC Standard Life Insurance Company Limited (HDFC Life):

Gross  premium income of HDFC Life for the year ended March 31, 2011  stood 
at Rs.9,004 crores as compared to Rs.7,005 crores in the previous year -  a 
growth of 29%. The sum assured in force for the current year was  Rs.98,917 
crores as compared to Rs.72,610 crores in the previous year.

The  company  has a portfolio of 27 retail products and  6  group  products 
covering  saving,  investment,  protection  and  retirement  needs  of  the 
customers, along with 9 optional rider benefits.

HDFC  Life covers approximately 495 cities and towns in India  through  its 
780  distribution  points  in  the country  with  approximately  1.36  lakh 
financial consultants appointed by the company. HDFC Life also has a strong 
association   with  its  bancassurance  partners,  which  has   contributed 
significantly to the growth of the company during the year.

HDFC Life has reported a loss of Rs.99 crores for the year ended March  31, 
2011.  Like most life insurance companies in the initial phase,  HDFC  Life 
has  reported  losses.  This is essentially due  to  the  accounting  norms 

applicable  to  insurance  companies wherein the  commission  expenses  are 
charged  upfront  in  the  year  in  which  they  are  incurred  while  the 
corresponding  income  is recognised over the entire life of  the  policies 
issued.  The  mismatch  between  expenses and  income  has  the  effect  of 
magnifying the initial losses of HDFC Life.

HDFC holds 72.4% of the equity share capital in HDFC Life.

HDFC Asset Management Company Limited (HDFC-AMC):

HDFC  and  Standard  Life Investment Limited are the  co-sponsors  of  HDFC 
Mutual Fund.

As at March 31, 2011, HDFC-AMC managed 36 debt, equity and exchange  traded 
fund schemes of HDFC Mutual Fund. During the year, the average assets under 
management stood at Rs.95,950 crores (which is inclusive of average  assets 
under discretionary portfolio management/advisory services). The number  of 
investor  accounts  increased  to over 46 lakhs as at  March  31,  2011  as 
compared to 39 lakhs in the previous year.

As  at March 31, 2011, HDFC-AMC has points of acceptances in 114  locations 
across the country.

For the year ended March 31, 2011, HDFC-AMC reported a profit after tax  of 
Rs.242.18 crores as against Rs.208.37 crores in the previous year. HDFC-AMC 
paid  an interim dividend of Rs.29 per share for the financial  year  ended 
March 31, 2011.

HDFC holds 60% of the equity share capital of HDFC-AMC.

HDFC ERGO General Insurance Company Limited (HDFC-ERGO):

For  the year ended March 31, 2011, HDFC-ERGO retained the ranking  as  the 
fifth  largest  private sector player in the  general  insurance  industry. 
Continuing   its  multi-product  and  multi-channel   strategy,   HDFC-ERGO 
leverages on its distribution infrastructure developed over the years.

The  company  offers  a complete range of insurance  products  like  motor, 
health,  travel,  home  and personal accident in  the  retail  segment  and 
customised products like property, marine, aviation and liability insurance 
in  the  corporate segment. The company continues to leverage on  the  HDFC 
group's  distribution  capability  to drive its growth and  relies  on  the 
technical capability of ERGO in the field of general insurance. The company 
has a balanced portfolio mix with the retail segment accounting for 57%  of 
the business.

The general insurance industry registered a growth of 23% in FY 2010-11  as 
compared to 13% in the previous year. In comparison, during the year, HDFC-
ERGO  recorded  a growth of 40%, with a Gross  Written  Premium  (including 
cessions from the motor pool) of Rs.1,408 crores as against Rs.1,005 crores 
in the previous year.

After  providing  for the higher losses from the Indian Motor  Third  Party 
Insurance  Pool  (IMTPIP),  during the year, the company  made  a  loss  of 
Rs.36.4  crores as against a loss of Rs.94.3 crores in the  previous  year. 
Loss  from IMTPIP was Rs.69 crores as against loss of Rs.15 crores  in  the 
previous year.

HDFC holds 74% of the equity share capital of HDFC-ERGO.

Profits:

                      (Rs. in crores)
Year      Profit Before  Profit After 
          Tax            Tax

2007           1,968          1,570
2008*          2,737          1,943
2009           3,219          2,283
2010           3,916          2,826
2011           4,867          3,535

HDFC Property Funds:

HDFC  Venture  Capital  Limited (HVCL) is the investment  manager  to  HDFC 
Property  Fund, a registered venture capital fund with the  Securities  and 
Exchange Board of India (SEBI).

HDFC  Property  Fund currently has two schemes. The first  scheme  is  HDFC 
India  Real Estate Fund (HI-REF), with a corpus of Rs.1,000  crores,  which 
has been fully invested. During the year, the scheme fully exited from  one 
investment and made partial exits from two other investments.

The second scheme, HDFC IT Corridor Fund has a corpus of Rs.446.40  crores. 
This  scheme  has  disbursed the entire corpus in  rental  income  yielding 
commercial properties in major cities in India and exits are being explored 
for some investments of the scheme.

During  the  year,  HVCL made a profit after tax of  Rs.12.21  crores.  The 
directors of HVCL approved the payment of two interim dividends aggregating 
Rs.200 per equity share.

HDFC holds 80.5% of the equity share capital of HVCL.

HDFC Property Ventures Limited (HPVL) provides investment advisory services 
to Indian and overseas asset management companies (AMCs). Such AMCs in turn 
manage and advise Indian and offshore private equity funds.

During  the  year,  HPVL made a profit after tax  of  Rs.3.39  crores.  The 
directors of HPVL approved the payment of two interim dividends aggregating 
Rs.20 per equity share.

HDFC holds 100% of the equity share capital of HPVL.

GRUH Finance Limited (GRUH):

GRUH  is a housing finance company with operations primarily in the  states 
of Gujarat and Maharashtra and has now expanded its network to other states 
like  Karnataka,  Madhya Pradesh, Rajasthan, Chhattisgarh and  Tamil  Nadu. 
During  the  year,  GRUH disbursed loans amounting to  Rs.1,211  crores  as 
compared to Rs.780 crores in the previous year - an increase of 55%.

For  the  year ended March 31, 2011, GRUH reported a profit  after  tax  of 
Rs.91.51  crores as compared to Rs.68.96 crores in the previous year  -  an 
increase  of 33%. The company recommended a dividend of Rs.8.50  per  share 
and in addition also recommended a special dividend of Rs.2.50 per share to 
commemorate the Silver Jubilee of the company, taking the total recommended 
dividend  to  Rs.11  per  share as compared to Rs.6.50  per  share  in  the 
previous year.

HDFC's holding in GRUH currently stands at 60.6%.

HDFC Sales Private Limited (HSPL):

HDFC Sales Private Limited (HSPL) continues to strengthen the Corporation's 
marketing  and sales efforts by providing a dedicated sales force  to  sell 
home loans and other financial products.

HSPL  has a presence in 71 locations. During the period under review,  HSPL 
sourced loans accounting for 46% of individual loans disbursed by HDFC.

HSPL is a wholly owned subsidiary of HDFC.

Credila Financial Services Private Limited (Credila):

Credila is India's first dedicated education loan company, providing  loans 
to  students  pursuing higher education in India and  abroad.  Credila  has 
funded  students  studying  in over 500  educational  institutes,  pursuing 
higher studies in more than 20 countries.

As  at March 31, 2011, Credila had cumulatively disbursed Rs.190 crores  in 
respect of 2,741 loans. The average loan amount disbursed is Rs.7 lakhs.

In addition to having its own offices and sourcing applications through the 
web,  Credila  capitalises  on HDFC's distribution network  to  source  and 
market education loans.

The  Reserve  Bank of India has categorised education  loans  as  priority 
sector'  lending. Credila's borrowers are entitled to income tax  exemption 
under Section 80E of the Income Tax Act, 1961.

HDFC holds 62.3% of the equity share capital of Credila.

Particulars of Employees:

HDFC had 1,607 employees as of March 31, 2011. During the year, 8 employees 
employed throughout the year were in receipt of remuneration of Rs.60 lakhs 
or more per annum.

In accordance with the provisions of Section 217(2A) of the Companies  Act, 
1956  and the rules framed thereunder, the names and other  particulars  of 
employees  are set out in the annex to the Directors' Report. In  terms  of 
the  provisions  of Section 219(1)(b)(iv) of the Companies Act,  1956,  the 
Directors' Report is being sent to all the shareholders of the  Corporation 
excluding the annex. Any shareholder interested in obtaining a copy of  the 
said annex may write to the Corporation.

Employees Stock Option Scheme (ESOS):

The  Corporation  had not granted any stock options during  the  year.  The 
options were last granted in November 2008. Unexercised options as at April 
1, 2010 relates to ESOS-05, ESOS-07 and ESOS-08.

During  the  year,  options  vested  aggregated  to  1,54,668  and  options 
exercised  aggregated  to  34,36,095. Pursuant to the  said  exercise,  the 
Corporation  received  from  the employees  Rs.473.54  crores  as  exercise 
consideration  (excluding tax), of which Rs.3.44 crores was  towards  share 
capital  and Rs.470.10 crores towards securities premium. During the  year, 
pursuant to the exercise of options, 1,71,80,475 equity shares of Rs.2 each 
have been allotted to the concerned employees.

During  the  year, 9,736 options lapsed. Options in force as at  March  31, 
2011  stood at 83,22,488. Pursuant to the subdivision of the face value  of 
the  equity  shares of the Corporation from Rs.10 to Rs.2,  upon  exercise, 
each  option  is entitled to 5 equity shares of Rs.2 each  as  against  one 
equity share of Rs.10 each prior to the sub-division.

There has been no variation in the terms of the options granted.

The Corporation had granted the stock options at the market price and hence 
the  intrinsic value of the option was nil. Consequently, the  compensation 
cost was nil. As no options were granted during the year, the  compensation 
cost under the fair value method was also nil.

The diluted EPS is Rs.23.66 against a basic EPS of Rs.24.18.

Unclaimed Dividend:

As  at  March 31, 2011, dividend amounting to Rs.8.60 crores has  not  been 
claimed  by  shareholders  of the Corporation.  The  Corporation  has  been 
periodically  intimating  the  concerned shareholders  requesting  them  to 
encash  their dividend before it becomes due for transfer to the IEPF.  The 
Corporation continues to take various initiatives to reduce the quantum  of 
unclaimed  dividend.  These  inter  alia  include  periodic  reminders   to 
shareholders  requesting  them  to claim their  dividend,  including  final 
reminders to those shareholders who have not claimed their dividend  before 
the  same  is due for transfer to the IEPF. The Corporation  also  provides 
direct  credit  of  unclaimed dividend to the shareholders  having  a  bank 
account with HDFC Bank or whose 9 digit MICR code is made available to  the 
Corporation by the Depositories and dispatches duplicate dividend  warrants 
directly to the concerned banks wherever the details are made available  by 
the Depositories.

As per the provisions of Section 205C of the Companies Act, 1956, unclaimed 
dividend  amounting  to Rs.33.96 lakhs for the financial year  2002-03  was 
transferred  to  the  IEPF on September 8,  2010.  Further,  the  unclaimed 
dividend amounting to Rs.47.84 lakhs in respect of the financial year 2003-
04  must be claimed by August 24, 2011, failing which it is required to  be 
transferred  to the IEPF within a period of 30 days from the said date.  In 
terms  of said section, no claim would lie against the Corporation  or  the 
IEPF after the transfer.

Unclaimed Shares:

Pursuant  to  an  amendment to Clause 5A of  the  Listing  Agreements,  the 
Corporation has identified share certificates issued by it in physical form 
to its shareholders which are lying unclaimed.

The Corporation has sent reminders to the concerned shareholders requesting 
them  to  contact the Investor Services Department of  the  Corporation  to 
claim  their  shares, subject to submission and verification  of  requisite 
documents and compliance with procedures as prescribed in the said clause.
Particulars  Regarding  Conservation of Energy, Technology  Absorption  and 

Foreign Exchange Earnings and Outgo:

The particulars regarding foreign exchange earnings and expenditure  appear 
as  Item No. 13 in the Notes to the Accounts. Since HDFC does not  own  any 
manufacturing  facility the other particulars relating to  conservation  of 
energy and technology absorption as stipulated in the Companies (Disclosure 
of Particulars in the Report of the Board of Directors) Rules, 1988 are not 
applicable.

Directors:

Mr.  D.M. Satwalekar resigned as a director of the Corporation with  effect 
from November 13, 2010. Mr. Satwalekar had joined the Corporation in  1979. 
He  was the Managing Director of the Corporation from 1993 up to  2000.  He 
was thereafter appointed as the Managing Director & Chief Executive Officer 
of  HDFC  Standard  Life  Insurance Company Limited  (HDFC  Life)  and  was 
appointed as a non-executive director of the Corporation in 2000.

The Board of Directors wish to place on record its sincere appreciation and 
gratitude for the dedicated service and invaluable contribution made by Mr. 
Satwalekar during his tenure with the Corporation and HDFC Life.

The  Board  of  Directors, at its meeting held on  October  18,  2010,  re-
appointed  Mr. Keki M. Mistry as the Managing Director of  the  Corporation 
(designated as the Vice Chairman & Chief Executive Officer') for a  period 
of 5 years, with effect from November 14, 2010, subject to the approval  of 
the members at the ensuing AGM.

In  accordance  with  the provisions of the Companies  Act,  1956  and  the 
Articles  of  Association of the Corporation, Mr. D. N. Ghosh, Dr.  Ram  S. 
Tarneja and Dr. Bimal Jalan are liable to retire by rotation at the ensuing 
AGM. They are eligible for re-appointment.

Necessary  resolutions  for the re-appointment of the  aforesaid  directors 
have been included in the notice convening the ensuing AGM.

All  the  directors  of the Corporation have confirmed that  they  are  not 
disqualified  from  being  appointed  as  directors  in  terms  of  Section 
274(1)(g) of the Companies Act, 1956.

Auditors:

Messrs.   Deloitte   Haskins  &  Sells,   Chartered   Accountants,   having 
registration  number  117366W, statutory auditors of  the  Corporation  and 
branch  auditors  to audit the accounts at the  Corporation's  branches  in 
India and offices in London and Singapore hold office until the  conclusion 
of the ensuing AGM and are eligible for re-appointment.

The Corporation has received a confirmation from Mess's Deloitte Haskins  & 
Sells  to the effect that their appointment, if made, would be  within  the 
limits prescribed under Section 224(1B) of the Companies Act, 1956.

Messrs. PKF, Chartered Accountants, having registration number 10 issued by 
the  Ministry  of Economy, U.A.E. was appointed as the branch  auditors  to 
audit the accounts of the Corporation's branch office in Dubai. Their  term 
expires  at  the  end  of the ensuing AGM and they  are  eligible  for  re-
appointment.

Directors' Responsibility Statement:

In accordance with the provisions of Section 217(2AA) of the Companies Act, 
1956  and  based  on  the information  provided  by  the  management,  your 
directors state that:

i.  In  the  preparation  of annual  accounts,  the  applicable  accounting 
standards have been followed;

ii. Accounting policies selected were applied consistently. Reasonable  and 
prudent  judgements and estimates were made so as to give a true  and  fair 
view of the state of affairs of the Corporation as at the end of March  31, 
2011 and of the profit of the Corporation for the year ended on that date;

iii.  Proper  and  sufficient care has been taken for  the  maintenance  of 
adequate  accounting  records  in accordance with  the  provisions  of  the 
Companies Act, 1956 for safeguarding the assets of the Corporation and  for 
preventing and detecting frauds and other irregularities; and

iv.  The annual accounts of the Corporation have been prepared on  a  going 
concern basis.

Management  Discussion and Analysis Report and Report of the  Directors  on 
Corporate Governance:

In  accordance  with Clause 49 of the listing  agreements,  the  Management 
Discussion and Analysis Report and the Report of the Directors on Corporate 
Governance form part of this report.

Corporate Governance - Voluntary Guidelines:

The  Board of Directors have taken cognisance of the Corporate  Governance 
Voluntary  Guidelines  2009' issued by the Ministry  of  Corporate  Affairs 
(MCA) in December 2009. While the guidelines are recommendatory in  nature, 
the  board  recognises  the  importance  and  need  to  constantly   assess 
governance  practices thereby ensuring a sustainable  business  environment 
that  generates  long-term  value to all key stakeholders.  The  board  has 
adopted several provisions of the said guidelines.

Acknowledgements:

The Corporation would like to acknowledge the role of all its  stakeholders 
-  shareholders, borrowers, depositors, key partners and lenders for  their 
continuing support to the Corporation.

The  directors  appreciate the guidance received  from  various  regulatory 
authorities  including  NHB,  RBI,  SEBI,  MCA,  Registrar  of   Companies, 
Financial  Intelligence Unit (India), Foreign Investment  Promotion  Board, 
the Stock Exchanges and the Depositories.

Your  directors  value  the professionalism of all  the  employees  of  the 
Corporation  who have relentlessly worked in a challenging environment  and 
whose efforts have stood the Corporation in good stead.

                                        On behalf of the Board of Directors
 
Place: MUMBAI	                                           DEEPAK S. PAREKH
Dated: May 10, 2011	                                           Chairman

Management Discussion and Analysis Report:

Macro-economic Overview:

During the year under review, the Indian economy continued to be  resilient 
with an estimated GDP growth rate of 8.6%. This growth has been on the back 
of  an above normal monsoon and a robust services sector that continued  to 
be  the bedrock of the Indian economy. As at March 31,  2011,  year-on-year 
bank credit growth was strong at 21% while year-on-year deposit growth  was 
lower  at 16%. In FY 2010-11, foreign institutional investor (FII)  inflows 
remained buoyant at USD 30 billion.

Inflation  continued  to  be  one of the  key  concerns  for  the  economy, 
particularly  food  inflation,  which remained in the  double  digit  range 
during the year. The rising price of crude oil prices and other commodities 
also  contributed to higher inflation. During FY 2010-11,  India's  central 
bank,  the  Reserve  Bank of India, increased the repo rate  by  175  basis 
points to 6.75% and the reverse repo by 225 basis points to 5.75% to anchor 
inflationary expectations.

Market Scenario:

Strong economic growth and rising consumer confidence during the year had a 
positive  impact  on the housing sector. Despite the increase  in  interest 
rates on home loans during the year, the demand for housing remained strong 
across  the  country.  However, residential real estate  prices  in  a  few 
pockets  of  the country had risen to unrealistic levels,  resulting  in  a 
slight slowdown in the volume of sales in these locations.

There  has  been  a pick-up in commercial real estate as  compared  to  the 
previous  year,  with  demand coming  particularly  from  the  professional 
services  industry,  financial services, telecom and IT & ITES  which  have 
absorbed  large spaces. The commercial rental market also saw a pick-up  in 
demand, resulting in an increase in commercial rents.

Measures  on the housing sector in the Union Budget  2011-12  predominantly 
focused on enhancing affordable housing. The 1% Interest Subvention  Scheme 
was  further  liberalised  wherein housing loans up to Rs.  15  lakhs  with 
property cost up to Rs. 25 lakhs would qualify under the scheme. There  was 
also a commitment to create a Mortgage Risk Guarantee Fund under Rajiv Awas 
Yojana  to  enhance  credit  worthiness  of  housing  loans  given  to  the 
economically weaker sections and low income group.

Interest Rate Scenario:

In line with the interest rate movements in the economy, HDFC increased its 
Corporate  Prime Lending Rate (CPLR) for non-individual loans by 175  basis 
points during the year under review. The CPLR is a dynamic benchmark  based 
on  an  index of money market instruments. HDFC also increased  its  Retail 
Prime Lending Rate (RPLR) by 175 basis points during the year.

Lending Operations:

Loan  approvals  during  the  year were Rs.75,185  crores  as  compared  to 
Rs.60,611  crores in the previous year, representing a growth of 24%.  Loan 
disbursements  during the year were Rs.60,314 crores as  against  Rs.50,413 
crores in the previous year, representing a growth of 20%.

Cumulative  loan  approvals  and disbursements as at March  31,  2011  were 
Rs.3,73,246 crores and Rs.3,02,533 crores respectively. This is in  respect 
of approximately 3.8 million housing units.

The demand for individual home loans continued to be robust, despite rising 
interest  rates. Other enabling factors included rising disposable  incomes 
and  continued  fiscal  incentives  on  housing  loans.  During  the  year, 
individual approvals grew at 25% and disbursements grew by 27% as  compared 
to the previous year. The average size of individual loans stood at Rs.18.6 
lakhs.

Sale of Loans:

During  the  year, the Corporation, under the loan  assignment  route  sold 
individual  loans of Rs.4,379 crores to HDFC Bank pursuant to  the  buyback 
option  embedded in the home loan arrangement between the  Corporation  and 
HDFC  Bank.  Out of the total loans assigned, Rs.4,053  crores  qualify  as 
priority sector advances for the bank.

As  at  March 31, 2011, total loans outstanding in respect  of  loans  sold 
stood  at Rs.12,147 crores. HDFC continues to service the loans sold  under 
these  transactions and is entitled to the residual interest on  the  loans 
sold.  The  residual  interest on the individual loans sold  is  1.57%  per 
annum.

The residual income on the loans sold is being recognised over the life  of 
the  underlying  loans, and not on an upfront basis. Issues  through  which 
loans  have  been  sold have been rated by external agencies  and  carry  a 
rating indicating the highest degree of safety.

Loan Portfolio:

The  loan approval process of HDFC is decentralised, with varying  approval 
limits. Approval of lending proposals beyond certain limits is referred  to 
the  committee of management (COM). Larger proposals, as  appropriate,  are 
referred to the Board of Directors.

During  the  year, HDFC's loan book increased to  Rs.1,17,127  crores  from 
Rs.97,967  crores  in  the  previous  year.  In  addition  to  this,  loans 
securitised and/or assigned by the Corporation and outstanding as at  March 
31, 2011 amounted to Rs.12,147 crores.

Loans Outstanding:

Year           (Rs. in crores)

2007                 56,512
2008                 73,328
2009                 85,198
2010                 97,967
2011                117,127

The  net increase in the loan book of Rs.19,160 crores has been  determined 
after  taking  into account loan repayments of Rs.36,756  crores  (previous 
year Rs.31,872 crores) and net loans written off during the year  amounting 
to Rs.19.75 crores (previous year Rs.16.38 crores). 

The  loan  book, net of loans sold has grown by 20% during  the  year.  The 
growth  in the loan book would have been higher at 24% had the  Corporation 
not sold any loans during the year.

Dual Rate Home Loans (DRHL):

In  November 2009, the Corporation introduced a flexible home loan  product 
with  dual  interest rates. The DRHL product comprises two  components  -an 
initial  fixed  rate period up to March 31, 2012 and  thereafter  the  loan 
switches  to  a floating rate linked to the RPLR. All the DRHL  loans  will 
convert  to  floating  rates  linked to the RPLR  on  April  1,  2012.  The 
outstanding individual loans under DRHL as at March 31, 2011 was  Rs.22,334 
crores.

This  loan product was launched as a result of the steep yield curve  where 
the  short term interest rates were significantly lower than the medium  to 
long term rates. The product was extremely well received by customers. With 
the  flattening of the yield curve and the hardening of interest  rates  in 
the economy, the product was withdrawn with effect from December 1, 2010.

The Corporation adopted a cautious approach to appraise such loans  wherein 
the repayment capacity and credit worthiness is determined on the basis  of 
the  instalment that the customer is expected to pay with effect  from  the 
commencement of the subsequent period on a variable rate basis.

The  Corporation accounts only for the lower rate of interest  until  March 
31,  2012  and  with effect from April 1, 2012 will  start  accounting  for 
income at the higher rates that will be applicable.

During  the  year,  the  National  Housing  Bank  (NHB)  has  stipulated  a 
provisioning  of 2% on standard assets in respect of housing loans  granted 
under the DRHL scheme which the Corporation has fully provided for.

Marketing and Distribution:

HDFC's distribution network spans 289 outlets, which include 71 offices  of 
the  wholly owned distribution company, HDFC Sales Private Limited  (HSPL). 
In addition, HDFC covers over 90 locations through outreach programmes.

To  ensure a wider geographic reach, third party channels form an  integral 
part of the distribution network. Distribution channels sourcing loans  for 
HDFC  include HSPL, which provides HDFC with a dedicated sales force,  HDFC 
Bank  and a few third party direct selling associates (DSAs).  Distribution 
channels only source loans, while HDFC continues to retain control over the 
credit,  legal  and  technical appraisal, ensuring  no  compromise  on  the 
quality  of  loans  disbursed and is  consistent  across  all  distribution 
channels.

Total  loans sourced from distribution channels during the  year  accounted 
for  83%  of individual loans disbursed by HDFC in value terms.  The  total 
commission  payable to distribution channels amounted to Rs.199.45  crores. 
The  entire amount has been charged to the Profit and Loss Account  against 
fee income.

HDFC  organises property fairs across major cities in the country. The  aim 
of  these fairs is to provide a wide spectrum of approved projects under  a 
single roof. These fairs in turn help customers in making their decision to 
buy a home. Under India Homes Fair', HDFC brings together eminent builders 
who  showcase  their properties for the Indian Diaspora. During  the  year, 
HDFC  organised  India Homes Fair'  in London,  Singapore,  Kuwait,  Saudi 
Arabia and Qatar.

Cross-selling  of  financial products and services continued  to  form  the 
cornerstone of HDFC's marketing strategy, thereby providing a wide range of 
financial services and products under the HDFC umbrella'. HDFC distributes 
insurance  products under a referral fee programme with HDFC Standard  Life 
Insurance  Company  Limited  (HDFC Life) and HDFC  ERGO  General  Insurance 
Company Limited (HDFC-ERGO). In addition, the distribution networks of HDFC 
and  HSPL  are used by Credila Financial Services  Private  Limited,  which 
offers education loans.

Investments:

The  Investment  Committee  constituted  by  the  Board  of  Directors   is 
responsible  for approving investment proposals in line with the limits  as 
set  out by the Board of Directors. The Executive Directors are members  of 
the Committee.

The investment function supports the core business of housing finance.  The 
investment  mandate  includes  ensuring adequate  levels  of  liquidity  to 
support core business requirements, maintaining a high degree of safety and 
optimising the level of returns, consistent with acceptable levels of risk.
As at March 31, 2011, the investment portfolio stood at Rs.11,832 crores as 
against Rs.10,727 crores last year. The proportion of investments to  total 
assets was 9%.

Housing  Finance  Companies  (HFCs) are required to  maintain  a  statutory 
liquidity  ratio (SLR) in respect of public deposits raised. Currently  the 
SLR requirement is 12.5% of public deposits. As at March 31, 2011, HDFC had 
Rs.1,516  crores  in  bonds of the National Housing  Bank  (NHB)  and  bank 
deposits and Rs.1,278 crores in government securities.

As  at  March 31, 2011, the treasury portfolio  (excluding  investments  in 
equity shares) had an average balance period to maturity of 15 months.  The 
average yield on the non-equity portfolio for the year was 8.71% per annum.

HDFC has classified its investments into current and long-term investments. 
The  current investments have been entirely marked to market'. In  respect 
of  long-term  investments,  provisions  have  been  made  to  reflect  any 
permanent  diminution in the value of investments. The aggregate  provision 
on  account of such current and long-term investments amounts  to  Rs.56.85 
crores.  After  considering the opening balance of Rs.36.41 crores  in  the 
diminution  in  the  value of Investments account, and the  write  back  of 
provisions  on account of investments sold, a provision of Rs.20.44  crores 
has been made for diminution in value of investments through the  Provision 
for Contingencies account. As at March 31, 2011, the market value of quoted 
investments  was  higher by Rs.21,392 crores as compared to  the  value  at 
which these investments are reflected in the balance sheet. This unrealised 
gain  includes  appreciation  in the market value of  investments  held  by 
HDFC's  wholly  owned  subsidiaries,  HDFC  Investments  Limited  and  HDFC 
Holdings Limited.

Subsidiaries and Associates:

Though  housing  remains  the core business, HDFC  has  continued  to  make 
investments  in its subsidiary and associate companies.  These  investments 
are made in companies where there are strong synergies with HDFC. HDFC will 
continue  to  explore avenues for such investments with  the  objective  of 
providing  a wide range of financial services and products under  the  HDFC 
brand name.

During the year, HDFC made gross investments in the equity share capital of 
its   subsidiary  companies,  HDFC-ERGO  (Rs.129.50  crores),   HDFC   Life 
(Rs.117.58  crores) and Credila Financial Services Private  Limited  (Rs.17 
crores).

The shareholding of HDFC (together with its nominees) in its key subsidiary 
and associate companies as at March 31, 2011 is mentioned below:
 
Company	                                          Shareholding %	   
		   
HDFC Developers Limited	                               100.0	   
HDFC Investments Limited	                       100.0	   
HDFC Holdings Limited	                               100.0	   
HDFC Trustee Company Limited	                       100.0	   
HDFC Realty Limited	                               100.0	   
HDFC Property Ventures Limited	                       100.0	   
HDFC Sales Private Limited	                       100.0	   
HDFC Ventures Trustee Company Limited	               100.0	   
HDFC Venture Capital Limited	                        80.5	   
HDFC ERGO General Insurance Company Limited	        74.0	   
HDFC Standard Life Insurance Company Limited	        72.4	   
Credila Financial Services Private Limited	        62.3	   
GRUH Finance Limited	                                60.7	   
HDFC Asset Management Company Limited	                60.0	   
HDFC Bank Limited*	                                23.4	 

* (Inclusive of shareholding of HDFC Investments Limited and HDFC  Holdings 
Limited)

Recoveries:

With  effect from March 31, 2005, an asset is a non-performing asset  (NPA) 
if the interest or instalment is overdue for 90 days as against the earlier 
norm  where  a  loan was a NPA if the account was in  arrears  for  over  6 
months.

Gross non-performing loans outstanding (along with debentures and corporate 
deposits  for financing real estate projects) amounted to Rs.903.85  crores 
as  at March 31, 2011, constituting 0.77% of the portfolio.  The  principal 
outstanding  in respect of individual loans where the instalments  were  in 
arrears constituted 0.72% of the individual portfolio and the corresponding 
figure  was  0.84%  in respect of the non-individual  portfolio.  HDFC  has 
written  off  loans aggregating to Rs.20.62 crores during  the  year.  This 
pertains  to the housing loans outstanding in respect of  1,091  individual 
borrowers.  These  loans  have  been  written  off  pursuant  to   one-time 
settlements, where HDFC will continue making efforts to recover the  money. 
During the year, HDFC has written back loans aggregating to Rs.0.87  crores 
(these were loans written off in earlier years). The net write off for  the 
year is Rs.19.75 crores. With this, HDFC has, since inception, written  off 
loans (net of subsequent recovery) aggregating to Rs.112.92 crores. Thus as 
at  March  31, 2011, the total loan write-offs stood at 4 basis  points  of 
cumulative disbursements since inception of the Corporation.

Provision for Contingencies:

In terms of the prudential norms as stipulated by NHB, HDFC is required  to 
carry  a  provision  in  respect of non-performing  assets  and  a  general 
provision  on outstanding standard non-housing loans. In  addition,  during 
the  year, NHB further stipulated a general provision of 0.40% on  standard 
assets  under  housing  loans  to non-individuals and  a  2%  provision  on 
standard  assets  in respect of housing loans granted under the  Dual  Rate 
Home  Loan scheme. This requirement has been partly met by  utilisation  of 
Rs.298.59  crores (net) from Additional Reserve under Section 29 C  of  the 
National  Housing Bank Act, 1987. Based on the aforesaid as per NHB  norms, 
the Corporation is required to carry a total provision of Rs.813.53 crores.

During  the year, HDFC has utilised Rs.43.20 crores out of the  balance  in 
provision for contingencies primarily on account of provision in diminution 
of value of investments and loan write-offs. After taking into account  the 
transfers  as  well as the net utilisation, the balance  in  provision  for 
contingencies as at March 31, 2011 stood at Rs.1,124.37 crores.

Year                Number of 
                    Outlets*

2007                  289 
2008                  279 
2009                  267 
2010                  250 
2011                  234

* Inclusive of outlets of wholly owned  distribution company.

Fixed Assets:

Net  fixed  assets  as  at March 31,  2011  amounted  to  Rs.233.95  crores 
(previous year Rs.222.11 crores).

Subordinated Debt:

During  the year, the Corporation raised Rs.1,000 crores through the  issue 
of long-term Unsecured Redeemable Non-Convertible Subordinated  Debentures. 
The subordinated debt was assigned a AAA' rating from both CRISIL  Limited 
(CRISIL) and ICRA Limited (ICRA).

As at March 31, 2011, the Corporation's outstanding subordinated debt stood 
at  Rs.2,875 crores. The debt is subordinated to present and future  senior 
indebtedness of the Corporation and has been assigned the highest rating by 
CRISIL  and  ICRA. Based on the balance term to maturity, as at  March  31, 
2011, Rs.2,375 crores of the book value of subordinated debt is  considered 
as  Tier  II  under the guidelines issued by the NHB  for  the  purpose  of 
capital adequacy computation.

Foreign Currency Convertible Bonds (FCCB):

In  September 2005, the Corporation concluded the issue of USD 500  million 
zero  coupon  FCCB. The bonds were convertible into equity  shares  of  the 
Corporation  of  the face value of Rs.10 each up to the close  of  business 
hours on July 29, 2010 at the option of the holders, at Rs.1,399 per equity 
share, representing a conversion premium of 50% over the initial  reference 
share price.

During  the year, 906 FCCB were converted into 28,31,021 equity  shares  of 
face value of Rs.10 each, which were entitled to the receipt of dividend as 
the  same  were converted prior to the date of book  closure.  Accordingly, 
dividend  in  respect  of the previous year amounting  to  Rs.11.88  crores 
(inclusive of tax) was paid during the year.

During the year, an amount of Rs.2.83 crores has been credited to the Share 
Capital Account and an amount of Rs.407.89 crores has been credited to  the 
Securities Premium Account.

All  the bonds were lodged with the Corporation for conversion into  equity 
shares  on  or  prior to the last date for conversion.  In  aggregate,  the 
Corporation  allotted 1,56,23,732 equity shares of Rs.10 each  pursuant  to 
the  conversion  of  the FCCB. Hence, there are no  outstanding  FCCB.  The 
increase  in net worth as a result of the FCCB over the life  was  Rs.2,186 
crores.

Borrowings:

Borrowings  as at March 31, 2011 amounted to Rs.1,15,410 crores as  against 
Rs.96,565  crores  in the previous year - an increase  of  20%.  Borrowings 
constituted  87%  of  funds employed as at March 31,  2011.  Of  the  total 
borrowings, bonds and debentures constituted 42%, domestic term loans  36%, 
deposits 21% and international borrowings 1%.

Foreign Currency Borrowings:

The  outstanding  foreign currency borrowings  constitute  borrowings  from 
FCNR(B)  loans from domestic commercial banks (USD 743.54  million),  Asian 
Development  Bank  under the Housing Finance Facility  Project  (USD  71.63 
million),  International  Finance  Corporation (USD 100  million),  KfW  of 
Germany (Euro 6.14 million), DEG, a member of the KfW Group (USD 5 million) 
and Short Term Foreign Currency Borrowings (USD 175 million).

Deposits:

As  at March 31, 2011, outstanding deposits stood at Rs.24,625 crores.  The 
depositor base stood at approximately 9.67 lac depositors.

Breakdown of Borrowings (%) (As at March 31, 2011):
 
Deposits                      -    21%		   
International Borrowings      -     1%	   
Domestic Term Loans           -    36%	   
Bonds & Debentures            -    42%	 

CRISIL  and ICRA have for the sixteenth consecutive year, reaffirmed  their 
AAA'  rating for HDFC's deposits. This rating represents highest  safety' 
as regards timely repayment of principal and interest.

HDFC  pays brokerage to agents who mobilise retail deposits. The  brokerage 
is linked to the amount and the period of deposit and is paid up-front  for 
the  full  term  of the deposit. In addition, agents  who  achieve  certain 
collection  targets  are  paid  an  incentive  every  year.  In  line  with 
international accounting standards, HDFC has been amortising the brokerage, 
proportionately over the term of the deposit. Incentive brokerage is  being 
fully charged to the Profit and Loss Account in the year of payment.

Borrowings from Banks and Financial Institutions:

During  the  year, HDFC raised loans from commercial banks  aggregating  to 
Rs.29,538  crores. Out of this, loans amounting to Rs.2,610 crores  qualify 
for priority sector allocation. HDFC raised a further Rs.2,528 crores  from 
the banking sector as FCNR (B) loans.

As  at  March 31, 2011, the total loans outstanding from  banks,  financial 
institutions and the National Housing Bank amounted to Rs.40,778 crores  as 
compared to Rs.30,360 crores as at March 31, 2010.

Non-Convertible Debentures (NCD):

During  the year, the Corporation issued NCD amounting to Rs.13,865  crores 
on a private placement basis. The Corporation's NCD issues have been listed 
on  the  Wholesale Debt Market segment of the National  Stock  Exchange  of 
India  Limited (NSE). The Corporation's NCD have been assigned the  highest 
rating of AAA' by both CRISIL and ICRA.

During  the  year,  the  Corporation utilised  Rs.532  crores  out  of  the 
Securities  Premium Account in accordance with Section 78 of the  Companies 
Act, 1956.

Risk Management:

The  Financial Risk Management and Hedging Policy as approved by the  Audit 
Committee  sets limits for exposures on currency and interest  rates.  HDFC 
manages  its  interest  rate  and currency  risk  in  accordance  with  the 
guidelines  prescribed.  The risk management strategy has been  to  protect 
against  foreign  exchange  risk, whilst at the  same  time  exploring  any 
opportunities  for an upside, so as to keep the maximum all-in cost on  the 
borrowing  in  line  with  or lower than the cost of  a  borrowing  in  the 
domestic market for a similar maturity.

HDFC  has  to manage various risks associated with the  mortgage  business. 
These risks include credit risk, liquidity risk, foreign exchange risk  and 
interest  rate  risk.  HDFC manages credit risk  through  stringent  credit 
norms.  Liquidity  risk  and interest rate risks arising  out  of  maturity 
mismatch  of assets and liabilities are managed through regular  monitoring 
of the maturity profiles.

HDFC  has  from time to time entered into risk management  arrangements  in 
order  to hedge its exposure to foreign exchange and interest  rate  risks. 
The  currency  risk  on  the  borrowings  is  actively  hedged  through   a 
combination  of  dollar denominated assets, long  term  forward  contracts, 
principal only swaps, full currency swaps and currency options.

As  at March 31, 2011, the Corporation had foreign currency  borrowings  of 
USD  1,103.9  million  equivalent.  The entire  principal  on  the  foreign 
currency  borrowings  has  been  hedged by way  of  principal  only  swaps, 
currency  options, forward contracts and risk management arrangements  with 
financial  institutions. Further, interest rate swaps on a notional  amount 
of  USD 15 million equivalent are outstanding and have been  undertaken  to 
hedge  the  interest rate risk on the foreign currency  borrowings.  As  at 
March  31,  2011,  the  Corporation's  net  foreign  currency  exposure  on 
borrowings net of risk management arrangements was nil.

As a part of asset liability management and on account of the  predominance 
of  HDFC's  Adjustable  Rate Home Loan product as well  as  to  reduce  the 
overall  cost  of  borrowings, HDFC has entered into  interest  rate  swaps 
wherein  it  has converted its fixed rate rupee liabilities of  a  notional 
amount of Rs.23,255 crores as at March 31, 2011 for varying maturities into 
floating  rate liabilities linked to various benchmarks. In addition,  HDFC 
has  entered into cross currency swaps of a notional amount of  USD  697.50 
million  equivalent  wherein it has converted its  rupee  liabilities  into 
foreign currency liabilities and the interest rate is linked to  benchmarks 
of the respective currencies.

The  total net foreign currency exposure inclusive of cross currency  swaps 
is  USD  304.21  million.  The  open position is  at  1.18%  of  the  total 
borrowings of HDFC.

Assets  and  liabilities  in  foreign  currency  net  of  risk   management 
arrangements are revalued at the rates of exchange prevailing at the end of 
the year. Cross currency swaps have been marked to market at the year end.

Asset-Liability Management:

As  at  March 31, 2011, assets and liabilities with maturity up to  1  year 
amounted  to Rs.36,671 crores and Rs.35,958 crores respectively. Asset  and 
liabilities  with  maturity  of between 2 years and  5  years  amounted  to 
Rs.57,347   crores  and  Rs.60,992  crores  respectively  and  assets   and 
liabilities  with maturity beyond 5 years amounted to Rs.45,484 crores  and 
Rs.42,552 crores respectively.

HDFC  does  not generally take an interest rate mismatch. As at  March  31, 
2011, 87% of the assets and 85% of the liabilities were on a floating  rate 
basis.

Year           Assets per Employee
               (Rs. in Lacs)

2007                4,520
2008                5,612
2009                6,510
2010                7,426
2011                8,259

Year           Spread on Loans (%)

2007                2.18
2008                2.32
2009                2.21
2010                2.31
2011                2.33

Year           Profit per Employee
                    (Rs. in Lacs)

2007                113
2008*               134 
2009                153 
2010                188 
2011                220

* Excludes exceptional income.

Year           Cost Income Ratio
                    (%) 

2007                12.0
2008                 9.2
2009                 8.8
2010                 7.9
2011                 7.7

Internal Audit and Control:

HDFC has instituted adequate internal control systems commensurate with the 
nature  of its business and the size of its operations. Internal  audit  is 
carried out by independent firms of chartered accountants and cover all the 
offices  and key areas of business. All significant audit observations  and 
follow-up  actions thereon are reported to the Audit Committee.  The  Audit 
Committee  comprises  three independent directors. The committee  met  five 
times during the financial year under review.

Key  elements of the profit and loss account for the year ended  March  31, 
2011 are:

* Profit before tax grew by 24% and profit after tax grew by 25%.

* Income tax provision for the year amounted to Rs.1,332 crores as compared 
to Rs.1,089.50 crores in the previous year. The effective tax rate is 27.4% 
as compared to 27.8% in the previous year.

*  Pre-tax  return  on average assets was 4% and  the  post-tax  return  on 
average assets was 2.9%.

* Return on equity is 21.7% in the current year.

* HDFC's cost to income ratio is 7.7% for the year ended March 31, 2011  as 
against 7.9% in the previous year. HDFC's cost income ratio continues to be 
among the lowest in the financial sector in Asia.

*  Administrative expenses, as a percentage of average assets was 0.30%  as 
at March 31, 2011.

*  For the year ended March 31, 2011, a dividend of Rs.9 per share of  Rs.2 
each  is being recommended as against Rs.36 per equity share of face  value 
of  Rs.10 each (Rs.7.20 per share of Rs.2 each) in the previous year.  HDFC 
would  be  paying the distribution tax and education cess on  the  dividend 
declared.

* The dividend payout ratio will be 43.4% as against 42.7% in the  previous 
year.

Year                     Administrative Expenses 
                         to Average Total 
                         Assets (%)
2007                          0.38
2008                          0.37
2009                          0.35
2010                          0.30 
2011                          0.29

Asset Profile (%) (As at March 31, 2011):


Portfolio (Loans, including debentures & 
corporate deposits for financing 
housing and real estate projects)            -    88% 

Investments                                  -     9%

Fixed and Net Current Assets                 -     3%

Income Comes From (%):
 
Operating Income    - 97%	   
Other Income        -  3%	 

Total Income: Rs.12,878 crores (PY Rs.11,361 crores).

Expenditure Goes Towards (%):

Interest & Other Charges                               -  94%

Staff, Establishment, Other Expenses, Depreciation 
and Amortisation and Provision for Contingencies       -   6%

Expenditure & Other Charges: Rs.8,011 crores (PY Rs.7,445 crores).

Spread on Loans:

The  average yield on loan assets during the year was 10.30% per  annum  as 
compared  to  10.90%  per  annum in the previous  year.  The  average  all-
inclusive cost of funds was 7.97% per annum as compared to 8.59% per  annum 
in  the previous year. The spread on loans over the cost of borrowings  for 
the year was to 2.33% per annum as against 2.31% per annum in the  previous 
year.

Prudential Norms for Housing Finance Companies (HFCs):

NHB  has  issued  guidelines  to  HFCs  on  prudential  norms  for   income 
recognition,  provisioning, asset classification, provisioning for bad  and 
doubtful  debts, capital adequacy and concentration of  credit/investments. 

HDFC's position with respect to the guidelines is as follows:

*  HDFC's capital adequacy ratio stood at 14% of the risk weighted  assets, 
(of  which Tier 1 capital was 12.2%) as against the minimum requirement  of 
12%.

*  HDFC is in compliance with the concentration of investments and  capital 
market  exposure norms other than on its investments in HDFC Bank and  GRUH 
Finance Limited. NHB has granted the Corporation time for such compliance.

Human Resources:

Human  resources are HDFC's most valuable assets. The efficiency of  HDFC's 
staff is evident from the fact that the number of offices increased from 41 
in 1998 to 218 (excluding offices of HSPL) currently as against the  number 
of employees which increased from 806 to 1,607 during the same period.

Total  assets  per employee as at March 31, 2011 stood at Rs.83  crores  as 
compared  to Rs.74 crores in the previous year and net profit per  employee 
as  at  March 31, 2011 was Rs.220 lacs as compared to Rs.188  lacs  in  the 
previous year.

Audited Consolidated Accounts:

In accordance with the accounting standards prescribed by the Institute  of 
Chartered  Accountants  of  India, the  consolidated  financial  statements 
comprise  the individual financial statements of the  Corporation  together 
with  its subsidiaries which are consolidated on a line-by-line  basis  and 
its associates which are accounted on the equity method.

On  a consolidated basis, for the year ended March 31, 2011, Profit  before 
tax  was  Rs.5,244.15  crores  as compared to  Rs.3,883.63  crores  in  the 
previous  year.  Profit  after tax was Rs.4,528.41 crores  as  compared  to 
Rs.3,240.98  crores  in  the  previous  year -  an  increase  of  40%.  The 
consolidated  return  on  equity stood at 22.9% as  against  19.6%  in  the 
previous year and the consolidated post tax return on assets stood at 3% as 
against 2.6% in the previous year.