COMPANY PROFILE

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History of Organization
HDFC Bank began operations in 1995 with a simple mission: to be a "World-class Indian Bank". The Housing Development Finance Corporation Limited (HDFC) was amongst the first to receive an 'in principle' approval from the Reserve Bank of India (RBI) to set up a bank in the private sector, as part of the RBI's liberalization of the Indian Banking Industry in 1994. The bank was incorporated in August 1994 in the name of 'HDFC Bank Limited', with its registered office in Mumbai, India. HDFC Bank commenced operations as a Scheduled Commercial Bank in January 1995. HDFC Bank Limited, a private sector bank, provides financial services to corporations, and middle and upper-income individuals in India. It has three divisions: The Wholesale Wholesale Banking, Banking Retail division Banking, provides and loans, Treasury deposit Operations.

products, documentary credits, guarantees, bullion trading, and foreign exchange and derivative products. It also offers cash management services, clearing and settlement services for stock exchanges, tax and other collections for the government, custody services for mutual funds, and correspondent banking services. The

Retail banking division provides various deposit products, as well as loans, bill payment services, gold and silver credit cards, debit cards, third party distribution, investment advisory services, card and automated teller machine (ATM) acquiring transactions, and depositary services. The Treasury Operations division offers foreign exchange and derivative products for its clients. In addition, the bank provides telephone, Internet, and mobile telephone banking services. As of March 31, 2005, it operated 467 branches and 1,147 ATMs in 211 cities. The company was incorporated in 1994 and is headquartered in Mumbai, India. BUSINESS FOCUS HDFC Bank's mission is to be a World-Class Indian Bank. The objective is to build sound customer franchises across distinct businesses so as to be the preferred provider of banking services for target retail and wholesale customer segments, and to achieve healthy growth in profitability, consistent with the bank's risk appetite. The bank is committed to maintain the highest level of ethical standards, professional integrity, corporate governance and regulatory compliance. HDFC Bank's business philosophy is based on four core values - Operational Excellence, Customer Focus, Product Leadership and People. CAPITAL STRUCTURE The authorized capital of HDFC Bank is Rs.450 Crore (Rs.4.5 billion). The paid-up capital is Rs.311.9 Crore (Rs.3.1 billion). The HDFC Group holds 22.1% of the bank's equity and about 19.4% of the equity is held by the ADS Depository (in respect of the banks American

Depository Shares (ADS) Issue). Roughly 31.3% of the equity is held by Foreign Institutional Investors (FIIs) and the bank has about 190,000 shareholders. The shares are listed on the Stock Exchange, Mumbai and the National Stock Exchange. The bank's American Depository Shares are listed on the New York Stock Exchange (NYSE) under the symbol "HDB". DISTRIBUTION NETWORK HDFC Bank is headquartered in Mumbai. The Bank at present has an enviable network of over 531 branches spread over 228 cities across India. All branches are linked on an online real-time basis. Customers in over 120 locations are also serviced through Telephone Banking. The Bank's expansion plans take into account the need to have a presence in all major industrial and commercial centers where its corporate customers are located as well as the need to build a strong retail customer base for both deposits and loan products. Being a clearing/settlement bank to various leading stock exchanges, the Bank has branches in the centres where the NSE/BSE have a strong and active member base. The Bank also has a network of about over 1054 networked ATMs across these cities. Moreover, HDFC Bank's ATM network can be accessed by all domestic Plus/Cirrus and and international American Visa/MasterCard, Express Visa Electron/Maestro, cardholders. Credit/Charge

Product Range
Savings, Fixed Deposits, Current and Demat Accounts Savings Account: Apart from the usual facilities, you get a free ATM Card,

Interbranch banking, Net Banking, Bill Pay, Phone Banking, Debit Card and Mobile Banking, among others. HDFC Bank Preferred: A preferential Savings Account where you are assigned a dedicated Relationship Manager, who is your one-point contact. You also get privileges like fee waivers, enhanced ATM withdrawal limit, priority locker allotment, free Demat Account and lower interest rates on loans, to name a few. Sweep-In Account: A fixed deposit linked to your Savings Account. So, even if your Savings Account runs a bit short, you can issue a cheque (or use your ATM Card). The money is automatically swept in from your fixed deposit into your Savings Account. Super Saver Account: Gives you an overdraft facility up to 75% of your Fixed Deposit. In an emergency, you can access your funds while your Fixed Deposit continues to earn high interest. HDFC Bank Plus: Apart from Regular and Premium Current accounts we also have HDFC Bank Plus, a Current Account and then some more. You can transfer up to Rs. 50 lakh per month at no extra charge, between the four metros. You can also avail of cheque clearing between the four metros, get cash delivery/pickup up to Rs. 25,000/-, home delivery of Demand Drafts, at-par cheques, outstation cheque clearance facility, etc. Demat Account: Conduct hassle-free transactions on your shares. You can also access your Demat Account on the Internet.

Innovative services for your convenience.

Phone Banking: 24-hour automated banking services with 39 Phone Banking numbers available. ATM 24-hour banking: Apart from routine transactions, you can also pay your utility bills and transfer funds, at any of our ATMs across the country all year round. Net Banking: Access your bank account from anywhere in the world, at anytime, at your own convenience. You can also view your Demat Account through Net Banking. International Debit Card: An ATM card you can shop with all over the country and in over 140 countries with. You can spend in any currency, and pay in Rupees. Mobile Banking: Access your account on your mobile phone screen at no airtime cost. Use SMS technology to conduct your banking transactions from your cell phone. Bill Pay: Pay your telephone, electricity and mobile phone bills through our ATMs, Internet, phone or mobile phone. No more standing in long queues or writing cheques.

Awards and Accolades: HDFC ranked No. 3 Indias Best Managed Companies by finance Asia. The Economic Times Lifetime Achievement Award - 2003. (For Mr. Deepak Parekh - Chairman, HDFC Ltd.)

 One of the Top Ten Most Admired Companies in India ' - 2003 by Business Barons Retail Banking Risk Management Award in India - 2004 by the Asian Banker Excellence. Economic Times Awards "Company of the Year" Award for Corporate Excellence 2004-05. Asia money Awards Best Domestic Commercial Bank Best Cash Management Bank - India 2005.

Location of the HDFC

Associated Companies: HDFC Mutual Funds. HDFC Standard Life Insurance Company. HDFC Security. HDFC Reality. HDFC Chubb General Insurance Company Ltd. HDFC Internet global Service Ltd.

HDFC Credit Information India Ltd.

Organization & Management

Our most valuable assets are our Human Resources and it is our constant endeavor to continuously develop them by laying strong emphasis on their Training & Development. We focus on our employees' career development so that their aspirations can meet our goals. We are truly proud that today we have a highly motivated team of professionals and that we have the lowest employee turnover rate in the Industry. Since our inception in 1977 we have maintained our position as the premier Housing Finance Institution in the country. Our consistently high growth rate over the past 25 years has provided challenging career opportunities for young professionals. Many of who have grown to become functional heads, regional managers, branch managers and service center heads. HDFC is a professionally managed organization with a board of directors consisting of eminent persons who represent various fields including finance, taxation, construction and urban policy & development.

The board primarily focuses on strategy formulation, policy and control, designed to deliver increasing value to shareholders.

Board of Directors
Mr. D S Parekh Chairman Mr. Keshub Mahindra - Vice Chairman Ms. Renu S. Karnad - Executive Director Mr. K M Mistry - Managing Director Mr. Shirish B Patel Mr. B S Mehta Mr. D M Sukthankar Mr. D N Ghosh Dr. S A Dave Mr. S Venkitaramanan Dr. Ram S Tarneja Mr. N M Munjee Mr. D M Satwalekar

Organizational Chart of the HDFC: -

Board of Directors
Chairman Executive Director Managing Director Senior General Manager General Manager Deputy General Manager

Corporate Governance
HDFC Bank recognizes the importance of good corporate governance, which is generally accepted as a key factor in attaining fairness for all stakeholders and achieving organizational efficiency. This Corporate Governance Policy, therefore, is established to provide a direction and framework for managing and monitoring the bank in accordance with the principles of good corporate governance.

Code of Corporate Governance Corporate Governance Rating Composition of the Board Profiles of Directors Board Committees Ownership Rights Promoters Rights (HDFC LTD.) Key Shareholders Rights Grievance Redressal Dividend Policy Memorandum of Association Articles of Association Board Meetings Quarterly Updates Fair Practice Code for Lending Code of Ethics / Conduct

Personal Banking
Loans Whatever your need, our range of loans can help. Personal Loans A wedding in the family? Maybe your house needs renovation? Our range of Personal Loans brings you one step closer to your dreams. Home Loans Get the home of your dreams - with a little help from us. Two Wheeler Loans With flexible payment options and easy repayment, our Two Wheeler Loan offers the perfect excuse to purchase that bike you've always wanted. New Car Loans Drive away the car of your dreams - with our New Car Loan! Used Car Loans Choose any used car manufactured in India and we'll put you in the driver's seat! Overdraft Against Car Get an overdraft against your car and utilise the money for your personal or business needs.

Express Loans Borrow from Rs 10,000/- to 75,000/- for any purpose at low interest rates. Loans Against Securities Get an overdraft against your securities like Equity Shares, Mutual Fund Units, GOI Relief Bonds, LIC Policies and IMDs/RIBs. Loans Against Property Get a loan against your residential or commercial property. Flexibility to choose between an EMI based loan or an Overdraft.

Important Statistical Information

Financial Highlights Summarised Balance Sheet as at March 31,2005.
Rs in Crores
March 31, 2005 FUNDS EMPLOYED SHAREHOLDERS FUNDS Share Capital Reserves and Surplus LOAN FUNDS Term Loans Bonds, Debentures, FRN and Commercial Paper* Deposits 16689.68 12117.63 7840.09 36647.40 40530.50 APPLICATION OF FUNDS LOANS Individuals Corporate Bodies Others 24259.09 11162.24 590.17 36011.50 INVESTMENTS DEFERRED TAX ASSET CURRENT ASSETS, LOANS AND ADVANCES Less : CURRENT LIABILITIES AND PROVISIONS 3130.04 69.38 2982.13 1957.40 1024.73 FIXED ASSETS 294.85 40530.50 1 Crore = 10 Million * In June 2004 the Corporation raised Rs 400 crores through the issue of Unsecured Redeemable Non-Convertible Subordinated Debentures. 19158.74 8489.02 326.51 27974.27 2973.37 54.58 2396.45 1758.47 637.98 437.63 32077.83 12294.17 7052.22 9337.65 28684.04 32077.83 249.12 3633.98 3883.10 246.61 3147.18 3393.79 March 31, 2004

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED MARCH 31, 2005
Rs in crores 2004-05 INCOME Operating Income Fees and Other Charges Other Income 3298.88 101.72 9.84 3410.44 EXPENDITURE AND CHARGES Interest and Other Charges Staff Expenses Establishment Expenses Other Expenses Depreciation Provision for Contingencies 1959.43 64.90 23.05 73.59 18.68 14.00 2153.65 PROFIT BEFORE TAX Less: Provision for Tax (including Deferred Tax) PROFIT AFTER TAX AVAILABLE FOR APPROPRIATION APPROPRIATIONS Special Reserve General Reserve Shelter Assistance Reserve Proposed Dividend Additional Tax on Proposed Dividend Education Cess on Dividend for 2004 paid in current year 1 Crore = 10 Million The balance sheet is funded by borrowings of Rs 36,647 crores and net worth of Rs 3,883 crores. The borrowings have been utilized in funding the loan portfolio of Rs 37,216 crores, while the net worth has been used primarily in investments. After allocating the interest cost for the period on a prorata basis between the loan portfolio and investments, the net interest margin on the portfolio has recorded a growth of 24% over the corresponding period in the previous year. The net interest margin on all interest earning assets is however lower than the aforesaid due to lower rates of interest earned on shareholders funds as a consequence of lower interest rates in the economy compared to the previous year. 265.00 282.83 5.00 423.51 59.40 0.85 1036.59 230.00 242.19 4.00 332.93 42.66 0.00 851.78 1256.79 220.20 1036.59 1873.66 58.16 22.72 61.82 23.58 11.00 2050.94 1026.98 175.20 851.78 2943.05 125.88 8.99 3077.92 2003-04

HDFC Future Plans

HDFC has always been market-oriented and dynamic with respect to resource mobilization as well as its lending Programmer. This renders it more than capable to meet the new challenges that has emerged HDFC has developed a vast client base of Borrowers, depositors, shareholders and agents, and it hopes to capitalize on this loyal and satisfied client base for future growth. Internal systems have been developed to be robust and agile, to take into account changes in the Volatile external environment. HDFC has developed a network of institutions through partnerships with some of the best institutions in the world, for providing specialized financial services. Each institution is being fine-tuned for a specific market, while offering the entire HDFC customer base the highest standards of quality in product design, facilities and service.