UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2024

Commission File Number 001-15216

HDFC BANK LIMITED

(Translation of registrant’s name into English)

HDFC Bank House, Senapati Bapat Marg,

Lower Parel, Mumbai. 400 013, India

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): Yes ☐  No ☒

Note: Regulation S-T Rule 101(b) (1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (7): Yes ☐  No ☒

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐ No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- Not Applicable.

 

 

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

   

HDFC BANK LIMITED

       (Registrant)
Date: August 21, 2024     By  

/s/ Srinivasan Vaidyanathan

   

Name:  Srinivasan Vaidyanathan

   

Title:   Chief Financial Officer


EXHIBIT INDEX

The following documents (bearing the exhibit number listed below) are furnished herewith and are made a part of this Report pursuant to the General Instructions for Form 6-K.

Exhibit I

Description

Financial Statements of HDFC Bank Limited prepared in accordance with U.S. GAAP as of and for the six months periods ended September 30, 2022 and 2023.

Exhibit I

INDEX TO FINANCIAL STATEMENTS

 

     Page  

Condensed Consolidated Financial Statements of HDFC Bank Limited and Subsidiaries:

  

Condensed consolidated balance sheets as of March  31, 2023 and September 30, 2023

     F-2  

Condensed consolidated statements of income for the six-month periods ended September 30, 2022 and 2023

     F-3  

Condensed consolidated statements of comprehensive income for the six-month periods ended September 30, 2022 and 2023

     F-4  

Condensed consolidated statements of cash flows for the six-month periods ended September 30, 2022 and 2023

     F-5  

Condensed consolidated statements of shareholders’ equity for the six-month periods ended September 30, 2022 and 2023

     F-7  

Notes to the condensed consolidated financial statements

     F-8  

 

F-1


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

     As of  
     March 31, 2023     September 30, 2023
(Unaudited)
    September 30, 2023
(Unaudited)
 
     (In millions, except number of shares)  

ASSETS:

      

Cash and due from banks, and restricted cash

   Rs.  1,387,395.2     Rs.  1,806,309.0     US$ 21,741.8  

Investments held for trading, at fair value

     135,831.1       278,000.8       3,346.2  

Investments available for sale debt securities, at fair value [includes restricted investments of Rs. 2,070,953.6 and Rs. 3,274,041.4 (US$ 39,408.3), as of March 31, 2023 and September 30, 2023, respectively]

     4,878,844.0       8,329,193.9       100,255.1  

Securities purchased under agreements to resell

     455,275.4       34,386.1       413.9  

Loans [net of allowance of Rs. 365,164.5 and Rs. 443,825.1 (US$ 5,342.1), as of March 31, 2023 and September 30, 2023, respectively]

     17,052,927.9       24,841,873.2       299,011.5  

Accrued interest receivable

     186,091.2       240,815.2       2,898.6  

Property and equipment, net

     87,569.7       132,989.8       1,600.7  

Intangible assets, net

     —        1,409,286.6       16,963.0  

Goodwill

     74,937.9       1,647,660.3       19,832.2  

Other assets

     1,496,751.6       2,465,449.6       29,675.6  

Separate account assets

     —        880,461.3       10,597.8  
  

 

 

   

 

 

   

 

 

 

Total assets

   Rs.  25,755,624.0     Rs.  42,066,425.8     US$ 506,336.4  
  

 

 

   

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY:

      

Liabilities:

      

Interest-bearing deposits

   Rs.  16,097,459.3     Rs.  19,240,960.3     US$ 231,595.6  

Non-interest-bearing deposits

     2,729,176.3       2,472,416.4       29,759.5  
  

 

 

   

 

 

   

 

 

 

Total deposits

     18,826,635.6       21,713,376.7       261,355.1  

Securities sold under repurchase agreements

     —        675,162.0       8,126.6  

Short-term borrowings

     1,089,897.5       1,705,825.1       20,532.3  

Accrued interest payable

     112,463.2       273,930.5       3,297.2  

Long-term debt

     2,054,436.4       6,210,912.3       74,758.2  

Accrued expenses and other liabilities

     754,353.4       1,474,835.8       17,752.1  

Separate account liabilities

     —        880,461.3       10,597.8  

Liabilities on policies in force

     —        1,555,352.5       18,721.1  

Undistributed policy holders earnings account

     —        138,629.4       1,668.6  
  

 

 

   

 

 

   

 

 

 

Total liabilities

   Rs.  22,837,786.1     Rs.  34,628,485.6     US$ 416,809.0  
  

 

 

   

 

 

   

 

 

 

Commitments and contingencies (see note 20)

      

Shareholders’ equity:

      

Equity shares: par value Rs. 1.0 each; authorized 6,500,000,000 shares and 11,906,100,000 shares; issued and outstanding 5,579,742,786 shares and 7,581,816,038 shares, as of March 31, 2023 and September 30, 2023, respectively

   Rs.  5,579.7       Rs.  7,581.8     US$ 91.3  

Additional paid-in capital

     883,371.9       4,315,582.7       51,944.9  

Retained earnings

     1,447,784.1       1,529,930.5       18,415.1  

Statutory reserve

     643,738.7       726,483.2       8,744.4  

Accumulated other comprehensive income/ (loss)

     (68,273.7     (57,113.9     (687.5

Treasury stock, at cost

     —        (16,868.0     (203.0
  

 

 

   

 

 

   

 

 

 

Total HDFC Bank Limited shareholders’ equity

     2,912,200.7       6,505,596.3       78,305.2  

Noncontrolling interest in subsidiaries

     5,637.2       932,343.9       11,222.2  

Total shareholders’ equity

     2,917,837.9       7,437,940.2       89,527.4  
  

 

 

   

 

 

   

 

 

 

Total liabilities and shareholders’ equity

   Rs.  25,755,624.0     Rs.  42,066,425.8     US$  506,336.4  
  

 

 

   

 

 

   

 

 

 

See accompanying notes to condensed consolidated financial statements

 

F-2


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

     Six-month period ended September 30,  
     2022     2023     2023  
     (In millions, except share and per share amounts)  

Interest and dividend revenue:

      

Loans

   Rs.  618,225.9     Rs.  975,932.0     US$  11,746.9  

Trading securities

     1,623.9       3,164.7       38.1  

Available for sale debt securities

     143,220.7       226,607.5       2,727.6  

Other

     11,014.3       32,604.4       392.4  
  

 

 

   

 

 

   

 

 

 

Total interest and dividend revenue

     774,084.8       1,238,308.6       14,905.0  
  

 

 

   

 

 

   

 

 

 

Interest expense:

      

Deposits

     281,832.9       454,995.2       5,476.6  

Short-term borrowings

     19,517.8       46,153.2       555.5  

Long-term debt

     43,840.7       165,712.1       1,994.6  

Other

     291.3       610.4       7.3  
  

 

 

   

 

 

   

 

 

 

Total interest expense

     345,482.7       667,470.9       8,034.0  
  

 

 

   

 

 

   

 

 

 

Net interest revenue

     428,602.1       570,837.7       6,871.0  

Provision for credit losses

     46,109.0       76,443.8       920.1  
  

 

 

   

 

 

   

 

 

 

Net interest revenue after provision for credit losses

     382,493.1       494,393.9       5,950.9  
  

 

 

   

 

 

   

 

 

 

Non-interest revenue, net:

      

Fees and commissions

     112,186.5       131,893.7       1,587.6  

Trading securities gain/(loss), net

     (59.4     12,398.5       149.2  

Realized gain/(loss) on sales of available for sale debt securities, net

     (833.3     1,243.1       15.0  

Allowance on available for sale debt securities

     —        57.2       0.7  

Foreign exchange transactions

     7,984.2       (4,237.8     (51.0

Derivatives gain/(loss), net

     10,802.3       3,855.9       46.4  

Premium and other operating income from the insurance business

     —        117,048.2       1,408.9  

Other, net

     1,416.8       7,494.7       90.2  
  

 

 

   

 

 

   

 

 

 

Total non-interest revenue, net

     131,497.1       269,753.5       3,247.0  
  

 

 

   

 

 

   

 

 

 

Total revenue, net

     513,990.2       764,147.4       9,197.9  
  

 

 

   

 

 

   

 

 

 

Non-interest expense:

      

Salaries and staff benefits

     93,007.2       128,382.6       1,545.3  

Premises and equipment

     21,995.0       29,664.7       357.1  

Depreciation and amortization

     11,061.9       15,235.9       183.4  

Administrative and other

     88,220.2       131,768.5       1,586.0  

Amortization of intangible assets

     —        8,031.6       96.7  

Claims and benefits paid pertaining to insurance business

     —        121,579.6       1,463.4  
  

 

 

   

 

 

   

 

 

 

Total non-interest expense

     214,284.3       434,662.9       5,231.9  
  

 

 

   

 

 

   

 

 

 

(Surplus) / Deficit in P&L transferred to undistributed policyholders earnings account

     —        (19,438.6     (234.0

Income before income tax expense

     299,705.9       310,045.9       3,732.0  

Income tax expense

     76,503.7       59,045.0       710.7  
  

 

 

   

 

 

   

 

 

 

Net income before noncontrolling interest

   Rs. 223,202.2     Rs. 251,000.9     US$ 3,021.3  

Less: Net income attributable to shareholders of noncontrolling interest

     398.1       (205.0     (2.5
  

 

 

   

 

 

   

 

 

 

Net income attributable to HDFC Bank Limited

   Rs. 222,804.1     Rs. 251,205.9     US$ 3,023.8  
  

 

 

   

 

 

   

 

 

 

Per share information: (see note 21)

      

Earnings per equity share—basic

   Rs. 40.11     Rs. 38.22     US$ 0.46  

Earnings per equity share—diluted

   Rs. 39.98     Rs. 38.05     US$ 0.45  

Per ADS information (where 1 ADS represents 3 shares): (see note 21)

      

Earnings per ADS—basic

   Rs. 120.33     Rs. 114.66     US$ 1.38  

Earnings per ADS—diluted

   Rs. 119.94     Rs. 114.15     US$ 1.37  

See accompanying notes to condensed consolidated financial statements

 

F-3


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

     Six-month period ended September 30,  
     2022     2023     2023  
     (In millions)  

Net income before noncontrolling interest

     Rs. 223,202.2       Rs. 251,000.9     US$  3,021.3  

Other comprehensive income, net of tax:

      

Long- duration insurance contract discount rate change

     —        11,726.2       141.1  

Foreign currency translation adjustment:

      

Net unrealized gain (loss) arising during the period [net of tax Rs. (988.2) and Rs. (177.0), as of September 30, 2022 and September 30, 2023, respectively]

     2,937.8       561.2       6.8  

Available for sale debt securities:

      

Net unrealized gain/ (loss) arising during the period [net of tax Rs. 22,421.7 and Rs. 186.0, as of September 30, 2022 and September 30, 2023, respectively]

     (66,659.1     (557.0     (6.7

Reclassification adjustment for net (gain) loss included in net income [net of tax Rs. 209.5 and Rs. (372.4), as of September 30, 2022 and September 30, 2023, respectively]

     (623.0     1,128.3       13.6  
  

 

 

   

 

 

   

 

 

 

Other comprehensive income, net of tax

     (64,344.3     12,858.7       154.8  

(Surplus)/ Deficit in OCI transferred to undistributed policyholders earnings account

     —        (1,922.5     (23.1

Total comprehensive income

     158,857.9       261,937.1       3,153.0  

Less: Comprehensive income attributable to shareholders of noncontrolling interest

     398.1       (428.6     (5.2
  

 

 

   

 

 

   

 

 

 

Comprehensive income attributable to HDFC Bank Limited

     Rs. 158,459.8       Rs. 262,365.7     US$ 3,158.2  
  

 

 

   

 

 

   

 

 

 

See accompanying notes to condensed consolidated financial statements

 

F-4


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

     Six-month period ended September 30,  
     2022     2023     2023  
           (In millions)        

Cash flows from operating activities:

      

Net income before noncontrolling interest

     Rs. 223,202.2       Rs. 251,000.9     US$  3,021.3  

Adjustment to reconcile net income to net cash provided by operating activities:

      

Provision for credit losses

     46,109.0       76,443.8       920.1  

Depreciation and amortization

     11,061.9       15,235.9       183.4  

Amortization of deferred customer acquisition costs and fees

     4,804.8       10,924.4       131.5  

Amortization of premium/(discount) on investments

     3,653.6       8,712.6       104.9  

Amortization of intangible assets

     —        8,031.6       96.7  

Allowance on available for sale debt securities

     —        (57.2     (0.7

Deferred tax expense/ (benefit)

     (747.8     (17,599.4     (211.8

Other gains, net

     (360.6     (4,663.0     (56.1

Share-based compensation expense

     5,730.0       9,842.8       118.5  

Net realized (gain)/ loss on sale of available for sale debt securities

     833.3       (1,243.1     (15.0

(Gain)/ loss on disposal of property and equipment, net

     54.1       (359.1     (4.3

Unrealized exchange (gain)/ loss

     (5,684.3     1,724.1       20.8  

Net change in:

      

Investments held for trading

     (11,415.8 )     126,971.8       1,528.3  

Accrued interest receivable

     (24,969.1     (15,321.3     (184.4

Other assets

     (192,829.4     (10,841.0     (130.5

Accrued interest payable

     6,863.4       48,283.9       581.2  

Accrued expense and other liabilities

     128,261.4       (5,814.0     (70.3

Policyholder’s Fund

     —        90,058.5       1,084.0  
  

 

 

   

 

 

   

 

 

 

Net cash provided by operating activities

     194,566.7       591,332.2       7,117.6  
  

 

 

   

 

 

   

 

 

 

Cash flows from investing activities:

      

Term placements, net

     (138,590.3     (101,416.5     (1,220.7

Activity in available for sale debt securities:

      

Purchases

     (882,880.6     (2,974,774.9     (35,806.1

Proceeds from sales

     8,424.3       1,432,506.5       17,242.5  

Maturities, prepayments and calls

     230,259.8       620,373.4       7,467.2  

Net change in repurchase agreements and reverse repurchase agreements

     530,596.9       1,138,162.9       13,699.6  

Loans purchased

     (343,540.2     (116,976.0     (1,408.0

Repayments on loans purchased

     244,437.3       52,750.2       634.9  

Increase in loans originated, net of principal collections

     (1,337,984.3     (1,549,371.2     (18,649.1

Additions to property and equipment

     (17,210.4     (24,879.4     (299.5

Proceeds from sale or disposal of property and equipment

     149.0       483.9       5.8  

Net cash received on acquisition of HDFC Limited

     —        54,793.7       659.5  

Activity in equity securities, net

     (142.1 )     58,529.7       704.5  
  

 

 

   

 

 

   

 

 

 

Net cash used in investing activities

     (1,706,480.6     (1,409,817.7     (16,969.4
  

 

 

   

 

 

   

 

 

 

See accompanying notes to condensed consolidated financial statements

 

F-5


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS—(Continued)

(Unaudited)

 

     Six-month period ended September 30,  
     2022     2023     2023  
     (In millions)  

Cash flows from financing activities:

      

Net increase in deposits

     1,115,711.3       1,316,230.9       15,842.9  

Net increase/(decrease) in short-term borrowings

     398,812.2       37,646.1       453.1  

Proceeds from issue of shares by a subsidiary to noncontrolling interests

     199.1       1,196.7       14.4  

Proceeds from issuance of long-term debt

     246,169.7       569,672.8       6,856.9  

Repayment of long-term debt

     (300,127.1     (670,966.0     (8,076.1

Proceeds from issuance of equity shares for options and warrants exercised

     22,777.2       67,274.5       809.8  

Payment of dividends

     (86,217.5     (86,315.0     (1,038.9
  

 

 

   

 

 

   

 

 

 

Net cash provided by financing activities

     1,397,324.9       1,234,740.0       14,862.1  
  

 

 

   

 

 

   

 

 

 

Effect of exchange rate changes on cash and due from banks, and restricted cash

     5,803.3       2,659.3       32.0  

Net change in cash and due from banks, and restricted cash

     (108,785.7     418,913.8       5,042.3  

Cash and due from banks, and restricted cash, beginning of year

     1,122,031.1       1,387,395.2       16,699.5  
  

 

 

   

 

 

   

 

 

 

Cash and due from banks, and restricted cash, end of year

   Rs.  1,013,245.4     Rs.  1,806,309.0     US$  21,741.8  
  

 

 

   

 

 

   

 

 

 

Supplementary cash flow information:

      

Interest paid

   Rs.  338,515.2     Rs.  506,003.6     US$ 6,090.6  

Income taxes paid, net of refunds

   Rs.  77,251.5     Rs.  78,216.8     US$ 941.5  

Non-cash investment activities

      

i) Payable for purchase of property and equipment

   Rs.  4,481.5     Rs.  6,216.8     US$ 74.8  

ii) Trade date sale receivable of available for sale debt securities

   Rs.  —      Rs.  2,184.3     US$ 26.3  

iii) Operating lease right-of-use assets

    

Refer to note 20—“Commitments and contingencies—
Lease commitments” for more information and
balances as of September 30, 2023.

 
 

See accompanying notes to condensed consolidated financial statements

 

F-6


HDFC BANK LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)

 

          Number of
Equity
Shares
    Equity
Share
Capital
    Additional
Paid in
Capital
    Retained
Earnings
    Statutory
Reserve (*)
    Accumulated
Other
Comprehensive
Income/(Loss)
    Total HDFC
Bank Limited
Shareholders’
Equity
    Noncontrolling
Interest
    Total
Shareholders’
Equity
 
                                                             
          (in millions, except for number of equity shares)  

Balance at March 31, 2022

 

    5,545,540,976     Rs.  5,545.5     Rs.  834,615.2     Rs.  1,153,191.1     Rs.  529,279.1     Rs.  (17,792.5)   Rs.  2,504,838.4     Rs.  4,615.0     Rs.  2,509,453.4  

Shares issued upon exercise of options

 

    24,418,050       24.5       22,752.7             22,777.2         22,777.2  

Share-based compensation

 

        5,730.0             5,730.0         5,730.0  

Dividends

 

          (86,217.5 )         (86,217.5 )       (86,217.5 )

Change in ownership interest in subsidiary

 

        147.3             147.3       (147.3 )     —   

Shares issued to noncontrolling interest

 

                —        199.1       199.1  

Transfer to statutory reserve

 

          (2,001.5 )     2,001.5         —          —   

Net income

 

          222,804.1           222,804.1       398.1       223,202.2  

Net change in accumulated other comprehensive income

 

              (64,344.3     (64,344.3 )       (64,344.3 )

Balance at September 30, 2022

 

    5,569,959,026     Rs.  5,570.0     Rs.  863,245.2     Rs.  1,287,776.2     Rs.  531,280.6     Rs.  (82,136.8)     Rs.  2,605,735.2     Rs.  5,064.9     Rs.  2,610,800.1  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
    Number of
Equity
Shares
    Equity
Share
Capital
    Additional
Paid in
Capital
    Retained
Earnings
    Statutory
Reserve (*)
    Accumulated
Other
Comprehensive
Income/(Loss)
    Treasury stock
at cost
    Total HDFC
Bank Limited
Shareholders’
Equity
    Noncontrolling
Interest
    Total
Shareholders’
Equity
 
                                                             
    (In millions, except for number of equity shares)  

Balance at March 31, 2023

    5,579,742,786     Rs.  5,579.7     Rs.  883,371.9     Rs.  1,447,784.1     Rs.  643,738.7     Rs.  (68,273.7)     Rs.         Rs.  2,912,200.7     Rs.  5,637.2     Rs.  2,917,837.9  

Shares issued upon exercise of options

    31,526,962       31.5       35,314.9               35,346.4       —        35,346.4  

Shares issued on account of Business Combination (net)(**)

    1,945,770,658       1,945.8       3,308,588.4               3,310,534.2       926,787.1       4,237,321.3  

Purchase consideration towards warrants & options eHDFC

        45,712.9               45,712.9         45,712.9  

Shares issued upon exercise of equity warrant

    24,775,632       24.8       31,903.3               31,928.1       —        31,928.1  

Share-based compensation

        9,842.8               9,842.8         9,842.8  

Dividends

          (86,315.0           (86,315.0       (86,315.0

Change in ownership interest in subsidiary

        848.5               848.5       (848.5     —   

Shares issued to noncontrolling interest

                  —        1,196.7       1,196.7  

Treasury stock

          —            (16,868.0     (16,868.0       (16,868.0

Transfer to statutory reserve

          (82,744.5     82,744.5           —          —   

Net income

          251,205.9             251,205.9       (205.0     251,000.9  

Net change in accumulated other comprehensive income

              11,159.8         11,159.8       (223.6     10,936.2  

Balance at September 30, 2023

    7,581,816,038     Rs.  7,581.8     Rs.  4,315,582.7     Rs.  1,529,930.5     Rs.  726,483.2     Rs.  (57,113.9)     Rs.  (16,868.0)     Rs.  6,505,596.3     Rs.  932,343.9     Rs.  7,437,940.2  

Balance at September 30, 2023

    7,581,816,038     US$ 91.3     US$ 51,944.9     US$ 18,415.1     US$ 8,744.4     US$ (687.5)     US$ (203.0   US$ 78,305.2     US$ 11,222.2     US$ 89,527.4  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(*)

Under local regulations, the Bank is required to transfer 25% of its profit after tax (per Indian GAAP) to a non-distributable statutory reserve and to meet certain other conditions in order to pay dividends without prior RBI approval. Of the total transfers to the statutory reserve, Rs. 80,557.3 million (US$ 969.6 million) pertains to acquisition of eHDFC.

(**)

Net of 1,164,625,834 shares (par value Rs. 1.0 each) cancelled upon business combination.

See accompanying notes to condensed consolidated financial statements

 

F-7


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Bank overview

These condensed consolidated financial statements should be read in conjunction with the financial statements of the Bank included in its Form 20-F filed with the Securities and Exchange Commission on July 29, 2023.

HDFC Bank Limited (the “Bank”) was incorporated in August 1994 with its registered office in Mumbai, India. The Bank is a banking company governed by India’s Banking Regulation Act, 1949. The Bank’s shares are listed on the BSE Limited (formerly known as Bombay Stock Exchange Limited) and The National Stock Exchange of India Ltd. Its American Depositary Shares (“ADS”) are listed on the New York Stock Exchange.

Effective July 1, 2023 (“Effective Date”), the Bank’s largest shareholder, Housing Development Finance Corporation Limited (“eHDFC”), along with its subsidiaries merged with the Bank. As on June 30, 2023, along with its subsidiaries it owned 20.8% of the Bank’s equity. The Bank’s equity shares are now widely held by the public and by foreign and Indian institutional investors.

The Bank’s principal business activities are retail banking, wholesale banking, treasury services and insurance services. The Bank’s retail banking division provides a variety of deposit products, as well as loans, credit cards, debit cards, third-party mutual funds and insurance, depositary services, trade finance, foreign exchange and derivative services and sale of gold bars. Through its wholesale banking operations, the Bank provides loans, deposit products, documentary credits, guarantees, bullion trading, foreign exchange, and derivative products. It also provides 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 Bank’s treasury group manages its debt securities and money market operations and its foreign exchange and derivative products.

The other subsidiaries and associated companies of the Bank are also largely engaged in a range of financial services. HDFC Life Insurance Company Limited, the Bank’s subsidiary effective July 1, 2023, provides life insurance services and pension management services. HDFC Asset Management Company Limited and its group companies are engaged in asset management business, HDB Financial Services Limited is a non-deposit taking non-banking finance company HDFC Securities Limited is a financial services provider along with broking as a core product, the remaining subsidiaries and associated companies of the Bank are engaged in sourcing business for the Bank or its subsidiaries. HDFC Ergo General Insurance Company Limited, a joint venture company, is engaged in general insurance business.

2. Summary of significant accounting policies

a. Principles of consolidation

The consolidated financial statements include the accounts of HDFC BANK LIMITED AND SUBSIDIARIES. The Bank consolidates subsidiaries in which, directly or indirectly, it holds more than 50% of the voting rights and/or has control. Entities where the Bank holds 20% to 50% of the voting rights and/or has the ability to exercise significant influence are accounted for under the equity method. These investments are included in “Other assets” and the Bank’s proportionate share of income or loss is included in “Non-interest revenue, other”. The Bank consolidates Variable Interest Entities (“VIEs”) where the Bank is determined to be the primary beneficiary . All significant inter-company balances and transactions are eliminated on consolidation.

b. Basis of presentation

These consolidated financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in the United States of America (“U.S. GAAP”). U.S. GAAP differs in certain material respects from Generally Accepted Accounting Principles in India, the requirements of India’s Banking Regulation Act 1949 and related regulations issued by the Reserve Bank of India (“RBI”), the guidelines issued by the Securities and Exchange Board of India (“SEBI”), and the guidelines issued by the Insurance Regulatory and Development Authority of India (“IRDAI”) (collectively “Indian GAAP”), which form the basis of the statutory general purpose consolidated financial statements of the Bank in India. Principal differences include the determination of the allowance for credit losses, classification and valuation of investments, classification and valuation of insurance contracts, accounting for deferred taxes, stock-based compensation, loan origination fees, derivative financial instruments, business combination, lease accounting and the presentation format and disclosures of the consolidated financial statements and related notes.

c. Use of estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of these consolidated financial statements and the reported amounts of revenues and expenses for the years presented. Actual results could differ from these estimates. Material estimates included in these consolidated financial statements that are susceptible to change include the allowance for credit losses, the valuation of investments, impairment of securities, valuation of derivatives, valuation of intangible assets acquired on acquisition of eHDFC, valuation of insurance policies liabilities, stock-based compensation, unrecognized tax benefits, valuation of lease liabilities and impairment assessment of recognized intangible assets and goodwill.

 

F-8


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

d. Investments in securities

Investments consist of securities purchased as part of the Bank’s treasury operations, such as government securities and other debt securities, and investments purchased as part of the Bank’s wholesale banking operations, such as credit substitute securities issued by the Bank’s wholesale banking customers.

Credit substitute securities typically consist of commercial paper and debentures issued by the same customers with whom the Bank has a lending relationship in its wholesale banking business. Investment decisions for credit substitute securities are subject to the same credit approval processes as for loans, and the Bank bears the same customer credit risk as it does for loans extended to those customers. Additionally, the yield and maturity terms are generally directly negotiated by the Bank with the issuer.

All other securities, including mortgage-and asset-backed securities, are actively managed as part of the Bank’s treasury operations. The issuers of such securities are either government, public financial institutions or private issuers. These investments are typically purchased from the market, and debt securities are generally publicly-rated.

Securities that are held principally for resale in the near term are classified as held for trading (“HFT”) and are carried at fair value, with changes in fair value recorded in net income.

Debt securities that management has the positive intent and ability to hold to maturity are classified as held to maturity (“HTM”) and are carried at amortized cost.

All debt securities that are not classified as HTM or HFT are classified as available for sale (“AFS”) debt securities and are carried at fair value. Unrealized gains and losses on such securities, net of applicable taxes, are reported in accumulated other comprehensive income/(loss), a separate component of shareholders’ equity.

Equity securities are classified under “Other assets”. Marketable securities are measured at fair value and any change in fair value is recorded in earnings. Non-marketable equity securities under the measurement alternative are carried at cost plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and impairment, if any. The Bank’s review for impairment for equity method, cost method and measurement alternative securities typically includes an analysis of the facts and circumstances of each security, the intent or requirement to sell the security, and the expectations of cash flows.

Fair values are based on market quotations, where a market quotation is available or otherwise based on present values at current interest rates for such investments.

Transfers between categories are recorded at fair value on the date of the transfer.

 

F-9


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

For equity investments (“investee”), control over an investee is typically determined by majority ownership. However, circumstances may arise where a majority-owned investment is not controlled. In such cases, equity method accounting is applied, particularly when the other shareholder(s) of the investee holds substantive participative rights granted by law or contract.

The Bank’s consolidated net income incorporates its proportionate share of the net income or loss from equity method investees.

e. Impairment of debt securities

The Bank conducts a review of all AFS debt securities with fair value below their carrying value or with zero loss expectation. The Bank evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If the assessment indicates that a credit loss exists, the present value of cash flows to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded through a provision for credit loss expense, limited by the amount that fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income. The allowance is increased or decreased if credit conditions subsequently worsen or improve. A reversal of credit losses is recognized in net income. The Bank recognizes the entire difference between amortized cost basis and fair value in net income for impaired AFS debt securities that the Bank has an intent to sell or for which the Bank believes it will more-likely-than-not be required to sell prior to recovery of the amortized cost basis. The Bank does not record an allowance on accrued interest receivables on the balance sheet due to its policy to reverse interest income on debt securities in a timely manner in line with the Bank’s non-accrual and past due policies and on any debt security classified as non-performing. The Bank does not purchase debt securities with credit deterioration.

f. Loans

The Bank grants retail and wholesale loans to customers.

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at their outstanding unpaid principal balances adjusted for an allowance for credit losses. Loan origination fees and certain direct origination costs are deferred and recognized as adjustments to net income over the lives of the related loans.

Interest is accrued on the unpaid principal balance and is included in interest income. Loans are generally placed on “non-accrual” status when interest or principal payments are ninety days past due or if they are considered non-performing, at which time no further interest is accrued and any unrealized interest recognized in the consolidated statement of income is reversed. Interest income and principal payments on loans placed on non-accrual status are recognized when received. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured.

g. Allowance for credit losses

The Bank provides an allowance for credit losses based on management’s estimate of losses inherent in the loan portfolio which includes troubled debt restructuring. The allowance for credit losses consists of allowances for retail loans and wholesale loans.

The Bank’s allowance for credit losses comprises of:

 

   

the allowance for credit losses, which covers the Bank’s loan portfolios and is presented separately on the balance sheet in “Loans”,

 

   

the allowance for lending-related commitments, which is recognized on the balance sheet in “Accrued expenses and other liabilities”,

 

   

the allowance for credit losses on investment securities, which covers the Bank’s AFS debt securities and is recognized on the balance sheet in “Investments AFS debt securities”; and

 

   

the allowance for credit losses on other financial assets measured at amortized cost, and other off-balance sheet credit exposures, which is recognized on the balance sheet in “Accrued expenses and other liabilities”.

All changes in the allowance for credit losses are recognized in the consolidated statement of income.

 

F-10


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The Bank’s policies used to determine its allowance for credit losses and its allowance for lending-related commitments are described below:

The Bank’s loan portfolio is bifurcated into Retail and Wholesale portfolios, wherein the Retail portfolio is segmented into homogenous pools using various factors such as nature of product, delinquencies, and other demographic and behavioral variables of the borrowers. The wholesale portfolio is segmented into various risk grades on the basis of a host of quantitative and qualitative factors including financial performance, industry risk, business risk and management quality. The allowance for loan-related losses and allowance for lending-related commitments represents expected credit losses over the remaining expected life of outstanding loans and lending-related commitments that are not unconditionally cancellable. The Bank does not record an allowance for future draws on unconditionally cancellable lending-related commitments (e.g., credit cards). The Bank does not record an allowance on accrued interest receivables on the balance sheet due to its policy to reverse interest income on loans more than 90 days past due and in the case of agricultural loans more than 365 days past due, and also on any loans classified as non-performing. The expected life for retail loans and wholesale loans is determined based on their contractual terms and expected prepayments as applicable. The expected life of funded credit card loans is generally estimated by considering expected future payments on the credit card account. The Bank has an Unconditionally Cancellable Clause (“UCC”) for credit card lines and in accordance with the current expected credit loss (“CECL”) accounting guidance, the Bank makes an allowance only for debt drawn at the time of expected loss measurement. The Bank applies expected principal payments to the credit card receivable balances existing at the reporting date until the balance is exhausted.

The estimate of expected credit losses includes expected recoveries of amounts previously charged off or expected to be charged off, even if such recoveries result in a negative allowance. The Retail loans are charged off against allowances typically when the account becomes 150 to 1,095 days past due depending on the type of loan. The defined delinquency levels at which major loan types are charged off are 150 days past due for personal loans and credit card receivables, 180 days for auto loans, commercial vehicle and construction equipment finance, 1,095 days past due for housing loans and on a customer by customer basis in respect of retail business banking when management believes that any future cash flows from these loans are remote including realization of collateral, if applicable, and where any restructuring or any other settlement arrangements were not feasible. The Wholesale loans are charged off against the allowance when management believes that the loan balance may not be recovered, including realization of collateral, if applicable, and where any restructuring or any other settlement arrangements were not feasible. Subsequent recoveries, if any, against write-off cases, are adjusted to provision for credit losses in the consolidated statement of income.

Wholesale loans are considered non-performing when, based on current information and events, it is probable that the Bank will be unable to collect scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining non-performance include payment status, the financial condition of the borrower, the value of collateral held, and the probability of collecting scheduled principal and interest payments when due. Wholesale loans that experienced insignificant payment delays and payment shortfalls are generally not classified as non-performing but are placed on a surveillance watch list and closely monitored for deterioration. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, market information, and the amount of the shortfall in relation to the principal and interest owed. These factors are considered by the Bank for selection of loans for credit reviews and assessment of allowance.

In order to estimate the allowance, the Bank primarily relies on its risk-segmentation models, which are also an integral part of the Bank’s risk management framework. Risk segmentation aims to group homogenous exposures together to allow for collective assessment of expected losses. Expected Loss estimation under collective assessment, is primarily based on Probability of Default (“PD”), Loss given Default (“LGD”) and Exposure at Default (“EAD”) estimates. The Bank has modeled its PD estimates at the aforementioned granularity for its retail and wholesale portfolios and has also created the remaining expected life structure of the same for computation of credit losses.

The Bank’s off-balance sheet credit exposures include unfunded loan commitments, financial guarantees including standby letters of credit, and other similar instruments. For off-balance sheet credit exposures, the Bank recognizes an allowance for credit loss (“ACL”) associated with the unfunded amounts. The Bank does not recognize an ACL for commitments that are unconditionally cancellable at the Bank’s discretion. ACL for off-balance sheet credit exposures are reported as a liability in accrued expenses and other liabilities on the consolidated balance sheet. ACL in such cases is measured for the remaining contractual term, adjusted for prepayments, of the financial asset (including off-balance sheet credit exposures) using historical experience, current conditions, and reasonable and supportable forecasts.

Collective and individual assessments

Management estimates the allowance balance using relevant available information from internal and external sources relating to historical experience, current conditions, and reasonable and supportable forecasts. Historical loan default and loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information incorporate management’s view of current conditions and forecasts.

The methodology for estimating the amount of credit losses reported in the allowance for credit losses has two basic components: first, a pooled component for expected credit losses for pools of loans that share similar risk characteristics, and second, an asset-specific component involving loans that do not share risk characteristics and the measurement of expected credit losses for such individual loans.

 

F-11


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

As an integral part of the credit process, the Bank has a rating model appropriate to its retail and wholesale credit segments. The Bank monitors credit quality within its segments based on primary credit quality indicators. This internal rating (model scale) is updated at least annually.

The majority of the Bank’s credit exposures share risk characteristics with other similar exposures, and as a result are collectively assessed for allowance (“portfolio-based component”) by grouping them into homogeneous pools of loans. If an exposure does not share risk characteristics with other exposures, the Bank generally estimates expected credit losses on an individual basis, considering expected repayment and conditions impacting that individual exposure (“asset-specific component”). The asset-specific component covers loans modified or reasonably expected to be modified in a troubled debt restructuring (“TDR”), collateral-dependent loans, and borrowers with financial difficulties.

Portfolio-based component (Pooled Loans)

The portfolio-based component begins with a quantitative calculation that considers the likelihood of the borrower changing delinquency status or moving from one risk rating to another. The quantitative calculation covers expected credit losses over an instrument’s expected life and is estimated by applying credit loss factors to the Bank’s exposure at default.

Apart from its historical experience, the Bank seeks to incorporate any reasonable and supportable information regarding the prevalent and future economic and operating conditions, and their impact on credit losses for the Bank into its allowance. The Bank therefore includes in its estimation the use of quantitative statistical models to predict the impact of macro-economic variables on defaults. The Bank uses macro-economic variables that are relevant to the specific pool of loans to develop a reasonable and supportable forecast specific to the relevant macro-economic variable for the expected performance of the pool. In deploying these models, the Bank has assessed the impact of an exhaustive set of macro-economic variables on its expected losses, and uses macro-economic forecasts surveyed and published by the Reserve Bank of India: Centre for Monitoring Indian Economy for this assessment. As the macro-economic forecasts are published for a year the Bank reverts to the historical average default rate beyond this period over a straight-line basis.

The Bank estimates its allowance for credit losses for pooled loans based on its PD and LGD, determined for the respective risk pools. The Bank estimated the collective ACL using a current expected credit losses methodology which is based on relevant information about historical experience, current conditions, and reasonable and supportable forecasts. The allowance for credit losses for the quantitative component of pooled loans is the product of multiplying the PD, LGD and EAD.

Asset-specific component

To determine the asset-specific component of the allowance, collateral-dependent loans (including those loans for which foreclosure is probable) and larger and non-accrual risk-rated loans in the wholesale portfolio segment are generally evaluated individually, while smaller loans (both scored and risk-rated) are aggregated for evaluation based on factors relevant for the respective class of assets. Loans are identified for individual assessment based on financial difficulty which includes nonperforming loans, labeled loans and loans identified based on management judgment.

The Bank generally measures the asset-specific allowance as the difference between the amortized cost of the loan and the present value of the cash flows expected to be collected, discounted at the loan’s original effective interest rate. Subsequent changes in impairment, including those related to the passage of time, are generally recognized as an adjustment to the allowance for credit losses. For collateral-dependent loans, the fair value of collateral less estimated costs to sell is used to determine the charge-off amount for declines in value (to reduce the amortized cost of the loan to the fair value of collateral) or the amount of the negative allowance that should be recognized (for recoveries of prior charge-offs associated with improvements in the fair value of collateral).

The asset-specific component of the allowance for credit losses that have been or are expected to be modified in TDRs incorporates the effect of the modification on the loan’s expected cash flows (including forgone interest, principal forgiveness, and other concessions), and also the potential for redefault. For wholesale loans modified or expected to be modified in TDRs, expected losses incorporate management’s expectation of the borrower’s ability to repay under the modified terms.

Estimating the timing and amounts of future cash flows is highly subject to judgment as these cash flow projections rely upon estimates such as loss severities, asset valuations, default rates (including redefault rates on modified loans), the amounts and timing of interest or principal payments (including any expected prepayments) or other factors that are reflective of current and expected market conditions. All of these estimates and assumptions require significant management judgment and certain assumptions are highly subjective.

 

F-12


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

h. Insurance Services

i. Undistributed policyholders earnings account

This separate line item appearing as a liability in the consolidated balance sheets is created/recognized to account for any surplus/deficit arising on policyholders’ adjustments under U.S. GAAP. The differential impact of adjustments related to the items identified below are disclosed separately under “Undistributed Policyholders Earnings Account” because this surplus does not belong to shareholders or policyholders. The impact of the adjustments listed below is taken to the separate line item through “(Surplus)/Deficit in P&L transferred to Undistributed Policyholders Earnings Account” in the consolidated statements of income and “(Surplus)/Deficit in OCI transferred to Undistributed Policyholders Earnings Account” in other comprehensive income. This includes:

 

   

Actuarial remeasurement of insurance liabilities;

 

   

Effective interest method on Investments;

 

   

Fair value of investments available for sale debt securities and Investments held for trading;

 

   

Fair valuation of employees stock option scheme;

 

   

Adjustment on account of leases;

 

   

Actuarial remeasurement of employee benefits; and

 

   

Reversal of hedge reserve from previous framework

ii. Liabilities on policies in force

The Bank establishes liabilities for future policy benefits (“LFPBs”) for amounts payable under traditional non-participating and limited-payment long-duration insurance contracts. Generally, amounts are payable over an extended period of time and the related liabilities are calculated as the present value of future expected benefits and claim settlement expenses to be paid, reduced by the present value of future expected net premiums. Contracts are grouped as cohorts when measuring LFPBs. The corresponding liabilities are established based on methods and underlying assumptions in accordance with U.S. GAAP and applicable actuarial standards. A net premium ratio (“NPR”) approach is utilized, where net premiums (i.e., the portion of gross premiums required to fund expected insurance benefits and claim settlement expenses) are accrued each period as LFPBs. Cash flow assumptions are incorporated into the calculation of a cohort’s NPR and LFPB reserve. The Bank’s best estimate assumptions include mortality, persistency, morbidity, and expenses. All assumptions would be updated at each year end except for current discount rates, which will be updated at each valuation date. The impact of all assumption changes at locked in discount rates would flow through the Statement of Income and the impact of discount rate update will be recognized in “Other comprehensive income”.

For limited-payment long-duration contracts, the collection of premiums does not represent the completion of the earnings process. Therefore, any gross premium received in excess of net premiums is deferred and amortized as a deferred profit liability (“DPL”). The amortization basis is set to be the sum assured in-force for traditional policies and benefit outgo for annuities for each cohort, to ensure that profits are recognized over the life of the underlying policies in that cohort, regardless of when premiums are received. This amortization of the DPL is recorded through net income within “Claims and benefits paid pertaining to insurance business”. Consistent with the Bank’s measurement of traditional long-duration products, management also recognizes a LFPB reserve for limited-payment contracts that is representative of the difference between the present value of expected future benefits and the present value of expected future net premiums, subject to retrospective remeasurement through net income and OCI, as described above.

The Bank establishes LFPBs for traditional participating contracts, using a net premium approach, similar to traditional non-participating contracts. For determining present value of benefits, the future reversionary bonus has not been considered. The bonuses will get factored in as and when they are declared. The discount rate and actuarial assumptions are locked-in at inception, and any the impact of discount rate update will be recognized in “Other comprehensive income”.

Deposits related to universal life-type and investment products are credited to policyholder account balances. Policyholder Account Balances liability represents the contract value that has accrued to the benefit of the policyholder as of the balance sheet date. This liability is primarily associated with accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balance, as applicable. Unearned revenue reserve primarily relates to the universal life-type products and represents policy charges for services to be provided in future periods. The charges are deferred as unearned revenue are generally amortized over the expected life of the contract similar to DAC.

 

F-13


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

iii. Separate Account Assets and Liabilities

Separate account assets represents segregated funds that are invested for certain unit-linked life and pension policyholders. The assets consist primarily of equity securities including exchange traded fund, government securities including state government securities, debt securities and reverse repurchase agreements including tri-party repos and are reported at fair value. The assets of each account are legally segregated and are not subject to claims that arise out of any other business of the Bank. Investment risks associated with market value changes are borne by the customers. The investment income and realized investment gains or losses from separate account assets generally accrue to the policyholders and are not included in the Bank’s results of operations. Mortality, policy administration and surrender charges assessed against the accounts are included in” Premium and other operating income from insurance business”. Asset management fees charged to the accounts are included in “Premium and other operating income from insurance business”. Separate account liabilities primarily represent the policyholder’s account balances in separate account assets and will be equal and offsetting to total separate account assets.

iv. Deferred Acquisition Costs (“DAC”)

Acquisition costs directly related to successful contract acquisitions of products have been deferred to the extent recoverable. Such acquisition costs are capitalized in the period they are incurred, and primarily include initial commission, employees remuneration and welfare benefits, medical fees, stamp duty and goods and services tax. All other acquisition-related costs including those related to general advertising and solicitation, market research, agent training, product development, unsuccessful sales, and underwriting efforts as well as all indirect costs are expensed as incurred. DAC is amortized on a constant level basis that approximates straight line amortization using the following amortization basis:

 

   

Traditional life insurance contracts and traditional life insurance limited payment contracts – Sum assured in force.

 

   

Annuity products – Number of policies in force.

 

   

Universal life type contracts – Number of policies in force.

Amortization of DAC is included in “Administrative and other” expense.

v. Reinsurance

For prospective reinsurance of short duration contracts that meet the criteria for reinsurance accounting, amounts paid (received) are recorded as ceded premium and ceded unearned premiums. Such amounts are amortized through earned premiums over the remaining contract period in proportion to the amount of insurance protection provided. The reinsurance recoverable for long-duration contracts and associated contract features is measured using assumptions and methods generally consistent with the underlying direct policies. Amounts currently recoverable under reinsurance agreements are included in “Other assets”.

The assessment of recoverability of reinsurance recoverable balances in each reporting period, is carried out through either historical trend of disputes and credit events or financial analysis of the credit quality of the reinsurer. These adjustments are recorded to reflect the results of these assessments through an allowance for credit losses and disputes that reduces the carrying amount of reinsurance and other assets on the consolidated balance sheet. The estimate requires significant judgement for which key considerations include paid and unpaid recoverable, whether the balance is in dispute or subject to legal collection, the relative financial health of the reinsurer and whether collateral and collateral arrangement exist. An estimate of the reinsurance recoverable lifetime expected credit losses is established utilizing a probability of default and loss given default method, which reflects the insurer’s risk rating. The allowance for credit losses excludes disputed amounts.

vi. Premium Deficiency

Premium deficiency reserves may be established for short-duration contracts to provide for expected future losses and certain expenses that exceed unearned premiums. These reserves are based on actuarial estimates of the amount of loss inherent in that period, including losses incurred for which claims have not been reported. The provisions for IBNR (incurred but not reported) claims are calculated using studies that measure the historical length of time between the incurred date of a claim and its eventual reporting to the Bank. If loss recognition exists, DAC is written off to the extent required for eliminating losses. If loss recognition still exists after DAC write-off, then a loss recognition liability would be established. For universal life-type contracts, a premium deficiency reserve may be established when existing contract liabilities, together with the present value of future fees and/or premiums, are not sufficient to cover the present value of future benefits and settlement costs. Loss recognition would be charged to net income by an increase in the liability for future benefits presented separately as loss recognition liability.

 

F-14


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

i. Income tax

The Bank estimates its income tax expense for the interim periods based on its best estimate of the expected effective income tax rate for a full year.

j. Revenue recognition

Interest income from loans and from investments is recognized on an accrual basis using the effective interest method when earned except in respect of loans or investments placed on non-accrual status, where it is recognized when received.

Fees and commissions from guarantees issued are amortized over the contractual period of the commitment. Commission, fees, and charges for rendering services such as investment management are recognized on an accrual basis as per the terms of service or agreement as applicable and where there is reasonable certainty of ultimate collection.

Dividends from investments are recognized when declared.

Realized gains and losses on sale of securities are recorded on the trade date and are determined using the weighted average cost method.

Premiums related to traditional long-duration products are recognized as revenues when due from policyholders. Premiums related to short-duration products are recognized on a pro-rata basis over the applicable contract term. When premiums are due over a significantly shorter period than the period over which benefits are provided, any excess profit is deferred as a DPL. The DPL is also recognized on the premiums received on the business acquired as of the PGAAP date. The DPL is amortized or recognized as earnings based on the amortization basis as mentioned in deferred acquisition cost. Premiums related to short-duration products are recognized on a pro rata basis over the applicable contract term. Unearned premiums, representing the portion of premium written related to the unexpired coverage, are reflected as liabilities until earned. Deposits related to universal life and investment-type products are credited to “Premium and other operating income from insurance business”. Revenues from such contracts consist of fees for mortality, policy administration, fund management charges, surrender charges and other charges as applicable are recorded in universal life and investment-type line of business in the period in which services are provided. All revenues and expenses are presented net of reinsurance, as applicable.

Other fees and income are recognized when earned, which is when the service that results in the income has been provided. The Bank amortizes annual fees on credit cards over the contractual period of the fees.

k. Segment information

The Bank operates in five reportable segments, namely retail banking, wholesale banking, treasury services, insurance services and others. Segment-wise information has been provided in note 19.

l. Business combination

The Bank accounts for acquired businesses using the acquisition method of accounting which requires that the assets acquired and liabilities assumed be recorded at the date of acquisition at their respective fair value. The application of the acquisition method requires certain estimates and assumptions, especially concerning the determination of the fair value of the acquired intangible and tangible assets, as well as the liabilities assumed at the date of the acquisition. The judgments made in the context of the purchase price allocation can materially impact the Bank’s future results of operations. The valuations are based on information available at the acquisition date. Purchase consideration in excess of the Bank’s interest and the acquiree’s net fair value of identifiable assets and liabilities is recognized as goodwill.

 

F-15


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

m. Goodwill

Under applicable accounting guidance, goodwill is reviewed at the reporting unit level for potential impairment at least on an annual basis at the end of the reporting period, or more frequently if events or circumstances indicate a potential impairment. The Bank tests goodwill of each separate reporting unit by initially qualitatively assessing whether events and circumstances indicate that it is more likely than not that a reporting unit’s fair value is less than its carrying amount. If such assessment indicates fair value is not less than the carrying value, the reporting unit is deemed not to be impaired and no further analysis is required. If it is more likely than not that fair value of the reporting unit is below its carrying value, a quantitative test is then performed. An impairment loss recognized cannot exceed the amount of goodwill assigned to a reporting unit, and the loss establishes a new basis for the goodwill. Subsequent reversal of goodwill impairment losses is not permitted.

n. Intangible Assets

The Bank’s identifiable intangible assets consists of, Brand, Investment Management Contract, Value of Business Acquired (“VOBA”), Distribution Network, Customer Relationship and Transferable Development Rights acquired in Business Combination. All intangible assets except Brand and Investment Management Contract are definite-lived intangible assets and are recorded at acquisition date fair value.

The Bank’s definite-lived intangible assets are amortized over their estimated useful lives. Indefinite-lived intangible assets are not amortized but are tested for impairment annually, or more frequently, if necessary.

 

Intangible Assets

  

Useful lives (years)

  

Amortization method

Brand

   Indefinite    Not applicable

Investment Management Contract

   Indefinite    Not applicable

Value of Business Acquired (VOBA)

   Life of the underlying contracts    Constant level basis(*)

Distribution Network

   17    Straight line

Customer Relationship

   17    Straight line

Transferable Development Rights

   8    Straight line

 

(*) 

VOBA is amortized on a constant-level basis that approximates straight-line amortization (refer to note 14)

The Bank reviews intangible assets for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Impairment is indicated if the sum of undiscounted estimated future net cash flows is less than the carrying value of the asset.

o. Recently adopted accounting standards

As a result of the merger of HDFC Limited with HDFC Bank Limited, HDFC Life Insurance Company Limited became a subsidiary of HDFC Bank. Accounting Standards Update (ASU) 2018-12 – Financial Services – Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts, issued by the FASB in August 2018, is applicable to HDFC Life Insurance Company Limited. The FASB subsequently issued several ASUs as amendments to ASU No. 2018-12. The standard requires insurance companies with long duration contracts to: (1) review and, if there is a change, update the assumptions used to measure expected cash flows at least annually; (2) update the discount rate assumption at each reporting date; and (3) enhance certain qualitative and quantitative disclosures. This ASU was applied using a modified retrospective approach that requires restatement of prior periods presented, including a cumulative adjustment to accumulated other comprehensive income as of January 1, 2021 (the transition date). The Bank acquired from eHDFC group an insurance business which has been included in the Bank’s financial results since July 01, 2023. The standard has, among other things, impacted the discount rate used in estimating reserves for the Bank’s life and annuity reinsurance portfolio, which is in runoff.

In March 2022, the FASB issued ASU No. 2022-01 “Fair Value Hedging—Portfolio Layer Method (Topic 815)”. This ASU expands the portfolio layer method of hedge accounting prescribed in ASU 2017-12 to allow multiple hedged layers of a single closed portfolio and to include portfolios of both prepayable and non-prepayable financial assets. This scope expansion is consistent with the FASB’s efforts to simplify hedge accounting and allows entities to apply the same accounting method to similar hedging strategies. This ASU also specifies eligible hedging instruments in a single-layer hedge, provides additional guidance on accounting and disclosure of hedge basis adjustments and specifies how hedge basis adjustments should be considered in determining credit losses for assets in the designated closed portfolio. This ASU is effective for public business entities for interim and annual periods in fiscal years beginning after December 15, 2022. The Bank adopted the ASU effective April 1, 2023. The adoption of this guidance did not have a material impact on the Bank’s consolidated financial position or results of operations.

 

F-16


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

In March 2022, the FASB issued ASU 2022-02 “Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures”, which eliminates the accounting guidance for TDRs by creditors in Subtopic 310-40 “Receivables—Troubled Debt Restructurings by Creditors”. This ASU enhances disclosure requirements for certain loan refinancing and restructuring activity by creditors when a borrower is experiencing financial difficulty, updates certain requirements related to accounting for credit losses under ASC 326 and requires disclosure of current-period gross write offs of financing receivables by year of origination. The ASU is effective for the Bank for interim and annual periods in fiscal years beginning after December 15, 2022. The Bank adopted the ASU effective April 1, 2023. The adoption of this guidance did not have a material impact on the Bank’s consolidated financial position or results of operations.

p. Recently issued accounting pronouncements not yet effective

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), an amount for other segment items by reportable segment and a description of its composition, all annual disclosures required by FASB ASU Topic 280 in interim periods as well, and the title and position of the CODM and how the CODM uses the reported measures. The amendments in this ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied retrospectively. The Bank does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The update requires enhanced annual disclosures for specific categories in the rate reconciliation and income taxes paid disaggregated by federal, state and foreign taxes. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. The Bank does not expect the adoption of ASU 2023-09 to have a material impact on its consolidated financial statements.

q. Convenience translation

The accompanying financial statements have been expressed in Indian Rupees (“Rs.”), the Bank’s functional currency. For the convenience of the reader, the financial statements as of and for the six-month period ended September 30, 2023 have been translated into U.S. dollars at US$1.00 = Rs. 83.08 as published by the Federal Reserve Board of New York on September 29, 2023. Such translation should not be construed as a representation that the rupee amounts have been or could be converted into U.S. dollars at that or any other rate, or at all.

 

F-17


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

3. Business Combination

During the year, on July 01, 2023, the Bank completed the acquisition of 100% equity interest in eHDFC, a housing finance company in India providing housing loans to individuals as well as corporates, undertaking lease rental discounting and construction finance. Post-acquisition, all the subsidiaries and affiliates of eHDFC (eHDFC and its subsidiaries and affiliates together referred to as “eHDFC group”) became subsidiaries and affiliates of the Bank.

Pursuant to the Scheme of Amalgamation dated April 04, 2022 (the “Scheme”) and as amended, eHDFC shareholders received 42 shares (face value Rs.1 each) of the Bank, as consideration, for every 25 shares (face value Rs.2 each) held in eHDFC. The scheme was approved by the shareholders at the meeting of the shareholders of the Bank convened by the National Company Law Tribunal (“NCLT”) held on November 25, 2022. The NCLT, in its order dated March 17, 2023, sanctioned the Scheme. Upon receipt of all requisite approvals, the Bank filed a Form INC-28 with the Registrar of Companies (“ROC”) on July 01, 2023 and accordingly, the Scheme became effective on July 01, 2023 (the “Effective date”), resulting in the Bank obtaining control of eHDFC.

Total purchase consideration was Rs. 5,337,741.5 million (US$ 64,248.2 million) based on the Bank’s closing price of Rs. 1701.4 (US$ 20.5) per share on the National Stock Exchange (“NSE”) as of June 30, 2023. The Bank allotted 3,110,396,492 common equity shares upon completing the transaction. Share-based compensation awards held by eHDFC’s employees were converted into the Bank’s equity share-based compensation awards with number of shares underlying such awards adjusted based on an exchange ratio resulting in 48,461,845 shares post-acquisition when fairly valued using the binomial method. Share warrants issued to qualified institutional buyers were converted into Bank’s common equity share with number of shares underlying such warrants adjusted based on an exchange ratio resulting in 24,792,768 warrants post acquisition when fairly valued using the Black and Scholes method. The merger is expected to increase revenue opportunities through cross-selling of products, leveraging the extensive customer base, offering a comprehensive suite of financial services, and tapping into operational efficiencies by streamlining back-office functions and benefiting from economies of scale. Additionally, the merger is expected to improve liquidity through access to a wider pool of funds at potentially lower rates and enhanced capital adequacy through the combined strong capital base post-merger.

The results of operations from the eHDFC group have been included in the Bank’s financial statements since July 01, 2023.

The business combination has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Accordingly, assets acquired and liabilities assumed were recorded at their estimated fair value on the acquisition date. The determination of estimated fair values required management to exercise judgment and make estimates concerning discount rates, anticipated future cash flows and prevailing market conditions among others at the time of the merger, and other forthcoming events that are highly sensitive in nature.

 

F-18


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The following table provides a purchase price allocation to the identifiable assets acquired and liabilities assumed of eHDFC group and the noncontrolling interest at their estimated fair values as of the acquisition date.

 

Particulars

   As of July 1, 2023,  
     (In millions)  

Consideration

     

Common equity share issued (3,110,396,492 shares of the Bank)

   Rs. 5,292,028.6      US$ 63,698.0  

Share-based compensation

     35,240.7        424.2  

Share warrants

     10,472.2        126.0  
  

 

 

    

 

 

 

Fair value of total consideration transferred

     5,337,741.5        64,248.2  

Settlement of pre-existing relationship (refer note below)

     (69,312.6      (834.3
  

 

 

    

 

 

 

Investment in the Bank by eHDFC (refer note below)

     (1,981,494.4      (23,850.4

Fair value of net purchase consideration transferred

     3,286,934.5        39,563.5  
  

 

 

    

 

 

 

Acquisition-related costs

     1,900.0        22.9  

Less:

     

A. Recognised amounts of identifiable assets acquired

     

Cash and due from banks

     10,344.1        124.5  

Investment securities

     2,842,356.2        34,212.3  

Loans - Net

     6,428,635.4        77,378.9  

Accrued interest receivable

     37,276.7        448.7  

Property and equipment

     39,136.2        471.1  

Identified intangibles assets

     1,434,818.1        17,270.3  

Other assets

     622,978.8        7,498.5  

Separate account assets

     857,528.7        10,321.7  
  

 

 

    

 

 

 

Total estimated assets acquired

     12,273,074.2        147,726.0  
  

 

 

    

 

 

 

Add:

     

B. Recognized amounts of identifiable liabilities assumed and Noncontrolling Interests

     

Deposits

     1,571,204.5        18,911.9  

Accrued expenses and other liabilities

     781,742.3        9,409.6  

Borrowings

     4,977,276.5        59,909.4  

Separate account liabilities

     857,528.7        10,321.7  

Liabilities on policies in force

     1,499,749.1        18,051.9  

Noncontrolling Interest in eHDFC subsidiaries

     926,787.1        11,155.4  
  

 

 

    

 

 

 

Total estimated liabilities assumed

      10,614,288.2         127,759.9  
  

 

 

    

 

 

 

Goodwill

     1,628,148.5        19,597.4  
  

 

 

    

 

 

 

Above identifiable net assets includes assets and liabilities of the disposal group classified as held for sale as on date of acquisition i.e., HDFC Credila Financial Services Limited and HDFC Education and Development Services Limited amounting to Rs. 103,500 million (US$ 1,245.8 million) [includes goodwill amounting to Rs. 73,576.1 million (US$ 885.6 million)] and Rs. 1,976.0 million (US$ 23.8 million), respectively.

Total amount of goodwill is Rs. 1,628,148.5 million (US$ 19,597.4 million). None of the goodwill recognized is expected to be deductible for income tax purposes.

The recorded goodwill of Rs. 1,628,148.5 million (US$ 19,597.4 million) resulting from the acquisition primarily reflects the anticipated synergies and economies of scale derived from the integration of operations between the Bank and eHDFC group. Additionally, a portion of this goodwill is attributable to intangible assets that do not meet the criteria for separate recognition as per ASC 805, Business Combinations.

 

F-19


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Goodwill is allocated among the Cash Generating Units (CGUs) as per assignment method where goodwill is derived from the residual amount on the relative excess of the fair value of the CGUs over the net assets of the CGUs. The assignment of Goodwill recorded as a result of the acquisition to the Bank’s reportable segments is as follows:

 

Particulars

   As of July 1, 2023,  
     (In millions)  

Retail Banking

   Rs. 368,079.6      US$ 4,430.4  

Wholesale Banking

     71,617.3        862.0  

Insurance Services

     959,080.0        11,544.1  

Others

     229,371.6        2,760.9  
  

 

 

    

 

 

 

Total

      1,628,148.5         19,597.4  
  

 

 

    

 

 

 

Valuation methodology adopted for estimation of fair values of significant assets acquired and liabilities assumed:

Cash and due from banks: Given the short-term nature of assets, the carrying amount was determined to be reasonable estimate for fair value.

Investment in securities: Includes Investments held for trading, Investments available for sale debt securities and Securities purchased under agreements to resell. The carrying amount of these assets is a reasonable estimate of its fair value which are based on market quotations, where market quotations are available or otherwise based on present values at current interest rates for such investments.

Loans: The loan asset was segmented into two categories i.e. retail loans and wholesale loans. The present value of retail loans is determined by considering the exposure at default (“EAD”), weighted average interest rate, and remaining tenure for each segment. This involves calculating the monthly equated monthly instalments (“EMI”), interest, principal payments, and accounting for prepayments. Discount rates are then applied to the projected cash flows to derive the present value. The valuation methodology of wholesale loans involves computing yields using base rates and spreads to derive yield curves. Monthly cash flows are calculated based on the repayment schedule, with present values derived using the yields as discount rates. The total present value is the sum of the discounted cash flows over the loan’s tenure.

Property and Equipment: Property and Equipment includes buildings and other fixed assets including computer/IT equipment, electric installations, air conditioners, among others. Fair valuation of buildings has been carried out using the sales comparison method under the market approach, which involves comparing the properties being appraised with similar buildings that have recently been sold or rented (comparable buildings) or for which offers to purchase or rent have been made, thereby modelling the behavior of the market. Valuation of other fixed assets is done using depreciated replacement cost method under cost approach. The method considers the remaining useful economic life, age, condition, depreciation, obsolescence, residual value, and other relevant factors to determine the attributable value of the assets.

Other assets: Other assets substantially includes investments in affiliate valued at fair value based on the latest transaction price.

Separate account assets and liabilities: The carrying amount of these assets and liabilities are reasonable estimates of fair value. The assets consist primarily of equity securities, fixed maturities, real estate-related investments, short-term investments and derivative instruments and are reported at fair value. The liabilities primarily represent the policyholder’s account balances in separate account assets and will be equal and offsetting to total separate account assets.

Deposits: The fair value of deposits, including public individual, public trust, recurring deposit, and compounding instruments, is estimated using the discounted cash flow method. This approach applies cumulative interest rates from the respective rate cards, which are determined based on a market participant perspective, and considers the remaining tenure for each deposit category.

Borrowings: The fair value of borrowings comprising commercial papers, non-convertible debentures (“NCDs”), and subordinate debt issued are estimated by discounting the estimated future cash flows using rates currently available to the Bank for debt with similar remaining maturities. As deemed appropriate, proxy discount rates reflecting market yields on commercial papers, zero rates (zero rates are interpolated to map the timing of the interest and notional amounts) of the benchmark curve sourced from Bloomberg for external commercial borrowings (“ECBs”) and bonds, and Fixed Income Money Market and Derivatives Association of India (“FIMMDA”) AAA rate yields for non-banking financial companies for NCDs and other borrowings have been used for the purpose of discounting the cashflows to arrive at the fair value.

Liabilities on policies in force: Liabilities for future policy benefits (LFPBs) for traditional and limited-payment long-duration insurance contracts have been established based on the present value of expected future benefits and expenses, adjusted for net premiums and updated assumptions per U.S. GAAP.

Noncontrolling interest: The fair value of noncontrolling interest was calculated after determination of fair value of the subsidiaries of eHDFC. The noncontrolling interest associated with HDFC Life Insurance Company Limited and HDFC Asset Management Company Limited was determined using the market approach while the portion of noncontrolling interest attributable to HDFC Capital Advisors Limited was recorded at its historical carrying amount.

 

F-20


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Intangible assets disclosure

The Bank has assigned Rs. 1,434,818.1 million (US$ 17,270.3 million) of the purchase price to identifiable intangible assets consisting of Brand, Investment management contract, Value of business acquired, Distribution network, Customer relationship and Transferable development rights. The following table summarizes the major class of identifiable acquired intangible assets and estimated period of amortization-

 

     As of July 1, 2023
     Estimated Fair Value
(In millions)
    

Useful lives (in years)

  

Valuation Methodology

Intangible asset

           

Brand

   Rs.  750,758.2      US$ 9,036.6      Indefinite life    Relief from royalty method(a)

Investment management contract

     369,785.6        4,451.0      Indefinite life    Multi-period excess earnings method(b)

Value of business acquired

     221,738.5        2,669.0      Life of the underlying contracts    Refer below(c)

Distribution network

     59,543.2        716.7      17    Multi-period excess earnings method(b)

Customer relationship

     29,874.9        359.5      17    Multi-period excess earnings method(b)

Transferable development rights

     3,117.7        37.5      8    Comparison method
  

 

 

    

 

 

       

Total

     1,434,818.1        17,270.3        
  

 

 

    

 

 

       

Above intangible assets include Brand amounting to Rs. 8,527.5 million (US$ 102.6 million) and Distribution network amounting to Rs. 8,972.4 million (US$ 108.0 million) pertaining to HDFC Credila Financial Services Limited which was classified as held for sale as of the Effective Date.

(a) Relief from royalty method: The principle of the relief-from-royalty-method asserts that the value of an intangible asset is what the owner would pay to licence of the asset if he did not own it. In other words, the value equates to the avoided cost of not having to pay a royalty.

(b) Multi-period excess earnings method (MEEM): The MEEM method is predicted on the basis that the value of the intangible asset is the present value of the earnings it generates, net of a reasonable return on the other assets also contributing to the stream of earnings. Valuation of Investment Management Contract, Distribution Network and Customer Relationship is done under the Income Approach.

(c) Difference between the estimated Fair Value of liabilities (FVL) and the value of Liabilities (GVL). The FVL is derived as the sum of the best estimate of liabilities (“BEL”) and the risk margin (“RM”). GVL is derived as the liability for future policy benefits (“LFPB”) plus other liability items less reinsurance recoverable (refer to note 14).

Brand: Brand value has been estimated using the income approach with the relief from royalty method. This method considers the projected revenue for future periods multiplied by the royalty rate and is discounted using appropriate risk adjusted discount rate and the sum of present value of the above is considered as the value of the brand. As the brand is expected to contribute to cashflows indefinitely, it would be considered to have an indefinite useful life. Significant assumptions in the valuation include royalty rates, projected revenue growth rates and periods, and the risk adjusted discount rate.

Investment management contract (the “Contract”): The fair value of the Contract was estimated using the income approach with the MEEM method. This method considers future earnings generated by the Contract along with the contributions of other relevant assets (tangible and intangible) needed for its operation. A detailed financial projection was used and notional charges (fair value, return and risk associated with such assets) were factored in to take into account for the economic contribution of these supporting assets. The final fair value of the Contract reflects the present value of its projected earnings after considering taxes and the contribution of other assets by discounting using an appropriate risk adjusted discount rate. The Contract is not expected to be terminated and will contribute to cashflows indefinitely and it would be considered to have an indefinite useful life. Significant assumptions included future period post-tax earnings and projection period, rate of return and the risk adjusted discount rate.

Value of business acquired (“VOBA”): VOBA is valued as the difference between the estimated fair value of liabilities (“FVL”) and the carrying value of those same insurance contract liabilities . The FVL for the acquired business is derived as the sum of the best estimate of liabilities (“BEL”) and the risk margin (“RM”) calculated using the same best estimate assumptions as those used in deriving the company’s Indian embedded value (“IEV”) as at 30 June 2023. The carrying value of those same insurance contract liabilities is derived as the liability for future policy benefits (“LFPB”) plus other liability items (reserves for unmodelled products, sales inducement liability, time value of options and guarantees, and additional reserves) less reinsurance recoverable. Cash flow assumptions including mortality, morbidity, persistency, and discount rates for fair value of liabilities were considered.

Distribution network & Customer relationship: The fair value of the distribution network and customer relationship was estimated using the income approach with the MEEM method. The method requires estimating future excess earnings from acquiring new customers through existing channels of distribution and future excess earnings from existing customers. An attrition rate, derived from historical data, was used to derive the annualized premium equivalent (“APE”) corresponding to such channels of distribution existing as of the Effective Date. Projected profits, based on expected value of new business (“VNB”) margins, were considered for new business. Notional charges (fair value, return and risk associated with contributory assets) for the economic contribution of other assets were considered. Finally, a risk-adjusted discount rate was applied to the projected excess earnings to determine the present value, resulting in the fair value of the distribution network and customer relationship.

Transferable development rights (“TDR”): TDR is valued using comparison method, a comparison is made with similar properties that have recently been quoted/sold in the market and thus have a quoting/transaction price. The comparison approach is the preferred approach when comparable instances are available.

 

F-21


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Unaudited Pro forma Financial Information:

Following is the unaudited pro forma financial information for the six month period ended September 30, 2022 and September 30, 2023, as if the acquisition of eHDFC group were completed on the same terms at the beginning (i.e., April 01, 2022). The unaudited pro forma information should not be relied upon as being indicative of the historical results of operations that would have occurred had the acquisition taken place on April 01, 2022.

 

     As of  

Particulars

   September 30, 2022      September 30, 2023  
     (In millions)  

Revenue (a)

   Rs.  1,073,980.8      US$  12,927.1      Rs.  1,157,613.5      US$  13,933.7  

Net Income

     318,391.7        3,832.4        274,075.3        3,298.9  

(a) Revenue includes net interest revenue and non-interest revenue. Acquisition costs are included in the periods where such expenses are incurred

The unaudited pro forma financial information presented includes the estimated business combination accounting effects resulting from the acquisition, notably acquisition related costs amounting to Rs. 1,900.0 million (US$ 22.9 million), and amortization expenses from the intangible assets, advances and debt including its related tax effects amounting to Rs. 14,649.6 million (US$ 176.3 million) and Rs. 17,187.4 million (US$ 206.9 million) for the six month period ended September 30, 2022 and September 30, 2023, respectively. It does not include any anticipated synergies or other expected benefits of the acquisition. Actual results may differ from the unaudited pro forma information presented below and the differences could be significant.

The Bank’s operating results for the six month period ended September 30, 2023, includes the operating results of acquired assets and assumed liabilities of eHDFC group subsequent to the merger on July 1, 2023. Due to the various conversions of eHDFC systems during the six month period ended September 30, 2023, as well as other streamlining and integration of operating activities into those of the Bank, the Bank is unable to report separately eHDFC and its subsidiaries’ operations after July 1, 2023 despite making every reasonable effort to do so and thus including disclosures of eHDFC’s revenue and earnings since Effective Date the accompanying consolidated statements of income for the reporting period is impracticable.

Certain acquired receivables:

The Bank identifies purchased financial assets with credit deterioration (“PCD”) loans as those that have experienced a more-than-insignificant deterioration in credit quality since origination. The Bank considers a variety of factors to evaluate and identify whether acquired loans are PCD loans, including but not limited to, nonaccrual status, delinquency, decreases in credit scores and other factors. Upon acquisition, current expected credit losses are added to the fair value of individual PCD loans to determine the amortized cost basis. After initial recognition, any changes to the estimate of expected credit losses, favorable or unfavorable, are recorded as a provision for credit loss during the period of change. Following are the details of the acquired eHDFC PCD loans.

 

     As of July 1, 2023         
Particulars    Wholesale      Retail      Total      Total  
     (In millions)         

Par value of PCD loans at acquisition

   Rs.  72,684.7      Rs.  43,961.6      Rs.  116,646.3      US$  1,404.0  

Allowance for credit losses on PCD loans at acquisition

     36,487.3        2,927.9        39,415.2        474.4  

Fair value of receivables at acquisition

     36,197.4        41,003.0        77,200.4        929.2  

Non-credit discount/(premium) on PCD loans at acquisition

     —         30.7        30.7        0.4  

Contingencies:

eHDFC group had contingent liabilities on account of disputed dues towards service tax and goods & service tax. The Bank recognizes a loss contingency in accordance with ASC 450 when it is probable that a liability has been incurred and the amount can be reasonably estimated. If both conditions are not met, the Bank discloses the contingency if there is at least a reasonable possibility that a loss may have been incurred The contingent liabilities are in the nature of statutory demands and liabilities in dispute related to service tax and goods & service tax amounting to Rs. 11,063.0 million (US$ 133.2 million).

Separately accounted for transactions, including pre–existing relationship:

Following are the details of the pre-exiting relationship between HDFC Bank group (“the Bank and its subsidiaries”) and eHDFC group:

 

As of July 1, 2023

 
(In millions)  

Financial statement line items

  
Cash and due from Banks    Rs.  52,875.3     US$  636.3  
Investments, available for sale, at market      18,407.5       221.6  
Accrued expenses and other liabilities      (5,777.5     (69.5
Other assets      3,807.3       45.8  
  

 

 

   

 

 

 
Net Assets    Rs.  69,312.6     US$ 834.2  
  

 

 

   

 

 

 

 

F-22


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The pre-existing relationship between the Bank and eHDFC has been legally extinguished upon the business combination and is effectively settled as part of the acquisition. As of the Effective Date, the pre-existing relationship between the Bank group and eHDFC subsidiaries was an intercompany relationship and was subsequently eliminated during the consolidation process.

Investment in the Bank by eHDFC

eHDFC held a 20.8% equity interest in the Bank. Upon the acquisition of eHDFC by the Bank, this equity interest was cancelled through a share cancellation process, effectively eliminating the shares that eHDFC held in the Bank.

Acquisition costs

Acquisition related costs amount to Rs. 1,900.0 million (US$ 22.9 million) and comprise of expenses recognized separately from the acquisition of assets and assumptions of liabilities in the business combination. The same is recognized as an expense in “Non-interest expense- Administrative and other” in the consolidated statements of income.

4. Cash and due from banks, and restricted cash

The Bank is required to maintain a specific percentage of its demand and time liabilities by way of a balance in a current account with the RBI. This is to maintain the solvency of the banking system. As prescribed by the RBI, the cash reserve ratio has to be maintained on an average basis for a two-week period. The average balance maintained for such two-week period should not fall below the prescribed threshold limit. Non-maintenance of the requisite balance is subject to levy of penalty. The Bank has classified the cash reserve maintained with the RBI as restricted cash or restricted cash equivalents (restricted cash).

The cash and due from banks, and restricted cash consist of restricted cash of Rs. 902,006.6 million and Rs. 1,386,082.2 million (US$ 16,683.7 million) as of March 31, 2023 and September 30, 2023 respectively.

5. Investments, held for trading

The portfolio of trading securities as of March 31, 2023 and September 30, 2023 was as follows:

 

    As of March 31, 2023  
    Amortized Cost     Gross Unrealized
Gains
    Gross Unrealized
Losses
    Fair Value  
                         
    (In millions)  

Government of India securities

  Rs.  106,952.3     Rs.  103.6     Rs.  23.2     Rs.  107,032.7  

Other corporate/financial institution securities

    20,361.5       19.0       2.5       20,378.0  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total debt securities

  Rs. 127,313.8     Rs. 122.6     Rs. 25.7     Rs. 127,410.7  

Other securities (including mutual fund units)

    8,166.4       254.0       —      8,420.4  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs. 135,480.2     Rs. 376.6     Rs. 25.7     Rs. 135,831.1  
 

 

 

   

 

 

   

 

 

   

 

 

 
    As of September 30, 2023  
    Amortized Cost     Gross Unrealized
Gains
    Gross Unrealized
Losses
    Fair Value  
                         
    (In millions)  

Government of India securities

  Rs. 26,172.4     Rs. 12.5     Rs. 14.8     Rs. 26,170.1  

Other corporate/financial institution securities

    6,248.2       33.5       200.5       6,081.2  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total debt securities

  Rs. 32,420.6     Rs. 46.0     Rs. 215.3     Rs. 32,251.3  

Other securities (including mutual fund units)

    194,048.1       55,521.8       3,820.4       245,749.5  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs. 226,468.7     Rs. 55,567.8     Rs.  4,035.7     Rs. 278,000.8  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  US$ 2,726.0     US$ 668.8     US$ 48.6     US$ 3,346.2  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

F-23


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

6. Investments, AFS debt securities

The portfolio of AFS debt securities as of March 31, 2023 and September 30, 2023 was as follows:

 

    As of March 31, 2023  
    Amortized Cost     Gross Unrealized
Gains
    Gross Unrealized
Losses
    Fair Value  
                         
    (In millions)  

Government of India securities

  Rs. 3,860,431.8     Rs. 4,656.4     Rs. 80,344.5     Rs. 3,784,743.7  

State government securities

    428,980.9       1,322.5       15,604.8       414,698.6  

Government securities outside India

    819.0       —      21.8       797.2  

Credit substitutes

    511,161.4       505.4       8,479.0       503,187.8  

Other corporate/financial institution bonds

    27,521.4       13.4       571.3       26,963.5  

Debt securities, other than asset and mortgage-backed securities

    4,828,914.5       6,497.7       105,021.4       4,730,390.8  

Mortgage-backed securities

    19.3       —      1.8       17.5  

Asset-backed securities

    150,271.9       55.2       1,891.4       148,435.7  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs. 4,979,205.7     Rs. 6,552.9     Rs. 106,914.6     Rs. 4,878,844.0  
 

 

 

   

 

 

   

 

 

   

 

 

 

Securities with gross unrealized losses

        Rs. 3,220,573.8  

Securities with gross unrealized gains

          1,658,270.2  
       

 

 

 
        Rs. 4,878,844.0  
       

 

 

 
    As of September 30, 2023  
    Amortized Cost     Gross Unrealized
Gains
    Gross Unrealized
Losses
    Fair Value  
                         
    (In millions)  

Government of India securities

  Rs. 6,445,733.0     Rs. 15,994.4     Rs. 90,197.5     Rs. 6,371,529.9  

State government securities

    750,082.3       3,105.5       16,615.8       736,572.0  

Government securities outside India

    1,899.6       —        29.2       1,870.4  

Credit substitutes

    362,648.5       566.5       4,813.1       358,401.9  

Other corporate/financial institution bonds

    700,142.0       6,446.7       20,942.7       685,646.0  

Debt securities, other than asset and mortgage-backed securities

    8,260,505.4       26,113.1       132,598.3       8,154,020.2  

Mortgage-backed securities

    111.6       1.9       1.8       111.7  

Asset-backed securities

    175,556.9       469.2       964.1       175,062.0  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs. 8,436,173.9     Rs. 26,584.2     Rs. 133,564.2     Rs. 8,329,193.9  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  US$ 101,542.8     US$ 320.0     US$ 1,607.7     US$ 100,255.1  
 

 

 

   

 

 

   

 

 

   

 

 

 

Securities with gross unrealized losses

        Rs. 6,012,083.7  

Securities with gross unrealized gains

          2,317,110.2  
       

 

 

 
        Rs. 8,329,193.9  
       

 

 

 
        US$ 100,255.1  
       

 

 

 

 

 

F-24


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

AFS investments of Rs. 4,199,442.3 million and Rs. 6,297,623.4 million (US$ 75,801.9 million) as of March 31, 2023 and September 30, 2023, respectively, are eligible towards the Bank’s statutory liquidity reserve requirements. These balances are subject to withdrawal and usage restrictions towards the reserve requirements, but may be freely traded by the Bank. Of these investments, Rs. 2,070,953.6 million as of March 31, 2023 and Rs. 3,274,041.4 million (US$ 39,408.3 million) as of September 30, 2023, were kept as margins for clearing, collateral borrowing and lending obligation (“CBLO”) and real time gross settlement (“RTGS”), with the RBI and other financial institutions.

Amortized cost is net of Rs. 70.9 million and Rs. 13.7 million as allowance for credit losses for the fiscal year ended March 31, 2023 and six-month period ended September 30, 2023, respectively.

The below table presents the gross unrealized losses and the associated fair value of AFS debt securities and whether these securities have had gross unrealized losses for less than 12 months or 12 months or greater as of March 31, 2023:

 

    As of March 31, 2023              
    Less Than 12 Months     12 Months or Greater     Total  
    Fair Value     Unrealized
Losses
    Fair Value     Unrealized
Losses
    Fair Value     Unrealized
Losses
 
                                     
                (In millions)              

Government of India securities

  Rs. 1,038,004.8     Rs. 12,622.5     Rs. 1,266,775.4     Rs. 67,722.0     Rs.  2,304,780.2     Rs.  80,344.5  

State government securities

    75,707.7       1,923.6       270,099.2       13,681.2       345,806.9       15,604.8  

Government securities outside India

    797.2       21.8       —      —      797.2       21.8  

Credit substitutes

    254,023.6       3,771.0       152,702.6       4,708.0       406,726.2       8,479.0  

Other corporate/financial institution bonds

    21,596.9       443.0       4,205.1       128.3       25,802.0       571.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Debt securities, other than asset- and mortgage-backed securities

    1,390,130.2       18,781.9       1,693,782.3       86,239.5       3,083,912.5       105,021.4  

Mortgage-backed securities

    —      —      17.5       1.8       17.5       1.8  

Asset-backed securities

    110,545.7       1,077.3       26,098.1       814.1       136,643.8       1,891.4  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs.   1,500,675.9     Rs.   19,859.2     Rs.   1,719,897.9     Rs.    87,055.4     Rs.   3,220,573.8     Rs.   106,914.6  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The below table presents the gross unrealized losses and the associated fair value of AFS debt securities and whether these securities have had gross unrealized losses for less than 12 months or 12 months or greater as of September 30, 2023:

 

    As of September 30, 2023              
    Less Than 12 Months     12 Months or Greater     Total  
    Fair Value     Unrealized
Losses
    Fair Value     Unrealized
Losses
    Fair Value     Unrealized
Losses
 
                                     
                (In millions)              

Government of India securities

  Rs. 2,082,920.2     Rs. 8,575.7     Rs. 2,497,070.1     Rs. 81,621.8     Rs.  4,579,990.3     Rs.  90,197.5  

State government securities

    139,445.9       929.6       452,523.6       15,686.2       591,969.5       16,615.8  

Government securities outside India

    —        —        799.2       29.2       799.2       29.2  

Credit substitutes

    61,766.0       147.8       240,336.5       4,665.3       302,102.5       4,813.1  

Other corporate/financial institution bonds

    155,141.8       3,481.0       303,390.4       17,461.7       458,532.2       20,942.7  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Debt securities, other than asset- and mortgage-backed securities

    2,439,273.9       13,134.1       3,494,119.8       119,464.2       5,933,393.7       132,598.3  

Mortgage-backed securities

    21.9       0.4       15.5       1.4       37.4       1.8  

Asset-backed securities

    62,142.1       544.7       16,510.5       419.4       78,652.6       964.1  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs.  2,501,437.9     Rs.  13,679.2     Rs.  3,510,645.8     Rs.  119,885.0     Rs.  6,012,083.7     Rs. 133,564.2  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  US$ 30,108.8     US$ 164.7     US$ 42,256.2     US$ 1,443.0     US$ 72,365.0     US$ 1,607.7  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

F-25


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

As of September 30, 2023, there were 383 AFS investments in Government of India securities, State government securities and Government securities outside India with unrealized losses totalling Rs. 106,842.5 million. Upon analyzing the debt security portfolios, the Bank determined that no allowance was required as of September 30, 2023 in government issued or backed securities as the risk of loss was deemed minimal for these debt securities. Additionally, none of the remaining AFS investments in debt securities held by the Bank were past due or in non-accrual status as of September 30, 2023. The declines in the market value of these securities were mainly attributable to changes in interest rates and not credit quality, and because the Bank had the ability and intent to hold these investments until there is a recovery in fair value, which may be at maturity, the Bank did not record any write-offs for credit losses on any of these securities at September 30, 2023.

Allowances for AFS debt securities as of March 31, 2023 are as follows:

 

     As of March 31, 2023  
     Allowance for
credit losses,
beginning of
the period
     Write-offs      Addition/
(Deletion)to

allowance for
credit losses
     Allowance for
credit losses,
end of the
period
 
                             
     (In millions)  

Credit substitutes

   Rs. —     Rs. —     Rs. 70.9      Rs. 70.9  

Other corporate/financial institution bonds

       —         —        —       — 
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   Rs.  —     Rs. —     Rs.   70.9      Rs.   70.9  
  

 

 

    

 

 

    

 

 

    

 

 

 

Allowances for AFS debt securities as of September 30, 2023 are as follows:

 

     As of September 30, 2023  
     Allowance for
credit losses,
beginning of

the period
     Write-offs      Addition/
(Deletion) to

allowance for
credit losses
     Allowance for
credit losses,
end of the

period
 
                             
     (In millions)  

Credit substitutes

   Rs. 70.9      Rs. —       Rs. (57.2)      Rs. 13.7  

Other corporate/financial institution bonds

      —          —         —         —   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   Rs. 70.9      Rs. —       Rs. (57.2)      Rs.  13.7  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   US$ 0.9      US$ —       US$ (0.7)      US$ 0.2  
  

 

 

    

 

 

    

 

 

    

 

 

 

Credit Quality Indicators

The Bank monitors the credit quality of its investment securities through various risk management procedures, including the monitoring of credit ratings. A majority of the debt securities in the Bank’s investment portfolio were issued by the Government of India or State governments or entities or agencies that are either explicitly or implicitly guaranteed by such governments. The Bank believes the long history of no credit losses on these securities indicates that the expectation of non-payment of the amortized cost basis is zero, even if such governments were to technically default. Therefore, for the aforementioned securities, the Bank does not assess or record expected credit losses due to the zero loss assumption. The Bank monitors the credit quality of its remaining AFS investment portfolio which is updated periodically. Such of the remaining AFS investment portfolio in an unrealized loss position are evaluated to determine if the loss is attributable to credit related factors and if an allowance for credit loss is needed. The average credit rating of the securities comprising the mortgage-backed securities and asset-backed securities was AAA (based upon external ratings where available) as of September 30, 2023.

 

F-26


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The contractual residual maturity of AFS debt securities other than asset and mortgage-backed securities as of September 30, 2023 is set out below:

 

     September 30, 2023  
     Amortized Cost      Fair Value      Fair Value  
                      
     (In millions)  

Within one year

   Rs. 1,713,673.5      Rs. 1,711,710.2      US$ 20,603.2  

Over one year through five years

     1,833,008.4        1,811,126.3        21,799.8  

Over five years through ten years

     2,802,966.7        2,759,656.6        33,216.9  

Over ten years

     1,910,856.8        1,871,527.1        22,526.8  
  

 

 

    

 

 

    

 

 

 

Total

   Rs.  8,260,505.4      Rs.  8,154,020.2      US$  98,146.7  
  

 

 

    

 

 

    

 

 

 

The contractual residual maturity of AFS mortgage-backed and asset-backed debt securities as of September 30, 2023 is set out below:

 

     As of September 30, 2023  
     Amortized Cost      Fair Value      Fair Value  
                      
     (In millions)  

Within one year

   Rs. 72,061.4      Rs. 71,689.5      US$ 862.9  

Over one year through five years

        103,010.3           102,872.0          1,238.2  

Over five years through ten years

     518.2        530.9        6.4  

Over ten years

     78.6        81.3        0.9  
  

 

 

    

 

 

    

 

 

 

Total

   Rs. 175,668.5      Rs. 175,173.7      US$ 2,108.4  
  

 

 

    

 

 

    

 

 

 

 

F-27


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Gross realized gains and gross realized losses from sale of AFS debt securities and dividends and interest on such securities are set out below:

 

     Six-month period ended September 30,  
     2022      2023      2023  

Gross realized gains on sale

   Rs.  73.4      Rs. 1,460.7      US$ 17.6  

Gross realized losses on sale

     (906.7      (217.6      (2.6
  

 

 

    

 

 

    

 

 

 

Realized gains/ (losses), net

     (833.3      1,243.1        15.0  

Dividends and interest

     143,220.7        226,607.5        2,727.6  
  

 

 

    

 

 

    

 

 

 

Total

   Rs.  142,387.4      Rs.  227,850.6      US$  2,742.6  
  

 

 

    

 

 

    

 

 

 

7. Investments, held to maturity

There were no HTM securities as of March 31, 2023 and September 30, 2023.

8. Loans

Loan balances included Rs. 1,927,514.2 million and Rs. 2,657,553.8 million (US$ 31,987.9 million) as of March 31, 2023 and September 30, 2023, respectively, which have been provided as collateral for borrowings and are therefore restricted.

Loans by facility as of March 31, 2023 and September 30, 2023 were as follows:

 

     As of  
     March 31, 2023      September 30, 2023      September 30, 2023  
     (In millions)  

Retail loans:

        

Auto loans

   Rs. 1,221,097.6      Rs. 1,310,302.5      US$ 15,771.6  

Personal loans/Credit cards

     2,782,828.5        2,929,973.8        35,266.9  

Retail business banking

     3,378,625.2        3,760,428.7        45,262.7  

Commercial vehicle and construction equipment finance

     1,285,887.8        1,442,590.9        17,363.9  

Housing loans

     1,020,901.6        6,511,387.1        78,374.9  

Other retail loans

     1,817,239.6        2,011,667.7        24,213.6  
  

 

 

    

 

 

    

 

 

 

Subtotal

   Rs.  11,506,580.3      Rs.  17,966,350.7      US$  216,253.6  

Wholesale loans

   Rs. 5,911,512.1      Rs.  7,319,347.6      US$ 88,100.0  
  

 

 

    

 

 

    

 

 

 

Gross loans

     17,418,092.4        25,285,698.3        304,353.6  

Less: Allowance for credit losses

     365,164.5        443,825.1        5,342.1  
  

 

 

    

 

 

    

 

 

 

Total

   Rs. 17,052,927.9      Rs. 24,841,873.2      US$ 299,011.5  
  

 

 

    

 

 

    

 

 

 

Loans, other than crop-related agricultural loans, are generally placed on non-accrual status and considered non-performing if principal or interest payments become 90 days past due and/or management deems the collectability of the principal and/or interest to be doubtful. Crop-related agricultural loans are generally placed on non-accrual status and considered non-performing if principal or interest payments become 366 days past due and/or management deems the collectability of the principal and/or interest to be doubtful. Loans are returned to accrual status when the principal and interest amounts contractually due are brought current.

 

F-28


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The following table provides details of age analysis of loans and finance receivable on non-accrual status as of March 31, 2023 and September 30, 2023.

 

     As of March 31, 2023  
     31-90 days
past due
     Non-accrual/
91 days or
more past
due
     Current (1), (2)      Total      Finance
receivable
on non-accrual
status
 
                                    
     (In millions)  

Retail Loans

              

Auto loans

   Rs. 5,738.3      Rs. 15,941.6      Rs. 1,199,417.7      Rs. 1,221,097.6      Rs. 15,941.6  

Personal loans/Credit card

     20,871.1        22,770.1        2,739,187.3        2,782,828.5        22,770.1  

Retail business banking

     21,241.0        43,937.8        3,313,446.4        3,378,625.2        43,937.8  

Commercial vehicle and construction equipment finance

     15,089.3        21,823.8        1,248,974.7        1,285,887.8        21,823.8  

Housing loans

     3,916.0        5,900.3        1,011,085.3        1,020,901.6        5,900.3  

Other retail

     30,007.7        56,822.9        1,730,409.0        1,817,239.6        56,822.9  

Wholesale loans

     3,905.0        33,512.3        5,874,094.8        5,911,512.1        33,512.3  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   Rs.  100,768.4      Rs.  200,708.8      Rs.   17,116,615.2      Rs.   17,418,092.4      Rs.   200,708.8  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(1)

Loans up to 30 days past due are considered current.

(2)

Includes crop-related agricultural loans with days past due less than 366, as they are not considered as non-performing, of Rs. 31.8 billion.

 

     As of September 30, 2023  
     31-90 days
past due
     Non-accrual/
91 days or
more past
due
     Current (1),(2)      Total      Finance
receivable
on non-accrual
status
 
                                    
     (In millions)  

Retail Loans

              

Auto loans

   Rs. 6,208.0      Rs. 15,067.7      Rs. 1,289,026.8      Rs. 1,310,302.5      Rs. 15,067.7  

Personal loans/Credit card

     29,913.4        24,017.4        2,876,043.0        2,929,973.8        24,017.4  

Retail business banking

     12,050.4        48,524.5        3,699,853.8        3,760,428.7        48,524.5  

Commercial vehicle and construction equipment finance

     18,229.7        22,136.0        1,402,225.2        1,442,590.9        22,136.0  

Housing loans

     32,929.0        45,933.9        6,432,524.2        6,511,387.1        45,933.9  

Other retail

     28,711.0        63,482.1        1,919,474.6        2,011,667.7        63,482.1  

Wholesale loans

     45,110.0        114,405.7        7,159,831.9        7,319,347.6        114,405.7  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   Rs.  173,151.5      Rs.  333,567.3      Rs.  24,778,979.5      Rs.  25,285,698.3      Rs.  333,567.3  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   US$ 2,084.3      US$ 4,015.0      US$ 298,254.3      US$ 304,353.6      US$ 4,015.0  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(1)

Loans up to 30 days past due are considered current.

(2)

Includes crop-related agricultural loans with days past due less than 366, as they are not considered as non-performing, of Rs. 29.8 billion.

 

 

F-29


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

For retail loans, the policy and approval processes are designed to account for the Bank’s high volumes of relatively homogeneous, small value transactions in retail loans. There are product programs for each of these products, which define the target markets, credit philosophy and process, detailed underwriting criteria for evaluating individual credits, exception reporting systems and individual loan exposure caps. The quantitative parameters considered include income, residence stability and the nature of the employment/business, while the qualitative parameters include accessibility, contractibility and profile. The credit policies/product programs are based on a statistical analysis of the Bank’s experience and industry data, in combination with the judgment of the Bank’s senior officers. The Bank regularly mines data on its borrower account behavior as well as static data to monitor the portfolio performance of each product segment and uses these as inputs for revising the Bank’s product programs, target market definitions and credit assessment criteria to meet the Bank’s twin objectives of combining volume growth and maintenance of asset quality.

As an integral part of the credit process, the Bank has a credit rating model for its wholesale and retail credit segments. The Bank monitors credit quality within its segments based on primary credit quality indicators. This internal grading is updated at least annually. Disbursals under one-time restructurings are also included.

The amount of purchased financing receivables outstanding as of March 31, 2023 and September 30, 2023 were Rs. 1,024,684.4 million and Rs. 3,826.7 million, respectively.

The following table provides information on primary credit quality indicators as of March 31, 2023:

 

    Term loans by origination                    

Credit quality

indicators-Internally
assigned grade

  Prior     2019     2020     2021     2022     2023     Revolving
loans
    Revolving
loans
converted to
term loans
    Total  
                                                       
    (In millions)  

Auto loans

                 

Performing

  Rs. 14,387.2     Rs. 37,425.2     Rs. 90,148.4     Rs. 160,443.6     Rs. 308,076.9     Rs. 525,693.8     Rs. 68,980.9     Rs. —      Rs. 1,205,156.0  

Non-performing

    1,129.9       2,324.4       3,858.8       2,875.4       1,990.0       748.9       3,014.2       —        15,941.6  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 15,517.1     Rs. 39,749.6     Rs. 94,007.2     Rs. 163,319.0     Rs. 310,066.9     Rs. 526,442.7     Rs. 71,995.1     Rs. —      Rs. 1,221,097.6  

Personal loans/Credit card

                 

Performing

  Rs. 2,431.4     Rs. 20,673.2     Rs. 86,038.7     Rs. 155,911.2     Rs. 490,598.8     Rs. 1,206,873.5     Rs. 482,500.3     Rs. 315,031.3     Rs. 2,760,058.4  

Non-performing

    346.6       1,440.1       3,511.1       2,518.9       3,411.9       2,254.3       8,869.6       417.6       22,770.1  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 2,778.0     Rs. 22,113.3     Rs. 89,549.8     Rs. 158,430.1     Rs. 494,010.7     Rs. 1,209,127.8     Rs. 491,369.9     Rs. 315,448.9     Rs. 2,782,828.5  

Retail business banking

                 

Performing

  Rs. 75,583.1     Rs. 58,914.7     Rs. 94,372.2     Rs. 185,698.6     Rs. 412,305.0     Rs. 600,147.3     Rs. 1,907,666.5     Rs. —      Rs. 3,334,687.4  

Non-performing

    4,851.6       2,996.8       2,847.2       4,136.3       1,558.3       218.4       27,329.2       —        43,937.8  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 80,434.7     Rs. 61,911.5     Rs. 97,219.4     Rs. 189,834.9     Rs. 413,863.3     Rs. 600,365.7     Rs. 1,934,995.7     Rs. —      Rs. 3,378,625.2  

Commercial vehicle and construction equipment finance

                 

Performing

  Rs. 3,981.3     Rs. 19,618.5     Rs. 49,030.6     Rs. 92,773.8     Rs. 277,461.6     Rs. 629,405.5     Rs. 191,792.7     Rs. —      Rs. 1,264,064.0  

Non-performing

    398.0       2,582.1       4,491.4       4,696.0       3,053.3       763.8       5,839.2       —        21,823.8  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 4,379.3     Rs. 22,200.6     Rs. 53,522.0     Rs. 97,469.8     Rs. 280,514.9     Rs. 630,169.3     Rs. 197,631.9     Rs. —      Rs. 1,285,887.8  

Housing loans

                 

Performing

  Rs. 394,712.3     Rs. 160,447.9     Rs. 143,037.0     Rs. 120,214.8     Rs. 167,130.4     Rs. 29,458.9     Rs. —      Rs. —      Rs. 1,015,001.3  

Non-performing

    4,031.5       1,206.1       358.8       180.2       123.3       0.4       —        —        5,900.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 398,743.8     Rs. 161,654.0     Rs. 143,395.8     Rs. 120,395.0     Rs. 167,253.7     Rs. 29,459.3     Rs. —      Rs. —      Rs. 1,020,901.6  

Other retail loans

                 

Performing

  Rs. 5,564.3     Rs. 10,063.3     Rs. 18,382.0     Rs. 42,416.7     Rs. 150,038.1     Rs. 603,873.8     Rs. 930,078.5     Rs. —      Rs. 1,760,416.7  

Non-performing

    3,000.6       3,254.9       11,339.9       3,171.9       2,261.4       971.8       32,822.4       —        56,822.9  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 8,564.9     Rs. 13,318.2     Rs. 29,721.9     Rs. 45,588.6     Rs. 152,299.5     Rs. 604,845.6     Rs. 962,900.9     Rs. —      Rs. 1,817,239.6  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs.  510,417.8     Rs.  320,947.2     Rs.  507,416.1     Rs.  775,037.4     Rs.  1,818,009.0     Rs.  3,600,410.4     Rs.  3,658,893.5     Rs.  315,448.9     Rs.  11,506,580.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

F-30


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The following table provides information on primary credit quality indicators as of September 30, 2023:

 

    Term loans by origination                    

Credit quality
indicators-
Internally
assigned grade

  Prior     Year ended
March 31,
2020
    Year ended
March 31,
2021
    Year ended
March 31,
2022
    Year ended
March 31,
2023
    Six-month
period ended
September 30,
2023
    Revolving
loans
    Revolving
loans
converted to
term loans
    Total  
    (In millions)  

Auto loans

                 

Performing

  Rs. 28,972.4     Rs. 63,307.2     Rs. 120,708.8     Rs. 253,051.7     Rs. 470,703.8     Rs. 275,689.0     Rs. 82,801.9     Rs. —      Rs. 1,295,234.8  

Non-performing

    2,479.1       2,793.9       2,250.8       2,530.1       1,969.7       113.3       2,930.8       —        15,067.7  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 31,451.5     Rs. 66,101.1     Rs. 122,959.6     Rs. 255,581.8     Rs. 472,673.5     Rs. 275,802.3     Rs. 85,732.7     Rs. —      Rs. 1,310,302.5  

Write off

    803.4       1,090.0       941.1       883.0       631.2       —        —        —        4,348.7  

Personal loans/Credit card

                 

Performing

  Rs. 10,873.9     Rs. 51,617.0     Rs. 101,798.1     Rs. 346,446.1     Rs. 895,304.9     Rs. 657,856.7     Rs. 617,972.5     Rs. 224,087.2     Rs. 2,905,956.4  

Non-performing

    1,047.6       2,239.7       2,146.3       3,675.1       4,980.9       378.2       9,549.4       0.2       24,017.4  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 11,921.5     Rs. 53,856.7     Rs. 103,944.4     Rs. 350,121.2     Rs. 900,285.8     Rs. 658,234.9     Rs. 627,521.9     Rs. 224,087.4     Rs. 2,929,973.8  

Write off

    1,106.1       3,194.9       2,084.9       5,554.7       7,053.3       32.0       9,211.3       7,763.0       36,000.2  

Retail business banking

                 

Performing

  Rs. 125,218.7     Rs. 78,867.3     Rs. 147,053.2     Rs. 366,113.9     Rs. 578,133.2     Rs. 325,444.7     Rs. 2,091,073.2     Rs. —      Rs. 3,711,904.2  

Non-performing

    9,268.8       2,347.8       3,416.3       1,594.5       530.5       56.8       31,309.8       —        48,524.5  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 134,487.5     Rs. 81,215.1     Rs. 150,469.5     Rs. 367,708.4     Rs. 578,663.7     Rs. 325,501.5     Rs. 2,122,383.0     Rs. —      Rs. 3,760,428.7  

Write off

    418.1       192.8       44.6       3.1       —        —        5.3       —        663.9  

Commercial vehicle and construction equipment finance

                 

Performing

  Rs. 32,355.5     Rs. 31,100.3     Rs. 60,989.5     Rs. 223,540.0     Rs. 547,988.1     Rs. 332,122.0     Rs. 192,359.5     Rs. —      Rs. 1,420,454.9  

Non-performing

    2,325.3       2,815.8       3,690.2       3,777.2       3,000.2       71.0       6,456.3       —        22,136.0  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 34,680.8     Rs. 33,916.1     Rs. 64,679.7     Rs. 227,317.2     Rs. 550,988.3     Rs. 332,193.0     Rs. 198,815.8     Rs. —      Rs. 1,442,590.9  

Write off

    957.9       1,385.9       944.7       993.1       418.9       1.3       —        —        4,701.8  

Housing loans

                 

Performing

  Rs.  1,484,840.3     Rs. 612,658.3     Rs. 791,166.9     Rs. 1,243,595.5     Rs. 1,526,625.0     Rs. 806,567.2     Rs. —      Rs. —      Rs. 6,465,453.2  

Non-performing

    26,707.4       7,608.1       5,246.6       3,817.8       2,194.4       359.6       —        —        45,933.9  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 1,511,547.7     Rs. 620,266.4     Rs. 796,413.5     Rs. 1,247,413.3     Rs. 1,528,819.4     Rs. 806,926.8     Rs. —      Rs. —      Rs. 6,511,387.1  

Write off

    8,830.4       268.6       7.2       1.8       —        —        —        —        9,108.0  

Other retail loans

                 

Performing

  Rs. 13,394.7     Rs. 13,382.7     Rs. 27,801.6     Rs. 81,826.5     Rs. 295,711.6     Rs. 433,733.5     Rs. 1,082,335.0     Rs. —      Rs. 1,948,185.6  

Non-performing

    5,209.3       9,523.9       2,698.9       2,571.7       3,029.8       306.6       40,141.9       —        63,482.1  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  Rs. 18,604.0     Rs. 22,906.6     Rs. 30,500.5     Rs. 84,398.2     Rs. 298,741.4     Rs. 434,040.1     Rs. 1,122,476.9     Rs. —      Rs. 2,011,667.7  

Write off

    870.4       2,042.5       894.5       1,152.2       1,405.5       3.8       1,388.4       —        7,757.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs. 1,742,693.0     Rs. 878,262.0     Rs. 1,268,967.2     Rs. 2,532,540.1     Rs. 4,330,172.1     Rs. 2,832,698.6     Rs. 4,156,930.3     Rs. 224,087.4     Rs. 17,966,350.7  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  US$ 20,976.1     US$ 10,571.3     US$ 15,274.0     US$ 30,483.1     US$ 52,120.6     US$ 34,096.0     US$ 50,035.3     US$ 2,697.2     US$ 216,253.6  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total (Write Off)

  Rs. 12,986.3     Rs. 8,174.7     Rs. 4,917.0     Rs. 8,587.9     Rs. 9,508.9     Rs. 37.1     Rs. 10,605.0     Rs. 7,763.0     Rs. 62,579.9  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total (Write Off)

  US$ 156.3     US$ 98.4     US$ 59.2     US$ 103.4     US$ 114.5     US$ 0.4     US$ 127.6     US$ 93.4     US$ 753.2  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

F-31


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Wholesale Loans

The Bank has a process in place for grading each borrower according to its financial health and the performance of its business and each borrower is graded as pass/labeled/non-performing. Wholesale loans that are not non-performing are disclosed as pass or labeled and considered to be performing. Labeled loans are those with evidence of weakness where such exposures indicate deteriorating trends which if not corrected could adversely impact repayment of the obligations. The Bank’s model assesses the overall risk over four major categories: industry risk, business risk, management risk and financial risk. The inputs in each of the categories are combined to provide an aggregate numerical rating, which is a function of the aggregate weighted scores based on the assessment under each of these four risk categories.

The following table provides information on primary credit quality indicators as of March 31, 2023.

 

    Term loans by origination              

Credit quality
indicators-Internally
assigned grade

  Prior     2019     2020     2021     2022     2023     Revolving
Loans
    Total  
    (In millions)  

Wholesale loans

               

Pass

  Rs. 130,723.1     Rs. 135,400.3     Rs.  321,191.0     Rs. 708,309.0     Rs.  1,244,766.9     Rs. 1,471,254.9     Rs. 1,841,015.5     Rs.  5,852,660.7  

Labeled

    2,625.3       1,586.9       635.7       4,200.8       5,946.5       795.3       9,548.6       25,339.1  

Non-performing

    3,830.5       1,914.3       66.1       326.4       6,297.4       39.1       21,038.5       33,512.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs.  137,178.9     Rs.  138,901.5     Rs.  321,892.8     Rs.  712,836.2     Rs. 1,257,010.8     Rs.  1,472,089.3     Rs.  1,871,602.6     Rs. 5,911,512.1  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

F-32


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The following table provides information on primary credit quality indicators as of September 30, 2023.

 

    Term loans by origination              

Credit quality
indicators-
Internally
assigned grade

  Prior     Year ended
March 31, 2020
    Year ended
March 31, 2021
    Year ended
March 31, 2022
    Year ended
March 31, 2023
    Six-month
period ended
September 30,
2023
    Revolving
Loans
    Total  
                                                 
    (In millions)  

Wholesale loans

               

Pass

  Rs. 252,959.2     Rs.  304,714.1     Rs. 658,267.0     Rs.  1,127,339.2     Rs. 1,401,116.4     Rs.  1,436,413.2     Rs. 1,916,874.1     Rs. 7,097,683.2  

Labeled

    27,834.2       1,263.4       19,476.6       18,710.0       16,752.7       7,778.3       15,443.5       107,258.7  

Non-performing

    50,620.8       4,189.6       15,024.7       9,407.2       6,585.0       7,187.0       21,391.4       114,405.7  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  Rs.  331,414.2     Rs. 310,167.1     Rs.  692,768.3     Rs. 1,155,456.4     Rs.  1,424,454.1     Rs.  1,451,378.5     Rs.  1,953,709.0     Rs.  7,319,347.6  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Write off

  Rs. 20.8     Rs —      Rs —      Rs —      Rs —      Rs —      Rs —      Rs 20.8  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  US$ 3,989.1     US$ 3,733.4     US$ 8,338.6     US$ 13,907.8     US$ 17,145.6     US$ 17,469.5     US$ 23,516.0     US$ 88,100.0  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total (Write Off)

  US$ 0.3     US$ —      US$ —      US$ —      US$ —      US$ —      US$ —      US$ 0.3  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Non-performing loans by industry as of March 31, 2023 and September 30, 2023 are as follows:

 

     As of March 31, 2023  
     (In millions)  

Gross non-performing loans by industry:

  

— Consumer Loans

   Rs. 34,684.8  

— Agri Production—Food

     28,222.2  

— Retail Trade

     15,044.4  

— Agri Allied

     13,426.1  

— Road Transportation

     11,505.0  

— Consumer services

     10,031.1  

— Others (none greater than 5% of non-performing loans)

     87,795.2  
  

 

 

 

Total

   Rs.  200,708.8  
  

 

 

 

 

     As of September 30, 2023  
     (In millions)  

Gross non-performing loans by industry:

     

— Real Estate & Property Services

   Rs. 75,839.7      US$ 912.9  

— Consumer Loans

     68,591.0        825.6  

— Agri Production—Food

     32,149.7        387.0  

— Consumer Services

     16,684.0        200.8  

— Others (none greater than 5% of impaired loans)

     140,302.9        1,688.7  
  

 

 

    

 

 

 

Total

   Rs.  333,567.3       US$  4,015.0  
  

 

 

    

 

 

 

Summary information relating to interest income recognized on non-performing loans during the fiscal year ended March 31, 2023 the six-month period ended September 30, 2023 is as follows:

 

     March 31, 2023      September 30, 2023      September 30, 2023  

Interest income recognized on non-performing loans

   Rs.  7,738.0      Rs.  4,452.4      US$ 53.6  

 

F-33


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

A loan is collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is dependent on the sale or operation of the underlying collateral. Such loans are carried at fair value based on current values determined by either independent appraisals or internal evaluations, adjusted for selling costs or other amounts to be deducted when estimating expected net sales proceeds. For the fiscal year ended March 31, 2023 and the six-month period ended September 30, 2023, the Bank did not have collateral-dependent loans wherein the borrower is experiencing financial difficulty and the repayment of the loan is dependent on the sale of the underlying collateral.

Allowances for credit losses as of March 31, 2023 are as follows:

 

    Auto loans     Personal
loans/
Credit card
    Retail
business
banking
    Commercial
vehicle and
construction
equipment
finance
    Housing
loans
    Other
retail
    Wholesale     Total  
               
    (In millions)  

Allowance for credit losses, beginning of the period

  Rs. 41,769.4     Rs. 111,566.4     Rs. 49,055.0     Rs. 31,750.9     Rs.  2,692.2     Rs.  61,437.0     Rs.  74,400.9     Rs.  372,671.8  

Write-offs

    (10,456.0     (88,744.9 )     (3,987.8 )     (15,270.1 )     (479.0 )     (15,769.9     (3,156.0     (137,863.7

Net allowance for credit losses (*)

    2,522.1       76,812.9       18,907.6       14,649.8       1,056.7       26,345.3       (9,938.0     130,356.4  

Allowance for credit losses, end of the period

  Rs. 33,835.5     Rs. 99,634.4     Rs. 63,974.8     Rs. 31,130.6     Rs. 3,269.9     Rs. 72,012.4     Rs. 61,306.9     Rs. 365,164.5  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Allowance for credit losses:

               

Individually evaluated allowance

  Rs. 4.6     Rs. —    Rs. 2,320.3     Rs. 15.0     Rs. —    Rs. 92.1     Rs. 29,264.6     Rs. 31,696.6  

Collectively evaluated allowance

    33,830.9       99,634.4       61,654.5       31,115.6       3,269.9       71,920.3       32,042.3       333,467.9  

Loans:

               

Individually evaluated loans

    16.4       0.8       2,782.0       290.8       —      92.3       33,879.5       37,061.8  

Collectively evaluated loans

    1,221,081.2       2,782,827.7       3,375,843.2       1,285,597.0       1,020,901.6       1,817,147.3       5,877,632.6       17,381,030.6  

 

(*)

Net allowances for credit losses charged to expense does not include the recoveries against write-off cases amounting to Rs. 56,142.6 million. Recoveries from retail loans is Rs. 53,374.2 million and from wholesale loans is Rs. 2,768.4 million.

 

 

F-34


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Allowances for credit losses as of September 30, 2023 are as follows:

 

    Auto loans     Personal
loans/
Credit card
    Retail
business
banking
    Commercial
vehicle and
construction
equipment
finance
    Housing
loans
    Other
retail
    Wholesale     Total     Total  
                 
    (In millions)  

Allowance for credit losses, beginning of the period

  Rs. 33,835.5     Rs. 99,634.4     Rs. 63,974.8     Rs. 31,130.6     Rs. 3,269.9     Rs. 72,012.4     Rs. 61,306.9     Rs. 365,164.5     US$ 4,395.3  

Allowance for credit losses on PCD Loans at acquisition

    —        —        —        —        2,927.9       —        36,487.3       39,415.2       474.4  

Write-offs

    (4,348.7     (36,000.2     (663.9     (4,701.8     (9,108.0     (7,757.3     (20.8     (62,600.7     (753.5)  

Net allowance for credit losses (*)

    2,463.4       35,946.5       21,444.8       4,946.7       12,468.3       4,696.3       19,880.1       101,846.1       1,225.9  

Allowance for credit losses, end of the period

  Rs. 31,950.2     Rs. 99,580.7     Rs. 84,755.7     Rs. 31,375.5     Rs. 9,558.1     Rs. 68,951.4     Rs. 117,653.5     Rs. 443,825.1     US$ 5,342.1  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Allowance for credit losses:

                 

Individually evaluated allowance

  Rs. 15.6     Rs. 32.2     Rs. 3,527.2     Rs. 63.6     Rs. —      Rs. 47.2     Rs. 73,420.2     Rs. 77,106.0     US$ 928.0  

Collectively evaluated allowance

    31,934.6       99,548.5       81,228.5       31,311.9       9,558.1       68,904.2       44,233.3       366,719.1       4,414.0  

Loans:

                 

Individually evaluated loans

    22.8       46.9       3,940.7       63.6       —        47.2       145,313.6       149,434.8       1,798.6  

Collectively evaluated loans

    1,310,279.7       2,929,926.9       3,756,488.0       1,442,527.3       6,511,387.1       2,011,620.5       7,174,034.0       25,136,263.5       302,554.9  

 

(*)

Net allowances for credit losses charged to expense does not include the recoveries against write-off cases amounting to Rs. 25,402.3 million (US$ 305.8 million). Recoveries from retail loans is Rs. 21,893.5 million and from wholesale loans is Rs. 3,508.8 million.

The allowance for credit losses is assessed at each period end and the increase/(decrease), as the case may be, is recorded in the consolidated statement of income under allowance for credit losses net of recoveries against write-offs.

 

F-35


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

9. Goodwill and Intangible Assets

Goodwill arising from a business combination is not amortized but is tested for impairment. The Bank tests the goodwill of each separate reporting unit by initially qualitatively assessing whether events and circumstances indicate that it is more likely than not that a reporting unit’s fair value is less than its carrying amount. If such assessment indicates fair value is not less than the carrying value, the reporting unit is deemed not to be impaired and no further analysis is required. If it is more likely than not that fair value of the reporting unit is below its carrying value, a quantitative test is then performed. There were no changes in the carrying amount of goodwill of Rs. 74,937.9 million for the fiscal year ended March 31, 2023. During the six month period ended September 30, 2023 , the carrying amount of goodwill increased by Rs. 1,628,148.5 million (US$ 19,597.4 million) as a result of the merger of eHDFC group with HDFC Bank. Further, goodwill amounting to Rs. 55,426.1 million (US$ 667.1 million) pertains to HDFC Credila Financial Services Limited which is classified as held for sale as on date of acquisition. No impairment charges were recorded against goodwill during the period. The carrying amount of goodwill was Rs. 1,647,660.3 million (US$ 19,832.2 million) as on September 30, 2023.

The following table represents the changes in the carrying amount of goodwill reported in the consolidated balance sheets for the year ended March 31, 2023 and six month period ended September 30, 2023:

 

    As of September 30, 2023  
    Retail
Banking
    Wholesale
Banking
    Treasury
Services
    Insurance
Services
    Others     Total     Total  
          (In millions)        

Balance as at March 31, 2022

  Rs. 74,937.9     Rs. —      Rs. —      Rs. —      Rs. —      Rs. 74,937.9     US$ 902.0  

Balance as at March 31, 2023

    74,937.9       —        —        —        —        74,937.9       902.0  

Goodwill on acquisition during the year

    368,079.6       71,617.3       —        959,080.0       229,371.6       1,628,148.5       19,597.4  

Less: Goodwill classified as held for sale

            55,426.1       55,426.1       667.2  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2023

  Rs. 443,017.5     Rs. 71,617.3     Rs. —      Rs. 959,080.0     Rs. 173,945.5     Rs. 1,647,660.3     US$ 19,832.2  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

F-36


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

Intangible assets, net, consists of the following:

 

     As of,  
     July 1, 2023      September 30, 2023      September 30, 2023  
     (In millions)  

Brand

   Rs. 750,758.2      Rs. 742,230.7      US$ 8,933.9  

Investment management contract

     369,785.6        369,785.6        4,451.0  

Value of business acquired

     221,738.5        221,738.5        2,669.0  

Distribution network

     59,543.2        50,570.8        608.8  

Customer Relationship

     29,874.9        29,874.9        359.5  

Transferable Development Rights

     3,117.7        3,117.7        37.5  
  

 

 

    

 

 

    

 

 

 

Intangible Assets

   Rs. 1,434,818.1      Rs. 1,417,318.2      US$ 17,059.7  

Less: Accumulated amortization

     —         8,031.6        96.7  
  

 

 

    

 

 

    

 

 

 

Total intangible assets, net

   Rs. 1,434,818.1      Rs. 1,409,286.6      US$ 16,963.0  
  

 

 

    

 

 

    

 

 

 

 

(*)

All the above intangible assets excluding Brand and Investment Management Contract are subject to amortization. Further, intangible assets include Brand amounting to Rs. 8,527.5 million (US $ 102.6 million) and Distribution network amounting to Rs. 8,972.4 million (US $ 108.0 million) pertaining to HDFC Credila Financial Services Limited which was classified as held for sale as on the Effective Date.

Amortization expenses related to intangible assets was Rs. 8,031.6 million for the six month period ended September 30, 2023. These amounts are included in “Non-Interest Expense -Amortization of intangible assets” in the consolidated financial statements.

At September 30, 2023, the expected future amortization of finite-lived intangible assets is as follows:

 

     As of September 30, 2023  
     (In millions)  

Due in fiscal year ending March 31:

     

2024 (remaining period)

     Rs.13,169.9      US$ 158.5  

2025

     21,827.1        262.7  

2026

     19,843.8        238.9  

2027

     18,138.2        218.3  

2028

     16,298.0        196.2  

Thereafter

     207,995.2        2,503.6  
  

 

 

    

 

 

 

 

F-37


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

10. Deposits

Deposits include demand deposits, which are non-interest-bearing, and savings and time deposits, which are interest-bearing. Deposits as of March 31, 2023 and September 30, 2023 were as follows:

 

     As of,  
     March 31, 2023      September 30, 2023      2023  
                      
     (In millions)  

Interest-bearing:

        

Savings deposits

   Rs. 5,624,911.4      Rs. 5,699,558.4      US$ 68,603.3  

Time deposits

     10,472,547.9        13,541,401.9        162,992.3  
  

 

 

    

 

 

    

 

 

 

Total interest-bearing deposits

     16,097,459.3        19,240,960.3        231,595.6  

Non-interest-bearing deposits

     2,729,176.3        2,472,416.4        29,759.5  
  

 

 

    

 

 

    

 

 

 

Total

   Rs.  18,826,635.6      Rs.  21,713,376.7      US$  261,355.1  
  

 

 

    

 

 

    

 

 

 

 

F-38


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

11. Short-term borrowings

Short-term borrowings were mainly comprised of money market borrowings which are unsecured and are utilized by the Bank for its operations. Short-term borrowings as of March 31, 2023 and September 30, 2023 were comprised of the following:

 

     As of,  
     March 31, 2023      September 30, 2023      September 30, 2023  
                      
     (In millions)  

Borrowed in the call market

   Rs. 14,359.5      Rs. 74,202.7      US$ 893.1  

Term borrowings from institutions/banks

     735,131.5        1,424,855.2        17,150.4  

Foreign currency borrowings

     320,695.0        177,224.7        2,133.2  

Bills rediscounted

     19,711.5        29,542.5        355.6  
  

 

 

    

 

 

    

 

 

 

Total

   Rs.  1,089,897.5      Rs.  1,705,825.1      US$  20,532.3  
  

 

 

    

 

 

    

 

 

 

12. Long-term debt

Long-term debt as of March 31, 2023 and September 30, 2023 was comprised of the following:

 

     As of,  
     March 31, 2023      September 30, 2023      September 30, 2023  
                      
     (In millions)  

Subordinated debt

   Rs. 375,060.0      Rs. 385,435.1      US$ 4,639.3  

Others (*)

     1,681,587.2        5,828,047.3        70,149.8  

Debt issuance cost

     (2,210.8 )      (2,570.1      (30.9
  

 

 

    

 

 

    

 

 

 

Total

   Rs.  2,054,436.4      Rs.  6,210,912.3      US$  74,758.2  
  

 

 

    

 

 

    

 

 

 

 

(*) 

Includes securities sold under repurchase agreements amounting to Rs. 90,200.0 million with a stated interest rate of 4.2% per annum for fiscal year ended March 31, 2023 and nil for the six-month period ended September 30, 2023, under RBI long-term repo operation with a three-year maturity period. Increases in “Long-term debt – other” as of September 30, 2023, are essentially on account of the Business Combination (refer to note 3).

 

F-39


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

The below table presents the balance of long-term debt as of March 31, 2023 and September 30, 2023 and the related contractual rates and maturity dates:

 

    As of  
    March 31, 2023     September 30, 2023  
    Maturity /
Call dates
   

Stated interest rates

  Total     Maturity /
Call dates
   

Stated interest rates

  Total     Total  
                                       
    (In millions)  

Subordinated debt

             

Subordinated debt (other than perpetual debt)

    2024-2033     7.35% to 10.20%   Rs. 248,983.8       2024-2032     6.67% to 10.2%   Rs. 258,559.9     US$ 3,112.2  

Perpetual debt — (1)

    2024-2030     7.55% to 9.40%     43,850.5       2024-2032     7.55% to 9.4%     43,884.9       528.2  

Perpetual debt — (2)

    2027     3.70%     81,724.6       2027     3.70%     82,665.1       995.0  

Others (*)

             

Variable rate — (1)

    2024-2026     1.40% to 4.80%     76,405.9       2024-2029     6.10% to 6.51%     386,725.4       4,654.9  

Variable rate — (2)

    2024-2029     4.50% to 9.44%     148,813.9       2024-2030     6.90% to 8.9%     1,249,986.9       15,045.6  

Fixed rate — (1)

    2024-2030     2.80% to 9.81%     1,374,137.4       2024-2034     2.80% to 9.60%     4,056,251.9       48,823.4  

Fixed rate — (2)

    2024     2.58%     80,520.3       2024-2027     5.60% to 6.08%     132,838.2       1,598.9  
     

 

 

       

 

 

   

 

 

 

Total

      Rs.  2,054,436.4         Rs.  6,210,912.3     US$  74,758.2  
     

 

 

       

 

 

   

 

 

 

 

(*) 

Variable rate — (1), Perpetual debt — (2) and Fixed rate — (2) represent foreign currency debt. Variable rate debt is typically indexed to LIBOR, SOFR, T-bill rates, marginal cost of funds based lending rates (“MCLR”), among others.

The scheduled maturities of long-term debt are set out below:

 

     As of September 30, 2023  
     (In millions)  

Due in the fiscal year ending March 31:

     

2024 (remaining period)

   Rs.  359,404.2      US$ 4,326.0  

2025

     688,704.6        8,289.7  

2026

     1,294,418.7        15,580.4  

2027

     1,075,261.2        12,942.5  

2028

     264,065.3        3,178.4  

Thereafter

     2,402,508.3        28,918.0  
  

 

 

    

 

 

 

Total(1)

   Rs.  6,084,362.3      US$  73,235.0  
  

 

 

    

 

 

 

 

(1)

The scheduled maturities of long-term debt do not include perpetual bonds of Rs. 126,550.0 million (net of debt issuance cost).

During the six-month period ended September 30, 2023, the Bank issued subordinated debt amounting to nil (previous period Rs. 200,000) and perpetual debt amounting to nil (previous period Rs. 30,000.0 million). During the six-month period ended September 30, 2023, the Bank also raised other long-term debt amounting to Rs. 569,672.8 million (previous period Rs. 792,933.1 million).

As of March 31, 2023 and September 30, 2023, other long-term debt includes foreign currency borrowings from other banks aggregating to Rs. 157,092.6 million and Rs. 519,732.1 million, respectively, and functional currency borrowings aggregating to Rs. 1,524,494.6 million and Rs. 5,308,315.2 million, respectively.

 

F-40


HDFC BANK LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(Unaudited)

 

13. Accumulated other comprehensive income

The below table presents the changes in accumulated other comprehensive income (“AOCI”) after income tax for the fiscal years ended March 31, 2023 and six-month period ended September 30, 2023.

 

     AFS debt securities      Foreign currency
translation reserve
     Total  
                      
     (In millions)  

Balance, March 31, 2022

   Rs.  (21,063.4 )    Rs.  3,270.9      Rs.  (17,792.5