14th Annual Report 2007-2008

Printed at INFOMEDIA INDIA LIMITED
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Nation-wide presence
Building relationships through commitment
BUSINESS ACHIEVEMENTS 2007-2008
• Business turnover crossed Rs. 31,800 crores.
• Network of branches at 180 along with 183 off-site ATMs, in 147

geographical locations spread over 28 States and Union
Territories - besides 2 overseas representative offices (London and
Dubai).
• Highest A1+ rating for Certificates of Deposits from ICRA and the
highest P1+ rating for FDs from CRISIL.
• A strategic tie-up with Religare Securities for offering a value -

added “3-in-1 savings accounts” service providing the benefits of
savings account, depository services and internet trading facility.
• Clearing Bank arrangement with National Multi Commodity

Exchange Ltd. (NMCE), while continuing with successful
arrangements with MCX and NCDEX.
• Strategic partnership with Cholamandalam MS for Bancassurance.
• Bestowed with the prestigious "Corporate Excellence" award by

Amity International Business School during its 10th International
Business Summit (INBUSH) 2008. The award was presented by
H.E. Mr. Salohoddin Nasriddinov, Ambassador, Embassy of Tajikistan.
• Received recognition by BSE and NASSCOM Foundation for the

Best Corporate Social Responsibility Practice category.
• Featured in the Standard & Poor ESG India index which provided
the investors with exposure to liquid and tradable index of 50 of
the best performing stocks in the Indian market as measured by
environmental, social, and governance (ESG) parameters.
180 Branches spread over 147 locations as on March 31, 2008

ANNUAL REPORT 2007-2008
Board of Directors
Mr. R. Seshasayee, Chairman
Mr. R. Sundararaman
Mr. T. Anantha Narayanan
Dr. T. T. Ram Mohan
Mrs. Pallavi Shroff
Mr. Premchand Godha
Mr. Ajay Hinduja
Mr. S. C. Tripathi
Mr. Ashok Kini
Mr. Romesh Sobti, Managing Director & CEO Contents Page
Company Secretary Notice .............................................................. 4

Mr. Haresh Gajwani
Directors’ Report ............................................ 9
Auditors
Management Discussion & Analysis ............. 13
M/s. M. P. Chitale & Co.
Hamam House, 1st Floor Corporate Governance .................................. 22
Ambalal Doshi Marg, Fort
Auditors’ Report ............................................. 35
Mumbai – 400 001
Balance Sheet ................................................ 36
Solicitors
M/s. Crawford Bayley & Co. Profit & Loss Account ..................................... 37
Solicitors & Advocates
Schedules ....................................................... 38
State Bank Building
NGN Vaidya Marg Principal Accounting Policies ........................ 44
Mumbai – 400023
Notes on Accounts ......................................... 48
Registrar & Share Transfer Agent
Cash Flow Statement ..................................... 64
Intime Spectrum Registry Ltd.
C-13, Pannalal Silk Mills Compound Balance Sheet in US Dollars ......................... 65
L.B.S. Marg, Bhandup (West)
Subsidiary – Directors’ Report,
Mumbai – 400078
Auditors’ Report and Accounts ...................... 66
Tel: 022 25946980 / 25963838
Fax: 022 25946969 Branch Network .............................................. 69
Registered Office Corporate Office Consumer Finance Division (Chennai)

2401, Gen. Thimmayya Road 701, Solitaire Corporate Park 115 - 116, G. N. Chetty Road
(Cantonment) 167, Guru Hargovindji Marg T. Nagar
Pune - 411001 Chakala, Andheri (East) Chennai – 600 017
Mumbai - 400093
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C o r e E x e c u t i v e T e a m
Mr. Ramesh Ganesan, Head – Transaction Banking, brings with him two decades of rich experience in Transaction
Banking which broadly includes Cash Management, Supply Chain Financing, Payments/Remittances, Trade Services
and Trade Finance Business in India for Global Clients, Large Corporates, Financial Institutions, Mid-market, SME and
Mr. Romesh Sobti took charge of the Bank as Managing Director & CEO during the year. Prior to this Retail Business banking clients. He was the Executive Director and Head Transaction Banking at ABN AMRO Bank
assignment, Mr. Sobti was the Executive Vice President – Country Executive, India and Head, UAE and N.V. before joining IndusInd Bank. He is an alumnus of Jamnalal Bajaj Institute of Management Studies, Mumbai.
Sub-Continent, at ABN AMRO Bank N.V. He joined ABN AMRO Bank N.V. in November 1990 and
graduated from the position of a Chief Manager to the Country Executive over a period of 18 years. In his
banking career spanning 33 years, Mr. Sobti has been associated with ANZ Grindlays Bank plc (now
Standard Chartered Bank) and State Bank of India in the past. He holds a Bachelors Degree (Honours)
in Electrical Engineering and has also done his Diploma in Corporate Laws and Secretarial Practice.
Mr. Moses Harding, Head – Global Markets Group, is a Post Graduate from Madras University and a CAIIB with 27
years of banking experience. He started his career with State Bank of India in 1981 and held various supervisory
roles in Madras Circle, Foreign Department and Central Office with specialization in Treasury, International Business
and Risk Management products. He had a stint with IndusInd Bank during 1994-99, as a core member of the start-
up team as Head of Forex Treasury and International Business before moving to Centurion Bank as Executive
Director to set up the Wholesale Banking during 1999-2002. He had an overseas stint during 2002-03 based out of
London/Dubai focusing on Wealth Management business covering all asset classes of global markets. He rejoined
Mr. Paul Abraham joined as Chief Operating Officer (COO) during the year. A Post Graduate Degree holder in the Bank in April 2003 as Executive Vice President, in charge of Treasury, International Division and Capital &
Business Management (Finance) from IIM Ahmedabad, Mr. Abraham started his career with ANZ Grindlays Bank Commodity Markets.
(now Standard Chartered Bank), way back in 1982. He joined ABN AMRO Bank N.V. in January 1993 and since
then has been associated with the Bank in various capacities, both in India and abroad. Before joining IndusInd
Bank, Mr. Abraham held the position of Managing Director, ABN AMRO Central Enterprise Services (ACES), for
about 3 years.
Mr. Suresh N. Pai, Head – Corporate Services & Communication, is a MBA from Delhi University. He joined
IndusInd Bank in 1996 as Vice President and now as Executive Vice President looks after branding, corporate
communication, procurement, premises management and administration. Prior to joining IndusInd Bank, he worked
with Corporation Bank for 25 years and had the privilege of heading the major zones like Delhi, Mumbai and
Bangalore.
Mr. K. S. Sridhar joined as Chief Risk Officer during the year. With over 17 years of specialised experience of
handling bank-wide Risk Management at ABN AMRO Bank N.V., Mr. Sridhar brings with him tremendous insight
into all aspects of risk management, spanning across all client segments. With a B. Sc. (Distinction) Degree from
Kolkata University, Mr. Sridhar went on to complete his Masters in Financial Management from Jamnalal Bajaj
Institute of Management Studies, University of Mumbai. Mr. S. V. Zaregaonkar, CFO and Investor Relations, is a qualified Chartered Accountant and a Post Graduate in
Commerce and a Law Graduate with CAIIB. He started his career as Lecturer in Commerce in 1978. He joined Dena
Bank in 1980 and had various stints in Branch Management and Credit before moving into the Accounts and
Finance Department of the Bank. He joined IndusInd Bank in 1995 as Assistant Vice President in the Banking
Operations & Administration Department. At present, he is Executive Vice President & CFO of the Bank.
Mr. Sumant Kathpalia joined as Head – Consumer Banking during the year. A qualified Chartered Accountant, Mr.
Kathpalia has 20 years of rich experience in banking, having worked with prestigious foreign banks like Citibank
N.A. and Bank of America. Prior to joining IndusInd Bank, he was the Head – Consumer Banking at ABN AMRO Mr. S. V. Parthasarathy, Head – Consumer Finance, is a qualified Chartered Accountant. He has 28 years of
Bank N.V. He has been associated with ABN AMRO Bank for 8 years. He has had a vast variety of experience in experience in the banking and finance industry. He started his career in Ashok Leyland Ltd. (ALFL) in 1980 and held
consumer banking, project management, credit cards, bancassurance, wealth management and consumer varied responsibilities such as Sales, Finance, Treasury and Budget & Consolidation before moving over to Ashok
finance. Leyland Finance as Zonal Manager – South in 1991. He grew to the position of Executive Director, in charge of the
Vehicle Finance business in erstwhile ALFL. He was the managing committee member of Equipment Leasing
Association and Finance Industry Development Council. Currently heads Consumer Finance division of the Bank.
Mr. Zubin Mody has completed his graduation from Mumbai University with Honours in Physics and has a
Mr. Suhail Chander joined as Head – Corporate & Commercial Banking during the year. With 25 years of rich Management Degree in Personnel Management & Human Resources from XLRI, Jamshedpur (1993). He joined
exposure in the banking sector, which includes 17 years in ABN AMRO Bank N.V., Mr. Chander joins the Bank IndusInd Bank in December 2005 and currently heads the HR Function for the Bank. Prior to this, he was heading
with the wide experience of working in various geographical locations in India and South-East Asia. His strengths the HR function at ICICI Lombard. He joined ICICI Ltd. in 1999 as Assistant Vice President in Mumbai and was
are important functions of banking like SME Financing, Wealth Management, Corporate Banking and Corporate promoted to Senior Vice President in 2000. At ICICI Bank, he was responsible for Performance Management and
Risk Management. He held the position of Head, Consumer & Commercial Banking, Singapore & Malaysia at Compensation. In 2001, he went on to head the HR function at ICICI Lombard General Insurance Co. Ltd. Before
ABN AMRO N.V. , prior to joining IndusInd Bank. joining ICICI, he worked with well-known FMCG organizations, such as Marico Industries Ltd. and Heinz India Pvt.
Ltd., handling Organization Development, Performance Management, Compensation, Recruitment and Training.
1 CEPS 3/D:/SALES/Mohan/INDUSIND 9-7-08/File Indusind Pg2-3.pmd/NSS/22/7

C o r e E x e c u t i v e T e a m
Mr. Ramesh Ganesan, Head – Transaction Banking, brings with him two decades of rich experience in Transaction
Banking which broadly includes Cash Management, Supply Chain Financing, Payments/Remittances, Trade Services
and Trade Finance Business in India for Global Clients, Large Corporates, Financial Institutions, Mid-market, SME and
Mr. Romesh Sobti took charge of the Bank as Managing Director & CEO during the year. Prior to this Retail Business banking clients. He was the Executive Director and Head Transaction Banking at ABN AMRO Bank
assignment, Mr. Sobti was the Executive Vice President – Country Executive, India and Head, UAE and N.V. before joining IndusInd Bank. He is an alumnus of Jamnalal Bajaj Institute of Management Studies, Mumbai.
Sub-Continent, at ABN AMRO Bank N.V. He joined ABN AMRO Bank N.V. in November 1990 and
graduated from the position of a Chief Manager to the Country Executive over a period of 18 years. In his
banking career spanning 33 years, Mr. Sobti has been associated with ANZ Grindlays Bank plc (now
Standard Chartered Bank) and State Bank of India in the past. He holds a Bachelors Degree (Honours)
in Electrical Engineering and has also done his Diploma in Corporate Laws and Secretarial Practice.
Mr. Moses Harding, Head – Global Markets Group, is a Post Graduate from Madras University and a CAIIB with 27
years of banking experience. He started his career with State Bank of India in 1981 and held various supervisory
roles in Madras Circle, Foreign Department and Central Office with specialization in Treasury, International Business
and Risk Management products. He had a stint with IndusInd Bank during 1994-99, as a core member of the start-
up team as Head of Forex Treasury and International Business before moving to Centurion Bank as Executive
Director to set up the Wholesale Banking during 1999-2002. He had an overseas stint during 2002-03 based out of
London/Dubai focusing on Wealth Management business covering all asset classes of global markets. He rejoined
Mr. Paul Abraham joined as Chief Operating Officer (COO) during the year. A Post Graduate Degree holder in the Bank in April 2003 as Executive Vice President, in charge of Treasury, International Division and Capital &
Business Management (Finance) from IIM Ahmedabad, Mr. Abraham started his career with ANZ Grindlays Bank Commodity Markets.
(now Standard Chartered Bank), way back in 1982. He joined ABN AMRO Bank N.V. in January 1993 and since
then has been associated with the Bank in various capacities, both in India and abroad. Before joining IndusInd
Bank, Mr. Abraham held the position of Managing Director, ABN AMRO Central Enterprise Services (ACES), for
about 3 years.
Mr. Suresh N. Pai, Head – Corporate Services & Communication, is a MBA from Delhi University. He joined
IndusInd Bank in 1996 as Vice President and now as Executive Vice President looks after branding, corporate
communication, procurement, premises management and administration. Prior to joining IndusInd Bank, he worked
with Corporation Bank for 25 years and had the privilege of heading the major zones like Delhi, Mumbai and
Bangalore.
Mr. K. S. Sridhar joined as Chief Risk Officer during the year. With over 17 years of specialised experience of
handling bank-wide Risk Management at ABN AMRO Bank N.V., Mr. Sridhar brings with him tremendous insight
into all aspects of risk management, spanning across all client segments. With a B. Sc. (Distinction) Degree from
Kolkata University, Mr. Sridhar went on to complete his Masters in Financial Management from Jamnalal Bajaj
Institute of Management Studies, University of Mumbai. Mr. S. V. Zaregaonkar, CFO and Investor Relations, is a qualified Chartered Accountant and a Post Graduate in
Commerce and a Law Graduate with CAIIB. He started his career as Lecturer in Commerce in 1978. He joined Dena
Bank in 1980 and had various stints in Branch Management and Credit before moving into the Accounts and
Finance Department of the Bank. He joined IndusInd Bank in 1995 as Assistant Vice President in the Banking
Operations & Administration Department. At present, he is Executive Vice President & CFO of the Bank.
Mr. Sumant Kathpalia joined as Head – Consumer Banking during the year. A qualified Chartered Accountant, Mr.
Kathpalia has 20 years of rich experience in banking, having worked with prestigious foreign banks like Citibank
N.A. and Bank of America. Prior to joining IndusInd Bank, he was the Head – Consumer Banking at ABN AMRO Mr. S. V. Parthasarathy, Head – Consumer Finance, is a qualified Chartered Accountant. He has 28 years of
Bank N.V. He has been associated with ABN AMRO Bank for 8 years. He has had a vast variety of experience in experience in the banking and finance industry. He started his career in Ashok Leyland Ltd. (ALFL) in 1980 and held
consumer banking, project management, credit cards, bancassurance, wealth management and consumer varied responsibilities such as Sales, Finance, Treasury and Budget & Consolidation before moving over to Ashok
finance. Leyland Finance as Zonal Manager – South in 1991. He grew to the position of Executive Director, in charge of the
Vehicle Finance business in erstwhile ALFL. He was the managing committee member of Equipment Leasing
Association and Finance Industry Development Council. Currently heads Consumer Finance division of the Bank.
Mr. Zubin Mody has completed his graduation from Mumbai University with Honours in Physics and has a
Mr. Suhail Chander joined as Head – Corporate & Commercial Banking during the year. With 25 years of rich Management Degree in Personnel Management & Human Resources from XLRI, Jamshedpur (1993). He joined
exposure in the banking sector, which includes 17 years in ABN AMRO Bank N.V., Mr. Chander joins the Bank IndusInd Bank in December 2005 and currently heads the HR Function for the Bank. Prior to this, he was heading
with the wide experience of working in various geographical locations in India and South-East Asia. His strengths the HR function at ICICI Lombard. He joined ICICI Ltd. in 1999 as Assistant Vice President in Mumbai and was
are important functions of banking like SME Financing, Wealth Management, Corporate Banking and Corporate promoted to Senior Vice President in 2000. At ICICI Bank, he was responsible for Performance Management and
Risk Management. He held the position of Head, Consumer & Commercial Banking, Singapore & Malaysia at Compensation. In 2001, he went on to head the HR function at ICICI Lombard General Insurance Co. Ltd. Before
ABN AMRO N.V. , prior to joining IndusInd Bank. joining ICICI, he worked with well-known FMCG organizations, such as Marico Industries Ltd. and Heinz India Pvt.
Ltd., handling Organization Development, Performance Management, Compensation, Recruitment and Training.
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NOTICE is hereby given that the Fourteenth Annual General Meeting of the Members of IndusInd Bank Limited will be
held at Hotel Sun-n-Sand, 262, Bund Garden Road, Pune – 411001, India, on Monday, September 22, 2008, at 2.00 p.m.
to transact the following business:
Ordinary Business:
1. To consider and adopt the Profit and Loss Account for the year ended March 31, 2008 and the Balance Sheet as at
March 31, 2008 together with the Reports of the Directors and Auditors thereon.
2. To declare Dividend for the year.
3. To appoint a Director in place of Mr. R. Sundararaman, who retires by rotation and, being eligible, offers himself for re-
appointment.
4. To appoint a Director in place of Dr. T. T. Ram Mohan, who retires by rotation and, being eligible, offers himself for re-
appointment.
5. To appoint a Director in place of Mrs. Pallavi Shroff, who retires by rotation and, being eligible, offers herself for re-
appointment.
6. To appoint M/s. M. P. Chitale & Co., Chartered Accountants, as Statutory Central Auditors for the Bank to hold office from
the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting, and to authorise
the Board of Directors to fix the remuneration of the Statutory Auditors, and to appoint branch auditors in consultation with
the Statutory Auditors and to fix their remuneration.
Special Business:
7. Appointment of Mr. Ashok Kini as Director
To consider and, if thought fit, to pass with or without modification(s) the following resolution as an ordinary resolution:
“RESOLVED THAT Mr. Ashok Kini who was appointed Additional Director of the Bank on January 30, 2008 under Section
260 of the Companies Act, 1956 and who holds office till the date of the 14th Annual General Meeting, and in respect of
whom the Bank has received a notice in writing proposing his candidature for the office of Director, in accordance with the
provisions of Section 257 and all other applicable provisions, if any, of the Companies Act, 1956, be and is hereby
appointed as Director of the Bank liable to retire by rotation;
RESOLVED FURTHER THAT the Company Secretary be and is hereby authorised to file the required forms with the
Registrar of Companies and to take all necessary steps for giving effect to this resolution.”
8. Appointment of Mr. Romesh Sobti as Managing Director & CEO
To consider and, if thought fit, to pass with or without modification(s) the following resolution as an ordinary resolution:
“RESOLVED THAT pursuant to the approval of Reserve Bank of India under Section 35B of the Banking Regulation Act,
1949 as amended from time to time and the applicable provisions of the Companies Act, 1956, consent of members of
the Bank be and is hereby accorded for the appointment of Mr. Romesh Sobti as Managing Director & CEO of the Bank,
not subject to retirement by rotation, for a period of three years with effect from February 1, 2008 on the terms and
conditions of service approved by the Board of Directors and by the Reserve Bank of India;
RESOLVED FURTHER THAT the Company Secretary be and is hereby authorised to file required forms with the
Registrar of Companies and to take all necessary steps for giving effect to this resolution.”
9. Authority for further issue/placement of securities including ADRs, GDRs, and Qualified Institutions Placement
To consider and, if thought fit, to pass with or without modification(s) the following resolution as a special resolution:
“RESOLVED THAT pursuant to the provisions of Section 81 and other applicable provisions, if any, of the Companies
Act, 1956 (including any amendment thereto or modification(s) or re-enactment(s) thereof) and in accordance with the
provisions of the Memorandum and Articles of Association of the Bank, the Listing Agreements entered into by the Bank
with the respective Stock Exchanges where the equity shares of the Bank are listed, and subject to the Regulations/
Guidelines, if any, prescribed by Reserve Bank of India (RBI), Securities and Exchange Board of India (SEBI), financial
institutions and all other concerned and relevant authorities from time to time, to the extent applicable and subject to such
approvals, consents, permissions and sanctions of the Government of India, SEBI, RBI and all other appropriate authorities,
institutions or bodies and subject to such conditions and modifications as may be prescribed by any of them while
granting such approvals, consents, permissions and sanctions, and agreed to by the Board of Directors of the Bank
(hereinafter referred to as ‘the Board’, which term shall be deemed to include any Committee(s) constituted/to be
constituted by the Board to exercise its powers including the powers conferred by this Resolution) which the Board be
and is hereby authorised to accept, if it thinks fit in the interest of the Bank, the Board be and is hereby authorised, on
behalf of the Bank, to create, issue, offer and/or allot, in the course of one or more public or private offerings by way of
public issue, rights issue, preferential allotment including Qualified Institutional Placement pursuant to Chapter XIII-A of
the SEBI (Disclosure and Investor Protection) Guidelines, 2000 as amended from time to time, or otherwise, in the
domestic or one or more international markets, equity shares and/or equity shares through depository receipts and/or
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convertible bonds and/or securities convertible into equity shares at the option of the Bank and/or the holder(s) of such
securities, American Depository Receipts (ADRs)/Global Depository Receipts (GDRs) representing equity shares or
convertible securities and/or securities with or without detachable/non-detachable warrants with a right exercisable by the
warrant-holder to subscribe for the equity shares and/or warrants with an option exercisable by the warrant-holder to
subscribe for equity shares, and/or any instrument or securities representing either equity shares and/or convertible
securities linked to equity shares (all of which are hereinafter collectively referred to as ‘securities’) subscribed in Indian/
foreign currency(ies) to investors (whether resident and/or non-resident and/or strategic investors and/or institutions or
banks and/or incorporated bodies and/or trustees or otherwise, and whether or not such investors are Members of the
Bank)/Foreign Institutional Investors (FIIs)/Mutual Funds/Pension Funds/Venture Capital Funds/Banks and such other
persons or entities excluding promoters in case of preferential allotment, whether or not such investors are members of
the Bank, to all or any of them jointly or severally, through prospectus(es) and/or placement document(s) or offer letter(s)
or circular(s) and/or on private placement basis for, (or which upon conversion of all securities so created, issued, offered
and/or allotted could give rise to the issue of) an aggregate face value of equity shares not exceeding 25 per cent of the
Authorised Equity Share Capital of the Bank at such time or times with or without voting rights in general meetings/class
meetings, at such price or prices, at such interest or additional interest, at a discount or at the premium to market price
or prices and in such form and manner and on such terms and conditions or such modifications thereto, including the
number of Securities to be issued, face value, rate of interest, redemption period, manner of redemption, amount of
premium on redemption/prepayment, number of equity shares, to be allotted on conversion/redemption/extinguishments
of debt(s), exercise of rights attached to the warrants and/or any other financial instrument, period of conversion, fixing of
record date or book closure and all other related or incidental matters as the Board may in its absolute discretion think fit
and decide in according to the directives/guidelines issued by the appropriate authority(ies) and in consultation with the
Merchant Banker(s) and/or Lead Manager(s) and/or Underwriter(s) and/or Advisor(s) and/or such other person(s), but
without requiring any further approval or consent from the shareholders and also subject to the applicable guidelines for
the time being in force;
RESOLVED FURTHER THAT, without prejudice to the generality of the above, the aforesaid issue of the securities may
have all or any terms or combinations of terms in accordance with prevalent market practice including but not limited to
terms and conditions relating to payment of interest, dividend, premium on redemption at the option of the Bank and/or
holders of any securities, including terms for issue of additional equity shares or variations of the price or period of
conversion of securities into equity shares or issue of equity shares during the period of the securities or terms pertaining
to voting rights or option(s) for early redemption of securities;
RESOLVED FURTHER THAT, without prejudice to the generality of the above, the preferential allotment of such securities,
the relevant date on the basis of which the price of the resultant shares shall be determined, shall be thirty days prior to
the date of the General Meeting in which this resolution is passed, and that the allotment of such securities shall be made
in the form of Qualified Institutional Placement to Qualified Institutional Buyers, in accordance with the provisions of
Chapter XIII-A of the SEBI (Disclosure and Investor Protection) Guidelines, 2000 as amended from time to time;
RESOLVED FURTHER THAT the Board be and is hereby authorised to enter into and execute all such agreements and
arrangements with any Lead Manager(s), Co-Lead Manager(s), Manager(s), Advisor(s), Underwriter(s), Guarantor(s),
Depository(ies), Custodian(s) and all such agencies as may be involved or concerned in such offerings of Securities and
to remunerate all such agencies by way of commission, brokerage, fees or the like, and also to seek the listing of such
Securities in one or more Indian/International Stock Exchanges;
RESOLVED FURTHER THAT the Bank and/or any agencies or bodies authorised by the Board may issue depository
receipts or certificates representing the underlying equity shares in the capital of the Bank or such other securities in
bearer, negotiable, or registered form with such features and attributes as may be required and are prevalent in the
Indian and/or International Capital Markets for the instruments of this nature and to provide for the tradability and free
transferability thereof as per market practices and regulations (including listing on one or more stock exchange(s) in or
outside India);
RESOLVED FURTHER THAT the Board be and is hereby authorised to create, issue, offer and allot such number of
equity shares as may be required to be issued and allotted upon conversion of any securities referred to above or as may
be necessary in accordance with the terms of the offer, all such shares ranking in all respects pari passu inter se and with
the then existing equity shares of the Bank in all respects, save and except that such equity shares or securities or
instruments representing the same may be without voting rights, if permitted by law and/or, shall carry the right to receive
pro rata dividend from the date of allotment, as may be decided by the Board, declared for the financial year in which the
allotment of shares shall become effective;
RESOLVED FURTHER THAT the Board be and is hereby authorised to create such mortgage and/or charge on the
immovable and movable assets of the Company or on the whole or any part of the undertaking/s of the Company under
Section 293(1)(a) of the Companies Act, 1956, in respect of any Security(ies) issued by the Bank pursuant to this
Resolution and in the event such Security(ies) is/are required to be secured and for that purpose to accept such terms
and conditions and to execute such documents and writings as the Board may consider necessary or proper;

RESOLVED FURTHER THAT, for the purpose of giving effect to any creation, issue, offer or allotment of equity shares or
securities or instruments representing the same, as described above, the Board be and is hereby authorised, on behalf of
the Bank, to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary or desirable
for such purpose, including without limitation, entering into arrangements for managing, underwriting, marketing, listing,
trading, acting as depository, custodian, registrar, paying and conversion agent, trustee and to issue any offer document(s)
and sign all applications, filings, deeds, documents and writings and to pay any fees, commissions, remuneration,
expenses relating thereto and with power on behalf of the Bank to settle all questions, difficulties or doubts, that may
arise in regard to such issue(s) or allotment(s) as it may, in its absolute discretion deem fit;
RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers herein
conferred to any Committee or any one or more whole-time directors of the Bank;
RESOLVED FURTHER THAT this resolution shall be in vogue for a period of 12 months from the date passing by the
members or till the next Annual General Meeting whichever is less.”
10. Variation in terms of options granted to employees
“RESOLVED THAT pursuant to the provisions of Section 81 and other applicable provisions, if any, of the Companies
Act, 1956 (including any amendment thereto or modification(s) or re-enactment(s) thereof), the Listing Agreements
entered into by the Bank with the respective Stock Exchanges where the equity shares of the Bank are listed, and subject
to the provisions of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999 (the SEBI Guidelines) and all applicable laws, rules, regulations, notifications,
clarifications and guidelines and subject to other statutory approvals, permissions, consents and sanctions as may be
required from any relevant authority, the approval of members of the Company be and is hereby accorded to the Board
of Directors (which term shall include any Committee constituted by the Board of Directors) and the action of the Board
of Directors in granting fresh options under the Employee Stock Options Scheme 2007, to such of those employees who
have surrendered the options granted to them in March 2008, at a price of Rs. 48 per share as determined by the
Compensation Committee be and is hereby approved.”
11. Enhancement of Authorised Capital
“RESOLVED THAT the authorized share capital of the Bank be and is hereby increased from the existing Rs.400,00,00,000
to Rs.500,00,00,000;
RESOLVED FURTHER THAT the existing Clause V of the Memorandum of Association of the Bank be and is hereby
substituted by the following:
Quote
The Authorised Share Capital of the Company is Rs.500,00,00,000 (Rupees Five hundred crore only) divided into
50,00,00,000 equity shares of Rs.10/- each with power to increase or decrease the share capital in accordance with the
provisions of the Companies Act, 1956.
Unquote
RESOLVED FURTHER THAT the existing Article 4 of the Articles of Association of the Bank be and is hereby substituted
by the following:
Quote
Authorised Share Capital 4. The Authorised Share Capital of the Bank is Rs. 500,00,00,000 (Rupees Five Hundred
crore only) divided into 50,00,00,000 equity shares of Rs. 10/- each.
Unquote
RESOLVED FURTHER THAT Mr. Haresh Gajwani, Company Secretary, be and is hereby authorized to represent the
Bank before, and to file the necessary forms with, the Registrar of Companies, Maharashtra, Pune and to seek approvals
from any authority wherever necessary for giving effect to this resolution.”
Notes:
1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE
INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE BANK. The proxy form should
be lodged with the Bank at its Registered Office at least 48 hours before the time of the meeting.
2. The relative Explanatory Statement pursuant to Section 173(2) of the Companies Act, 1956, in respect of the Special
Businesses is annexed hereto.
3. All documents referred to in the Notice and Explanatory Statement are open for inspection at the Registered Office of the
Bank during office hours on all working days except public holidays between 11.00 a.m. and 1.00 p.m. upto the date of
the Annual General Meeting (AGM).

4. The Register of Members and Share Transfer Books of the Bank will remain closed from Monday, September 8, 2008 to
Monday, September 22, 2008 (both days inclusive) in terms of the provisions of Section 154 of the Companies Act, 1956.
5. Members/proxies should bring the attendance slip duly filled in for attending the AGM.
6. A brief profile of the Directors retiring by rotation and eligible for re-appointment is furnished in the Report on Corporate
Governance.
7. Members are requested to kindly bring their copies of the Annual Report to the AGM.
EXPLANATORY STATEMENT UNDER SECTION 173(2) OF THE COMPANIES ACT, 1956

Item No. 7
Mr. Ashok Kini, a career banker, retired as Managing Director of State Bank of India on December 31, 2005, after 37 years’
service in the Bank. During his tenure with State Bank of India, Mr. Kini had extensive exposure to the Bank’s lending
activities in the Retail, SSI, Agricultural and Industrial Finance segments and to Information Technology.
Mr. Ashok Kini was appointed Additional Director of the Bank under Section 260 of the Companies Act, 1956 on January 30,
2008 and he holds office upto the date of the Annual General Meeting. He is eligible for appointment as Director of the Bank
and the Bank has received a notice in writing along with a deposit of Rs.500/-, under Section 257 of the Companies Act, 1956
from a member proposing his candidature for the office of Director.
Members are requested to pass the resolution under Item No. 7 as an ordinary resolution.
None of the Directors of the Bank, other than Mr. Ashok Kini, is in any way concerned or interested in the passing of the
Resolution.
Item No. 8
Consequent upon the resignation from the office of Managing Director by Mr. Bhaskar Ghose, the Board of Directors
approved on December 7, 2007, the proposal for appointment of Mr. Romesh Sobti as Managing Director & CEO of the Bank,
subject to approval of Reserve Bank of India (RBI). On January 14, 2008, RBI has, vide letter No. DBOD.Appts.No.8989/
08.87.001/2007-08, approved Mr. Sobti’s appointment as Managing Director & CEO of the Bank for a period of three years.
Mr. Romesh Sobti assumed charge on February 1, 2008.
Mr. Romesh Sobti was inducted as Additional Director (to be designated as “Managing Director & CEO”) of the Bank pursuant
to Section 10A, 16 and 20 of the Banking Regulation Act, 1949 and the Articles of Association of the Bank in the Board
Meeting held on December 7, 2007. Accordingly, he shall hold office upto the date of the ensuing Annual General Meeting of
the Bank under Section 260 of the Companies Act, 1956. The Bank has received a notice in writing along with a deposit of Rs.
500/-, pursuant to Section 257 of the Companies Act, 1956 from a member proposing him as candidate for the office of
Director. Mr. Romesh Sobti has filed with the Bank his consent to act as a Director of the Bank.
Mr. Romesh Sobti was the Executive Vice President – Country Executive, India and Head, UAE and Sub-Continent, at ABN
AMRO Bank N.V. He joined ABN AMRO in November 1990 and graduated from the position of a Chief Manager to the
Country Executive over a period of 18 years. In his banking career spanning 33 years, Mr. Sobti has been associated with
ANZ Grindlays Bank plc (now Standard Chartered Bank) and State Bank of India in the past. He holds a Bachelor’s Degree
(Honours) in Electrical Engineering and has also done his Diploma in Corporate Laws and Secretarial Practice.
The details of the terms of appointment as approved by the Reserve Bank of India in respect of Mr. Romesh Sobti, Managing
Director & CEO of the Bank w.e.f. February 1, 2008, comprise the following: Salary of Rs. 100.80 lakhs p.a., Other
Allowances of Rs. 122.95 lakhs p.a., facility of company-leased and furnished accommodation, Provident Fund at 12% of
Salary, Gratuity at one month’s Salary, Pension at two months’ Salary, Medical Expenses of upto Rs. 1 lakh p.a., Personal
Accident Insurance, Performance-based Bonus, membership of two clubs and two official cars with drivers. The appointment
is for a period of 3 years commencing from February 1, 2008. Stock Options amounting to 20,00,000 shares at Rs. 50/- per
share have been offered as part of the remuneration package.
The aforesaid information is also being furnished as required under Clause 49 of the Listing Agreement.
Members are requested to pass the resolution under Item No. 8 as an ordinary resolution.
None of the Directors of the Bank, other than Mr. Romesh Sobti, is in any way concerned or interested in the passing of the
Resolution.
Item No. 9
Resolution set out in Item No. 9 is an enabling Resolution conferring authority on the Board to cover all corporate requirements
and contingencies to issue securities of appropriate nature at opportune time, including the size, structure, price and timing of
the issue(s) at the appropriate time(s). The Board will fix the detailed terms of the final size of the offering, exact timing, and
other related aspects after careful analysis and discussions with lead managers, prevailing market conditions and in line with
the extant guidelines issued by SEBI, RBI or any other statutory and/or other regulatory authorities either in India or overseas,
in this regard. The Resolution also enables the Bank to place equity capital with Qualified Institutional Buyers in accordance

with ‘Guidelines for Qualified Institutions Placement’ forming part of SEBI (Disclosure and Investor Protection) Guidelines
2000 as amended from time to time.
Section 81 of the Companies Act, 1956 provides, inter alia, that whenever it is proposed to increase the subscribed capital of
a company by a further issue and allotment of shares, such shares shall be offered to the existing shareholders of the
company in the manner laid down in the said Section, unless the shareholders decide otherwise in a general meeting. The
listing agreement/s with the stock exchanges provide, inter alia, that a listed company in the first instance should offer all the
shares and debentures to be further issued for subscription pro rata to the equity shareholders unless the shareholders
decide otherwise in a general meeting.
Members are requested to pass the resolution under Item No. 9 as a special resolution.
None of the Directors of the Bank is in any way concerned or interested in the passing of the Resolution.
Item No. 10
Pursuant to the Resolution No.15 (Special Resolution) passed in the Thirteenth Annual General Meeting of the Bank held on
September 18, 2007, the Compensation Committee had in its discretion and pursuant to the Employee Stock Options
Scheme, granted options to employees listed hereunder at a price of Rs.50/- per share. The market price of your Bank’s
shares was Rs.71.55 as on the date of grant. The market price of the shares registered a fall in July 2008.
Names of the employees referred to above:
i) Mr. Romesh Sobti, Managing Director & CEO
ii) Mr. Paul Abraham, Chief Operating Officer
iii) Mr. Sumant Kathpalia, Head - Consumer Banking
iv) Mr. Suhail Chander, Head - Corporate & Commercial Banking
v) Mr. K. S. Sridhar, Chief Risk Officer
In accordance with Regulation 7 (5) read with Regulation 7(3) of the SEBI (Employees Stock Option Scheme and Employees
Stock Purchase Scheme) Guidelines, 1999, the Compensation Committee has, in its discretion and to minimize the loss of
benefit to these employees in view of the fall in the price of the shares, in its meeting held on July 18, 2008, granted fresh
options to the Optionholders at a price of Rs.48/- per share to such Optionholders who surrendered the options already
granted to them.
In pursuance of the above referred Special Resolution passed by the members, the Board/Compensation Committee is within
its power to vary or modify the terms of the Scheme, pursuant to and in accordance with any rules, regulations, guidelines or
directives that may be issued from time to time by any appropriate authority; and hence no approval of the members is
required for such variation/modification. However, from the point of view of good corporate governance, the matter is placed
before the members for their approval.
None of the Directors of the Bank other than the Mr. Romesh Sobti are in any way concerned or interested in the passing of
the Resolution.
Item No. 11
The present authorized capital of the Bank is Rs. 400 crore, out of which Rs.3551921000 is paid up. In view of the expanding
asset portfolio of the Bank, and in view of the capital adequacy requirements of the Basel II norms, the Bank may have to
augment its capital base in the near future. In order to facilitate further issue of equity capital, it is proposed to increase the
authorized share capital of the Bank from the existing Rs. 400 crore to Rs. 500 crore.
None of the Directors of the Bank are in any way concerned or interested in the passing of the Resolution.
By Order of the Board
Company Secretary
Mumbai, July 25, 2008

DIRECTORS’ REPORT
To all Members,
Your Directors have pleasure in presenting the Fourteenth Annual Report covering business and operations of your Bank,
together with the audited accounts for the year ended March 31, 2008.
The financial performance for the year ended March 31, 2008 is summarized as under:
(Rs. in crores)
As on As on
March 31, 2008 March 31, 2007
Deposits 19037.42 17644.80
Advances 12795.31 11084.20
Operating Profit (before depreciation and provisions and contingencies) 236.35 205.67
Net Profit 75.05 68.22
The business of your Bank grew both in deposits and advances during the year. The focus during the year was on improving
earnings from core banking business and to augment the fee-based income, for which various initiatives have been taken by
your Bank.
The Operating Profit (before depreciation and provisions and contingencies) during the year under review improved to
Rs.236.35 crores as against Rs.205.67 crores in the previous year.
Your Bank’s Net Profit, after considering necessary provisions and contingencies and all expenses, was higher at Rs. 75.05
crores as against Rs. 68.22 crores in the previous year, an increase of 10.01%.
Appropriations
Your Directors recommend appropriation of profit as under:
(Rs. in crores)
Operating Profit before Depreciation and Provisions and Contingencies 236.35
Less: Depreciation on Fixed Assets 40.16
Less: Provisions and Contingencies 121.14
Net Profit 75.05
Amount available for Appropriation 75.05
Transfer to Statutory Reserve 18.76
Transfer to Capital Reserve 2.24
Proposed Dividend 19.19
Tax on Dividend 3.26
Balance carried over to Balance Sheet 31.60
Total Appropriations 75.05
Dividend
Your Directors recommend a dividend of 6% for the year ended March 31, 2008, i.e., Re.0.60 per equity share of Rs.10/-
each. (Dividend for the year 2006-07 was 6%).
The Bank will be liable to pay tax on the amount of dividend paid, while it will be tax-free in the hands of the shareholders.
Future Outlook
During the year 2007-08, your Bank continued its focus on strengthening its network and infrastructure, the benefits of which
have started materialising. In the current year, while your Bank will endeavour to retain its leadership position in vehicle
finance (wherein higher yield loans are replacing old loans of lower yields), its thrust will also be on higher growth in other
business segments like Corporates and SMEs. Higher growth is being built at competitive prices, ensuring that assets are
created at higher rates, so as to boost margins.
On the liabilities side, the strategy continues to be to broadbase the retail deposit franchise, and thus reduce the overall cost
of deposits. This task is being accomplished by leveraging on the expanded branch network, the pan-India marketing set-up,
and alternate channels like ATMs, Internet Banking, etc. This strengthened infrastructure is being used for maximizing
opportunities for cross-selling possible with the expanded customer base. For optimal realization of this potential, your Bank
is introducing several new products and services in the various segments, including in the newly set up Transaction Banking
segment, which will give impetus to Trade and Cash Management products as well as electronic services.
Your Bank’s focus on fee-based income is starting to pay dividends. Moving forward, your Bank plans to upscale non-interest
income through lucrative revenue streams like foreign exchange business, investment banking, high-end treasury products,
distribution of third-party products like mutual funds and insurance, international remittances, bullion operations and transaction
banking activities, including depository business, commodity market business, etc.

Mr. Romesh Sobti assumed charge as Managing Director & CEO of your Bank on February 1, 2008. He has about 33 years’
experience in State-owned and multinational banks in India.
Four other Top Management personnel, of proven merit and wide-ranging experience, joined the Bank along with Mr. Sobti.
The new Management Team has since formulated an ambitious Business Plan for securing your Bank a position among the
top three banks in the country in 3 years, measured by the criteria of Productivity, Profitability and Efficiency.
Share Capital
As at March 31, 2008, the paid up capital of your Bank consisted of 31,98,07,936 shares of Rs.10 each. There was no change
in the paid up capital of the Bank during the year under review.
Your Bank had opened for subscription on June 17, 2008, the issue of 3,51,92,064 Global Depository Receipts (GDRs) to be
listed in the Luxembourg Stock Exchange, each GDR representing one equity share of the Bank of the face value of Rs. 10/-,
fully paid. On the successful conclusion of the issue, your Bank’s Paid-up Capital has risen to Rs. 355.19 crores.
Tier II Capital
During the year, your Bank mobilised Rs. 50 crores through the issuance of 500 Unsecured, Non-Convertible, Redeemable,
Subordinated Tier II Bonds of Rs. 10 lakhs each (Previous Year: Rs. 50 crores). These bonds qualify for classification as Tier II Capital.
No fresh issuance of Unsecured, Non-Convertible, Redeemable, Non-Cumulative, Subordinated Upper Tier II instruments of
15 years’ maturity (Previous year: Rs. 208.90 crores) which qualify for classification as Upper Tier II Capital, was made, nor has
your Bank redeemed any Unsecured, Non-convertible, Redeemable, Subordinated Tier II Bonds (Previous Year: Rs. 52 crores).
Capital Adequacy
The Capital to Risk-weighted Assets Ratio (CRAR) of your Bank as at March 31, 2008 was at a comfortable level of 11.91%,
well above the regulatory minimum of 9%. Of this, Tier I CRAR was 6.70%.
Rating
Your Bank has received the highest rating “A1+” for Certificate of Deposits from ICRA Ltd. and highest rating “P1+” for Fixed
Deposits (upto 1 year contracted maturity) from CRISIL Ltd. Your Bank’s Tier II bonds have also been rated “LA+” and Upper
Tier II bonds as “LA” by ICRA Ltd. while Fitch Ratings India Pvt. Ltd. has rated them “A (ind)” and “A- (ind)” respectively.
Directors
Mrs. Kanchan Chitale joined the Board on January 31, 2003. Consequent upon the appointment of M/s. M. P. Chitale & Co.,
Chartered Accountants as the Statutory Central Auditors of the Bank, Mrs. Kanchan Chitale, whose husband Mr. Uday Chitale
is a Partner in that firm, had, on ethical grounds, tendered her resignation from the Board of Directors of the Bank vide her
letter dated August 14, 2007. Your Directors wish to place on record their sincere appreciation for the valuable service
rendered by Mrs. Kanchan Chitale during her tenure as Director of the Bank.
Dr. Ram Buxani joined the Board on January 14, 2000. Dr. Buxani completed his term of eight years (continuous) as Director
on January 14, 2008. Accordingly, Dr. Buxani ceased to be a Director on the Board with effect from that date. Your Directors
wish to place on record their sincere appreciation for the valuable service rendered by Dr. Buxani during his tenure as Director
of the Bank.
Mr. S. Nagarajan, who joined the Bank as Joint Managing Director on August 28, 2004, submitted his resignation from the
Board on December 22, 2007. Your Directors wish to place on record their sincere appreciation for the valuable service
rendered by Mr. S. Nagarajan during his tenure as Joint Managing Director of the Bank.
Mr. Bhaskar Ghose, who took over as Managing Director on June 16, 2001, laid down the office of Managing Director w.e.f.
January 31, 2008. Your Directors wish to place on record their sincere appreciation for the services rendered by Mr. Bhaskar
Ghose and for his stewardship of the Bank during turbulent times.
Mr. Ashok Kini was appointed as an Additional Director by the Board at its meeting held on January 30, 2008, and will hold
office as Additional Director upto the ensuing Annual General Meeting.
Mr. Romesh Sobti was appointed as an Additional Director (to be designated as Managing Director & CEO) by the Board at
its meeting held on December 7, 2007, and on receipt of the requisite approval from Reserve Bank of India, has taken charge
as Managing Director & CEO on February 1, 2008 for a period of three years.
Your Bank has received notices from members pursuant to Section 257 of the Companies Act, 1956 signifying their intention
to propose the candidature of Mr. Ashok Kini and Mr. Romesh Sobti for the office of Director. Brief resumes of Mr. Ashok Kini
and Mr. Romesh Sobti are furnished in the report on Corporate Governance.
Mr. R. Sundararaman, Dr. T. T. Ram Mohan and Mrs. Pallavi Shroff, Directors, retire by rotation, and being eligible, have
offered themselves for re-appointment.
Auditors
M/s. M. P. Chitale & Co., Chartered Accountants, the Statutory Central Auditors of the Bank, who have audited the accounts
of the Bank for the year 2007-08, will retire at the ensuing Annual General Meeting and are eligible for re-appointment.
Members are requested to consider their re-appointment and authorise the Board to fix their remuneration. The appointment
of the Statutory Auditors will be subject to the approval of Reserve Bank of India. The members are further requested to
authorise the Board to appoint branch auditors of the Bank in consultation with the Statutory Auditors and to fix their
remuneration.
10

Auditors’ Report
M/s. M. P. Chitale & Co., Chartered Accountants, the Statutory Central Auditors of the Bank, have audited the accounts of the
Bank for the year 2007-08 and their Report is annexed. There are no qualifications in the Auditors’ Report.
Statutory Disclosures
Information, wherever required under the Banking Regulation Act, 1949, or the Companies Act, 1956 as applicable to a
banking company, has been laid out in the schedules attached and forms part of the Balance Sheet and Profit and Loss
Account.
There are no material changes and commitments affecting the financial position of your Bank, which have occurred between
the end of the financial year 2007-08 to which the Balance Sheet relates and the date of this Report.
Considering the nature of activities as an entity in the financial services sector, the provisions of Section 217(1)(e) of the
Companies Act, 1956 relating to conservation of energy and technology absorption do not apply to your Bank. The Bank has,
however, made optimum use of information technology in its operations.
The Bank had 2869 employees as on March 31, 2008. The information required under Section 217(2A) of the Companies Act,
1956 and the rules made thereunder, are given in the annexure appended hereto and forms part of this Report. In terms of
section 219(1)(b)(iv) of the Companies Act, this Report and the Accounts are being sent to the shareholders excluding the
aforesaid annexure. Any shareholder interested in obtaining a copy of the said annexure may write to the Company Secretary
at the Registered Office of the Bank.
Employee Stock Option Scheme
Your Bank had instituted an Employee Stock Option Scheme to enable its employees, including Whole-time Directors, to
participate in the future growth of the Bank. Under the scheme, options which upon exercise could give rise to the issue of a
number of shares not exceeding in the aggregate 7% of the issued equity capital of your Bank from time to time, can be
granted. The Scheme is in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Guidelines, 1999. The eligibility and number of options to be granted to an employee is
determined on the basis of criteria laid down in the Scheme and is approved by the Compensation Committee of the Board of
Directors.
An aggregate of 1,00,00,000 options have been granted under the Scheme. Statutory disclosures as required by the revised
SEBI Guidelines on ESOS are given in the Annexure to this Report.
Corporate Governance
Your Bank continues its endeavour to adopt the best prevalent Corporate Governance practices. A separate report on the
status of implementation of Corporate Governance, as required under Clause 49 (as applicable from January 1, 2006) of the
Listing Agreements with the relevant Stock Exchanges, is included in the section on ‘Corporate Governance’ which forms part
of this Report. M/s. Bhandari & Associates, Company Secretaries, have certified that the conditions of Corporate Governance
as stipulated in Clause 49 of the Listing Agreements with the Stock Exchanges have been complied with by the Bank. A copy
of their Certificate is also attached to the Section on ‘Corporate Governance’.
Directors’ Responsibility Statement
Pursuant to the provisions of section 217(2AA) of the Companies Act, 1956, your Directors hereby certify and confirm that:
(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper
explanation relating to material departures;
(ii) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Bank as at March 31, 2008
and of the profit of the Bank for the year ended on that date.
(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 1956 and Banking Regulation Act, 1949 for safeguarding the assets of the
Bank and for preventing and detecting fraud and other irregularities; and
(iv) the annual accounts have been prepared on a going concern basis.
Acknowledgement
Your Directors place on record their appreciation for the contribution made by the employees during the year towards the
growth of your Bank.
The Directors are grateful to the shareholders of the Bank for their continued trust and confidence reposed in the Bank. The
Directors are also grateful to the Reserve Bank of India, Stock Exchanges, the Ministry of Corporate Affairs, and Securities
and Exchange Board of India for their guidance and support extended to the Bank.
The Board thanks its valued customers for their support and confidence, and looks forward to the continuance of this mutually
supportive relationship in future.
For and on behalf of the Board of Directors
R. Seshasayee
Mumbai, June 24, 2008 Chairman
11

ANNEXURE TO THE DIRECTORS’ REPORT
STATUTORY DISCLOSURES REGARDING ESOP (FORMING PART OF THE DIRECTORS’ REPORT FOR THE YEAR ENDED MARCH 31, 2008)
Sr. No. Particulars Key ESOP 2007
1) No. of Options granted during the year 10,000,000
2) N0. of Options issued during the year 10,000,000
3) Pricing Formula INTRINSIC VALUE
4) No. of Options vested NIL
5) No. of Options exercised NIL
6) No. of shares arising as a result of exercise of options 10,000,000
7) Options lapsed NIL
8) Variation in terms of Option NIL
9) Money realised by exercise of option NIL
10) Total number of options in force 10,000,000
11) Employee wise details of options granted to:
a) Senior Managerial Personnel 10,000,000
b) Any other employee who receives a grant in any one year of option
amounting to 5% or more of options granted during the year. NIL
c) Identified employees who were granted Options, during any one year,
equal or exceeding 1% of the issued Capital (excluidng outstanding warrants
and conversions) of the company at the time of the grant. NIL
12) Diluted Earnings per share (EPS) pursuant to issue of shares on exercise
of option, calculated as per Accounting Standard (AS) 20- “Earning Per Share” 2.35
13) FAIR VALUE RELATED DISCLOSURE
Increase in the employee compensation COST computed at fair value over the
cost computed using intrinsic cost method. (Rs in crore) 0.16
Net Profit, if the employee compensation cost has been computed at fair value (Rs. in crore) 74.89
Basic EPS if the employee compensation cost had been computed at fair value (Rs.) 2.34
Diluted EPS if the employee compensation cost had been computed at fair value (Rs.) 2.34
SIGNIFICANT ASSUMPTIONS USED TO ESTIMATE FAIR VALUE
Risk Free Interest Rate 7.48% TO 7.60%
Expected Life 1 YEAR TO 3 YEARS
Expected Volatility 7.80%
Dividend Yield 14.30%
Price of the underlying share in the market at the time of option grant. 71.55
Table “A” Options to Senior Managerial Personnel / Other Employees who were
granted options in excess of 5% of the total options granted during the year.
Name No. of Options
1) Mr. Romesh Sobti, Managing Director 20,00,000
2) Mr. Paul Abraham, Chief Operating Officer 20,00,000
3) Mr. Sumant Kathpalia, Head (Consumer Banking) 20,00,000
4) Mr. Suhail Chander, Head (Corporate & Commercial Banking) 20,00,000
5) Mr. K. S. Sridhar, Chief Risk Officer 20,00,000
Notes to Table A
1) Options at Sr No (1) & (2) are in excess of 5% of the total options granted
during the year.
2) 33% of these options will vest on March 18, 2009.
33% of these options will vest on March 18, 2010.
34% of these options will vest on January 31, 2011.
12

MANAGEMENT DISCUSSION & ANALYSIS

Macro Economic Scenario and Banking Environment
During 2007-08, the Indian economy continued to grow at a robust pace for the fifth consecutive year, although there was
some moderation in the growth momentum during the course of the year. The real GDP growth rate moderated to an
estimated 8.7% as against 9.6% in the previous year. The moderation in growth occurred in all the three sectors, viz.,
industry, agriculture and allied activities and in services. Despite the moderation, India continued to be one of the fastest
growing economies in the world.
Agriculture and allied activities are estimated to have grown at 2.6%, industry at 8.6% and services at 10.6%. A positive
feature supporting growth has been the sharp rise in the rate of savings and investment in recent years. Despite appreciation
in the value of the Rupee, exports continued to grow at a healthy clip, rising 23% in dollar terms during 2007-08 as against
22.6% in the previous year.
Towards the close of fiscal 2007-08, inflation inched up due to the global rise in the prices of food, metals and crude oil. After
hovering around 3% in November 2007, inflation had hardened to 7.4% by end-March 2008.
The emphasis of RBI’s monetary and credit policy during the year was to ensure price stability and the stability of the financial
system, along with continuance of the growth momentum, emphasis on credit quality and credit delivery. The tight monetary
policy pursued by RBI to control inflation and money supply had a moderating influence on credit growth, which increased by
21.6% in 2007-08 as against 28.1% in the previous year. Deposit growth also moderated to 22.2% in 2007-08 as against
23.8% in the previous year.
The Indian financial markets remained largely orderly during the year 2007-08, barring the equity market which witnessed
bouts of volatility, especially from January 2008 in line with trends in major international equity markets.
During the current year, despite slowdown in the major economies of the world, the Indian economy is expected to grow at 8-
8.5%.
Global financial markets remained volatile during 2007-08 as the crises around the US sub-prime mortgage market and other
credit market exposures deepened and spread to markets for other assets. After growing at 5% in 2006 and 4.9% in 2007,
global GDP growth is estimated to have decelerated to 3.8% in 2008, following the financial crisis and continuing inflationary
pressures from volatile crude prices as well as food and commodity prices. Monetary policy authorities the world over regard
inflation as a major global risk, and remain watchful about asset prices and disturbed conditions in currency markets.
Bank’s Performance during 2007-2008
Business Performance
The salient features of your Bank’s operating performance during the year 2007-08 are summarised in the table below:
(Rs. in crores)
2007-08 2006-07 YOY growth
Interest Earned 1920.23 1500.25 27.99%
Interest Expended 1579.86 1228.85 28.56%
Net Interest Income 340.37 271.40 25.41%
Other Income:
Fee & Misc. Income 255.27 190.17 34.23%
Bad Debts Recovery 42.30 94.08 (55.04%)
HTM Securities Amortisation (39.56) (40.12) 1.40%
Total Operating Income 598.38 515.53 16.07%
Operating Expenses excluding Depreciation 362.03 309.86 16.84%
Operating Profit before depreciation and provisions 236.35 205.67 14.92%
Less : Provisions & Contingencies 121.14 103.36 17.20%
Net Profit 75.05 68.22 10.01%
13

The performance during the year reflected an improvement of 10.01% in the Net Profit of the Bank at Rs. 75.05 crores as
compared to Rs.68.22 crores last year. The Operating Profit before depreciation and provisions and contingencies was higher
at Rs.236.35 crores as compared to Rs.205.67 crores last year. The core earnings of the Bank through Net Interest Income
(NII) have shown an increase from Rs. 271.40 crores to Rs. 340.37 crores, recording a y-o-y growth of 25.41%. Interest
earnings were higher due to improvement in yield on advances by about 200 basis points over last year. Fees and miscellaneous
income [excluding Bad Debt recovery and adjustment of amortisation charge in respect of securities in the Held-To-Maturity
(HTM) category] also showed a healthy increase of 34.23% on a y-o-y basis. Operating Expenses, before depreciation,
increased to Rs.362.03 crores from Rs.309.86 crores, mainly due to the expanded branch network.
Deposits and Advances
The total Deposits of your Bank as on March 31, 2008 aggregated Rs.19037.42 crores, registering a growth of 7.89% over the
level of Deposits as on March 31, 2007. The Current and Savings account deposits of your Bank grew by 5.29% and 28.76%
respectively while Term Deposits grew by 6.91%. Although Term Deposits continue to constitute the major portion of total
deposits, the share of CASA is continuously increasing. In tune with its Retail orientation, your Bank is endeavouring to
increase the share of Current and Savings account deposits by broadening the deposit base through its wide network. The
net advances of your Bank stood at Rs.12795.31 crores as on March 31, 2008 as compared to Rs.11084.20 crores as on
March 31, 2007, recording a growth of 15.44%.
Operational / Product Performance
Retail / Consumer Banking
During 2007-2008, your Bank’s Retail (Consumer) Banking business showed 42% growth in revenue. Your Bank launched
various new products and services which were targeted at building Wealth Management capabilities as well as enhancing the
existing banking channels. With constant technology upgradation and launch of customized products and services, your Bank
was able to substantially grow the retail client base during the year.
Your Bank entered into a strategic tie-up last year with Cholamandalam MS General Insurance Co. Ltd. for bancassurance.
This tie-up will help the Bank ramp up its fee-based income significantly. Our tie-up with AVIVA helps us offer an even wider
array of Wealth Management products to our customers. Premium from bancassurance touched Rs. 15 crores during the
year. Your Bank also launched an innovative “Three-in-One” (Savings, Depository and Trading) account, along with service
enhancements in Mobile and Internet banking.
In 2007-08, your Bank achieved significant milestones in the Retail segment. The liability portfolio grew by 24% from Rs. 6594
crores to Rs. 8188 crores. Retail assets also increased by 22%, with an upward swing in the yields during the latter part of the
financial year.
In line with your Bank’s strategy of expanding banking operations to different locations in the country and into new growth
markets, the year 2007-08 saw your Bank strengthening its presence in the retail banking space with 10 new branch launches
and of 158 new ATMs.
Key initiatives last year towards better delivery were deeper focus on client engagement, compliance and operating process
management.
Consumer Finance
Consumer Finance Division (CFD) of your Bank, formerly a constituent of the erstwhile Retail Banking Group, extends asset-
backed financing for a wide range of vehicles spanning across heavy commercial vehicles, three-wheelers, cars, two-
wheelers, etc. Besides, specialty construction equipments like tippers, cranes, excavators, and loaders are also financed. The
thrust product during the year was three-wheelers, as this product line yielded higher returns.
The total disbursements made during the year 2007-08 were in excess of Rs.4358 crores to new loan accounts, numbering
over 3.38 lakhs. The focus during the year was to optimize the product mix to maximize yields and at the same time maintain
portfolio quality.
Disbursements for commercial vehicles were of the order of Rs.2521 crores as against Rs.3243 crores in 2006-07. Disbursements
in this segment were undertaken with the objective of maximization of yield and for meeting priority sector targets.
Disbursement of loans for construction equipment increased by 11% to Rs.798 crores from Rs.717 crores in the previous
year. Disbursements of two-wheeler loans showed an increase of 8% to Rs.770 crores as against Rs.711 crores in 2006-07.
Disbursements for cars were strategically kept lower in 2007-08 at Rs.269 crores as against Rs.471 crores in the previous
year, due to the lower yields obtaining in this segment.
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CFD also earned fee-based income of about Rs.16.15 crores, primarily through distribution of third-party insurance products.
The operations of this Division are efficiently supported by a state-of-the-art document storage and retrieval facility at
Karapakkam unit (near Chennai) that handles loan document processing and record maintenance.
CFD’s Data Centre, also located at Karapakkam, has state-of-the-art facilities in terms of data / equipment protection
mechanisms and access rights with sensors to monitor movement within the data centre.
Priority Sector Lending
Your Bank has attained the RBI-prescribed target for total priority sector advances. Priority Sector advances aggregated
Rs.5846.84 crores at the end of March 2008, which represented 52.75% of your Bank’s Net Bank Credit (NBC) of the
previous year, as compared to 41.52% at the end of March 2007. During the year, your Bank financed over 1.22 lakh
agriculturists and direct agricultural advances represented 9.70% of your Bank’s NBC at the end of March 2008 compared to
9.36% at the end of March 2007. Other priority sector advances such as finance to Small Enterprises represented 35.56% of
your Bank’s NBC at the end of March 2008 as compared to 19.77% at the end of March 2007.
Global Markets Group (GMG)
GMG, formerly a constituent of the erstwhile Wholesale Banking Group, is a multi-task unit of your Bank comprising functions
such as: (a) support to all Business Units, including those in the corporate and consumer banking segments, in the sale of
international business products including derivatives, bullion, etc. and structured investments to high networth resident and
non-resident Indians; (b) conduct of proprietary trading in fixed income, currencies and derivative markets within the set policy
framework; and (c) management of Balance Sheet and ALM, including maintenance of SLR / CRR as well as resources of
your Bank with the objective of achieving cost reduction and yield maximization with effective control over the market and
interest rate risks.
The other tasks of GMG include coverage of relationships with domestic and foreign banks for counter-party business
support, domestic Asset Management Companies for sourcing liabilities and Development Financial Institutions for sourcing
deposits and availing of refinance for liquidity management.
During the year under review, the merchant foreign exchange business turnover shot up to Rs.35,395 crores registering a
growth of 30% over the previous year. The merchant turnover includes trade, remittances and bullion business. Revenue in
the form of commission, exchange income from cover operations and rebate amounted to Rs.38.79 crores, a growth of 38%
over the previous year.
The investment portfolio of your Bank consists of core SLR investments, non-SLR investments and RIDF bonds amounting to
Rs.7036.10 crores at an overall yield of 6.25%, while yield from SLR investments for statutory requirements was at 7.51%.
The year under review witnessed a hardening interest rate cycle with 10-year Bond yield moving in the range of 7.98% to
7.96%, thus providing limited opportunity for improving the yield through active churning of the portfolio.
Your Bank has reduced its cost of funds through accessing the Call Market with an average borrowing of Rs.521.58 crores at
5.91%. Overall, the liquidity management of your Bank was achieved with the objective of cost reduction and so as to improve
margins through deployment of surplus funds at optimal yields.
Your Bank’s proprietary trading activity covers Fixed Income Bonds, Currencies, Equity and Interest Rate Swaps. The
contribution from this activity registered a growth of 23% over the previous year. Your Bank proposes to increase the
coverage through larger flows from customers through active sale of risk management products to corporate customers.
The contribution from the Financial Institutions Group (FIG) is mainly on mobilization of liabilities and counter-party dealing in
money and foreign exchange markets. Term deposits from this segment, comprising commercial banks, co-operative banks,
asset management companies and Development Financial Institutions, amounted to Rs.3500 crores as at close of year under
review. Your Bank was able to solicit active support from these market participants for increasing its market presence.
During the year under review, your Bank increased its relationship with foreign banks by adding 10 new relationships, thus
increasing the correspondent network to 342, with 86 banks extending credit limits to your Bank under various categories of
Trade, Money Market lines and Treasury limits. Under the Rupee Drawing Arrangement and the Money Transfer Scheme,
your Bank has tied up with 22 Exchange Houses / Money Transfer Companies covering UAE, Hong Kong, Qatar and some
parts of Europe / USA. Efforts are on to expand global coverage during the current year. Through these schemes, your Bank
receives a large volume of transaction flow everyday. Your Bank also handled successfully the Haj remittance for the second
year in a row, in association with National Commercial Bank, Saudi Arabia.
Corporate & Commercial Banking (C&CB)
The Corporate & Commercial Banking Division, formerly a constituent of the erstwhile Wholesale Banking Group, caters to
the banking and financial needs of large corporates, small and medium enterprises, co-operative banks and financial institutions.
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The division offers a wide range of banking and finance solutions to meet the needs of its clients. The objective is to build
holistic, long-term and mutually beneficial relationship through cost effective and efficient services, utilising technology
solutions and skilled manpower.
Persistent efforts to improve product quality and service standards have led to a significant increase in business of the
division. Loans and advances grew by 33% and the number of clients increased by 30% over the previous year.
The division’s focus on off-Balance Sheet products and non-funded business led to an increase in fee income by 39% over
the last financial year. Constant efforts to improve returns led to an increase in yield on advances by over 150 basis points.
Transaction Banking Group
The Transaction Banking Group has recently been created with a view to develop an efficient, world class Transaction
Banking business with consistent ‘best-in-class’ service delivery. Transaction Banking will bring together various existing
products under one umbrella and develop new innovative products to add value to the clients. It will address all client
segments within Corporate and Consumer Banking.
Transaction Banking will focus on Cash Management, Trade Services and Financing, Supply Chain, Global Remittances,
Warehouse Receipt Financing and Capital and Commodity Markets. It will also enhance electronic delivery to the client
through various channels and focus on development of technological value-added solutions to the clients with a view to
increase flow of transactions through the Bank.
The Capital and Commodity Markets Division, formerly a constituent of the erstwhile Wholesale Banking Group and now a
part of the newly constituted Transaction Banking Group, focuses on serving Capital and Commodity Exchanges and brokers
empanelled with these Exchanges. Your Bank has the unique distinction of being a Clearing-cum-Settlement Banker to all the
major Exchanges viz., NSE, BSE, NCDEX, MCX and NMCE.
Your Bank offers the entire range of products and services required by Exchanges and members. Your Bank has recently
become the Clearing Bank to the first Energy Exchange of India, the Indian Energy Exchange to cover participants in the
Energy segment. Your Bank is also a Depository Participant of NSDL, CDSL, and an empanelled DP with NCDEX and MCX,
thereby offering DP services to both securities and commodities segments. With more accreditations like Category I Merchant
Banker (with SEBI), Debenture Trusteeship, e-broking facility with select brokers and offer of on-line investment / redemption
facility with leading Mutual Funds to investors, your Bank is looking to further upgrade its presence in this critical business
segment.
Your Bank’s Capital Market Exposure which was at 31.29% of networth as on March 31, 2007 remained within the permissible
level as at March 31, 2008 at 33.20%, even after the implementation of the new RBI guidelines, which came into effect from
April 1, 2007.
Investment Banking
The Investment Banking Division had entered into alliances with investment banks in Europe and USA. These alliances have
led to cross-border transactions which are in various stages of completion.
These alliances, along with relationships with existing corporate clients of your Bank, will facilitate increased participation by
the Division in the placement of equity and debt issuances and give a fillip to its corporate advisory as well as corporate
finance activities. The Division also offers services such as valuations and investor relations.
Factors such as the increasing number of India-funds and private equity funds, the need for capital (debt and equity) by listed
and unlisted companies and the needs of the large corporate client base of your Bank are expected to boost the fee-based
income earned by the Division in the coming years.
Financial Restructuring and Reconstruction Group (FRRG)
All activities of restructuring and recovery of bad loans are now under the umbrella of FRRG, formerly known as Asset
Management Group. Your Bank has actively utilized the Securitization Act and guidelines of the Reserve Bank of India for
enforcing securities charged to your Bank as well as for sale of non- performing assets to asset reconstruction companies and
/ or other banks and financial institutions. Your Bank has recovered an amount of Rs.3841.79 lakhs in written-off accounts,
besides profit from other sale of NPAs / written-off accounts to ARCs / banks.
Net NPAs of your Bank stood at 2.27% as at March 31, 2008 as compared to 2.47% in the previous year. But for classification
as NPA of one major account, which many other banks are yet to classify as an NPA, the percentage of Net NPAs would have
been still lower at 1.50% (previous year: 1.46%). Further, owing to the inherent nature of commercial vehicle financing
business which forms a major chunk of the advances portfolio of your Bank, a substantial part of NPAs are those that continue
to be serviced post-classification as NPA, besides being secured by securities that are enforceable.
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Branch Network
As at the end of financial year 2007-08, your Bank had a total of 180 branches in 147 geographical locations and 183 off-site
ATMs. Your Bank thus has presence in 28 States and Union Territories. In addition, your Bank also has representative offices
in London and Dubai. As on March 31, 2007, your Bank had a network of 170 branches spread across 141 locations and 99
off-site ATMs.
Banking Operations
Your Bank has strengthened the policy framework on “Know Your Customer” (KYC) norms and “Anti Money Laundering”
(AML) measures from time to time, in line with the policies of Reserve Bank of India. Your Bank has implemented a simplified
procedure of “Know Your Customer” which will benefit lower income group persons to open accounts with minimal documentation.
Your Bank is a member of Banking Codes and Standards Board of India (BCSBI), which was set up to ensure that banks in
India adhere to a voluntary code, which sets minimum standards for fair treatment to customers availing bank services. Your
Bank has made a commitment to adhere to all the provisions of the Code prescribed by BCSBI. The Code is displayed at all
the branches and the same is also posted on our website in thirteen languages.
The clearing process at New Delhi and Mumbai has been centralised for quicker and efficient operations. Your Bank is in the
process of centralization of inward / outward clearing at other metropolitan centers. Your Bank was in preparedness for
Cheque Truncation System (CTS) and was included in the Second Phase of ‘live run’ conducted by Reserve Bank of India.
Your Bank is now one amongst the 20 banks which have gone live on CTS at Delhi. This will facilitate faster and error-free
processing of the cheques.
Your Bank has revised and adopted a comprehensive policy, in pursuance of RBI advices, on settlement of claims in respect
of deceased depositors. The policy covers all types of deposits, and has simplified the procedure for settlement.
Your Bank has formulated and adopted the “Best Practice Code” relating to transaction processing with the objective of
documenting the procedures in line with national and international best practices, as mandated by RBI.
Your Bank has also put in place a “Deposit Policy” and a “Fair Practice Code”. While the former outlines the guiding principles
in respect of various deposit products of your Bank, the terms and conditions governing the operations of these accounts and
the rights of depositors, the Fair Practice Code is a voluntary code establishing standards to be followed by all our branches
in their dealings with the customers.
Your Bank has also framed “Citizen’s Charter” to promote fair banking practices and to give information in respect of various
activities relating to customer service.
During the year, your Bank has put in place a “Compensation Policy” as a part of commitment to our customers to
compensate them in the event of your Bank being unable to meet the service levels committed to the customers. The main
objective of the Policy is to establish a system whereby your Bank shall compensate the customer for any direct and actual
loss by way of internal loss / payment of charges by customer due to deficiency in service of your Bank, to the extent
mentioned in the policy. The policy is based on the principles of transparency and fairness in the treatment of customers.
Prompt, efficient and courteous service is a key to success for any service organisation and your Bank has recognized it and
has formulated a “Grievance Redressal Policy”. The Policy aims to minimize the instances of customer complaints through
effective service delivery and review mechanism and prompt redressal of customer grievances.
Enterprise-wide Risk Management
Your Bank, with the assistance of KPMG a leading international consultant, had established an Enterprise-wide Risk Management
Department responsible for Bank-wide risk management covering credit risk, market risk and operational risk, independent of
the business segments. The Risk Management Department focuses on identification, measurement, monitoring and controlling
of risks across various segments. Your Bank has been progressively adopting the best international practices so as to
continually reinforce its risk management functions.
Basel II – Reinforcement of Risk Management
Reserve Bank of India has issued guidelines for implementation of New Capital Adequacy Framework. Your Bank had initiated
meaningful initiatives in this regard well in advance, and is already equipped to adopt the new capital adequacy framework
under Basel II as per RBI guidelines. The New Capital Adequacy Framework will help the Bank in moving towards allocation
of capital based on risk sensitivity.
Your Bank has acquired a highly sophisticated system which supports adoption of advanced approaches under New Capital
Adequacy framework for computation of capital charge towards credit risk, market risk and operational risk. The system is
under implementation. However, the Bank has been computing capital charge as per the New Capital Adequacy Framework
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under parallel run since June 2006. Your Bank’s CRAR under the new framework reflects improvement over the existing
norms, largely due to the retail assets portfolio.
Your Bank, in addition to compliance with Pillar I requirements under Basel II, has taken meaningful steps towards identification
and measurement of risks as defined under Pillar II and towards creation of a framework towards Internal Capital Adequacy
Assessment Process (ICAAP).
Credit Risk:
Your Bank manages credit risk comprehensively, both at ‘transaction level’ and at ‘portfolio level’. Some of the major initiatives
taken in this regard are listed below:
• Your Bank uses a robust risk rating framework for evaluating credit risk of the borrowers. Segment-specific rating models,
which are equipped with transition matrix capabilities, are used.
• Risks on various counter-parties such as corporates, banks, etc. are monitored through counter-party exposure limits,
governed by country risk exposure limits in case of international trades. Rating-based exposure limits have been defined
on counter-parties.
• Your Bank manages risk at the portfolio level through prudential exposure limits to mitigate concentration risk.
• Your Bank has a well-diversified portfolio across various industries and segments, as illustrated by the following data:
Retail exposures (which provide the benefit of wider diversification) account for as much as 57% of the total
advances.
Corporate exposure is widely diversified across more than 85 industries, thus insulating the portfolio from industry
cycles.
The above initiatives support qualitative business growth while managing inherent risks within the risk appetite.
Market Risk:
The key sources of market risk are liquidity risk, interest rate risk, price risk and foreign exchange risk. Your Bank has
implemented a state-of-the-art Treasury system ‘OPICS’ acquired from Misys, London, which supports robust risk management
capabilities and facilitates Straight Through Processing. OPICS also supports tailoring of products to customers’ needs.
Market risk is managed effectively through a comprehensive policy framework which provides various tools such as Mark-to-
Market, Duration analysis, Value-at-Risk, as well as through operational limits such as stop-loss limits, exposure limits, deal-
size limits, maturity ladder etc. Investment portfolio is constantly re-jigged, in line with market movements and expectations,
so as to ensure minimum risk in the portfolio.
Operational Risk:
Operational Risk is managed by addressing people risk, process risk, systems risk and risks arising out of external environment.
Your Bank has an efficient audit mechanism, involving periodical on-site audit, concurrent audits on the spot and off-site
surveillance enabled by your Bank’s advanced technology and core banking system.
Your Bank has initiated the process of putting in place Operational Risk Management Framework using sophisticated tools
such as:
• Key Risks Indicators
• Score Cards
• Risk Events
• Loss Data
• Near Miss Events
The framework would help in mitigation of operational risks and optimization of capital requirement towards operational risks
under Basel II norms.
Systems Risk:
As part of systems-related Operational Risk Management initiatives, your Bank has achieved the following:
• Implemented a comprehensive Business Continuity Plan (BCP) to ensure continuity of its critical business functions and
extension of banking services to its customers.
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• Established an effective Disaster Recovery site at a distant location, with online real-time replication of data, both in
Mumbai and Hyderabad.
• Comprehensive IT security framework has been put in place to ensure complete data security and integrity.
• Housed its data center in a professionally managed environment, with sophisticated and fool-proof security features and
assured supply of utilities.
Asset Liability Management
Your Bank’s Asset Liability Management (ALM) system supports effective management of liquidity risk and interest rate risk,
covering 100% of its assets and liabilities.
• Liquidity Risk is monitored through Structural Liquidity Gaps, Dynamic Liquidity position, Liquidity Ratios analysis and
Behavioral analysis, with prudential limits for negative gaps in various time buckets.
• Interest Rate Sensitivity is monitored through prudential limits for Rate Sensitive Gaps and other risk parameters.
• Interest Rate Risk on the Investment portfolio is monitored through Modified Duration on a daily basis. Optimum risk is
assumed through duration, to balance between risk containment and profit generation from market movements.
ALCO meetings were convened frequently during FY 2007-08, wherein analytical presentations provided detailed analysis of
liquidity position, interest rate risks, product mix, business growth achieved vis-à-vis budgeted growth, interest rate outlook,
etc. which facilitated regular review of business strategies and undertaking of new initiatives.
The interest rate outlook projected in ALCO meetings during the last three years have largely been borne out by the actual
interest rate movements.
In order to adopt more advanced and sophisticated techniques of assets-liabilities management, Bank has acquired state-of-
the-art ALM system, which is in the final stages of implementation.
Your Bank is also in the process of implementing an advanced system for Funds Transfer Pricing (FTP), which shall reinforce
the pricing mechanism and enhance performance management framework.
Other Initiatives underway
With the objective of enhancing of operational efficiency and maximization of returns, your Bank has acquired the following
systems which are under implementation:
• Customer Relationship Management
• Product Profitability and Customer Profitability
• Enterprise-wide Financial Planner.
The risk management framework created in your Bank supports rapid and qualitative growth with optimization of risks and
performance management.
Internal Control Systems and their adequacy
Operational Controls
Your Bank has laid down the policy framework on “Know Your Customer” (KYC) norms and “Anti Money Laundering
Measures” (AML). The policy has been framed on the basis of recommendations of the Financial Action Task Force and the
paper issued on Customer Due Diligence for Banks by the Basel Committee on Banking Supervision. The AML software that
has been implemented effectively helps control operations risk.
In accordance with RBI’s recommendations, a Committee on Procedures and Performance Audit on Public Service in Banks
(CPPAPS), comprising senior functional heads of your Bank and a few customers has been established. Your Bank has also
constituted a Customer Service Committee of the Board of Directors (CSCB) to review the performance of the CPPAPS.
Customer Service
Your Bank has constituted a Branch Level Customer Service Committee (CSC) at all Branches comprising employees and
customers of the Branch. CSC meetings are convened every month to examine complaints / suggestions, cases of delay,
difficulties faced / reported by customers/ members of the Committee. Feedback and suggestions are submitted to CPPAPS.
CPPAPS examines and provides inputs to the Customer Service Committee of the Board for necessary policy / procedural
action.
19

Grievance Redressal Mechanism
Your Bank has designed an escalation process for all customer complaints received at branches and at Corporate Office. A
quarterly report is placed before the Board of Directors on the complaints handled. Based on the recurrence of complaints in
specific areas, causative factors are identified and necessary remedial measures are initiated.
Your Bank maintains a dedicated page for lodging of complaints and complaint redressal mechanism on its website
“www.indusind.com”, where information on the escalation process and the details of the Nodal Officer to receive complaints
has been furnished. These details are also displayed at your Bank’s branches. Details of the Banking Ombudsman Scheme
2006 are also displayed at branches and hosted on the website.
Your Bank has also created a link on its website for a “Complaint Form”, which gives opportunity to all customers to convey
their grievances conveniently.
Inspection and Audit
Your Bank is expanding its footprint and growing its business volumes at an accelerating pace. In the face of this expansion
as well as in step with the changes in the regulatory environment, your Bank’s Internal Audit function is geared to ensure that
business units adhere to compliance requirements & internal guidelines on an ongoing basis.
Your Bank continually monitors its level of operational efficiency vis-à-vis internal control guidelines, through comprehensive
processes established for its Auditors to ensure that all facets of the Bank’s business operations are subjected to thorough
scrutiny.
In consonance with regulatory guidelines, your Bank has adopted a ‘Risk-Based’ Internal Audit approach, which entails the
allocation of supervisory resources and management attention calibrated in accordance with the auditee’s risk profile.
Accordingly, your Bank undertakes inspection of its business units at a frequency synchronized to the risk profile of each unit
in line with the spirit of Risk-Based Internal Audit.
To complement the Bank’s Internal Audit function, business emanating from a number of its large branches, Depository
Operations, Integrated Treasury & the Consumer Finance Division are subjected to concurrent audit, thus continuously
evaluating the health of more than 70% of the Bank’s business.
Additionally, Depository Operations at several other branches are subjected to concurrent audit to ensure a wider coverage of
its depository business by external scrutiny.
In order to effectively address business concerns and to react with speed, the Internal Audit function is decentralized, and has
been functioning as an integrated unit during the year. Auditors at different locations are equipped to evaluate all aspects of
the Bank’s business.
Your Bank’s on-line surveillance capability using its fully networked Core Banking Software, well-defined & strong internal
controls, need-based access to computer systems and clear audit trails have helped to mitigate operational risks.
To facilitate ownership of the quality control mindset, all exception reports are now available on the system, for viewing and
use by business units. There is a constant push to automate audit activities in order to enhance transparency and standardization,
as well as to speed up the availability of MIS to Top Management.
In line with Corporate Governance ‘best practices’, the Internal Audit function reports directly to the Audit Committee of the
Board, which regularly reviews the effectiveness of controls and compliance with regulatory guidelines, besides rendering
effective guidance to ensure conformity with best practices in the area of Internal Audit.
Human Resources / Industrial Relations
Human Capital is a key resource to any business entity. The Human Resource function’s focus is to ensure employee
satisfaction and retention by creating a performance-enabling work culture within the organization. The function focuses on
Manpower Planning, Recruitment & Selection, Learning & Development, Performance Management, Compensation
Management, Career Planning and Employee Relations.
In FY 2007-08, your Bank’s employee strength increased from 2613 to 2869. A rigorous selection process helped in ensuring
the right fit and alignment of relevant personal competencies to the job requirements.
Increased emphasis has been placed on imparting contemporary skills to employees through Learning and Development
activities. During the year, 340 training programs were conducted for more than 4500 participants drawn from over 120
branches countrywide. Training delivery in areas of employee induction, product training, process training, soft skills training
and specialized domain training programs exceeded 45,000 man-hours. The training delivery was managed in-house as well
as through domain experts, in a highly cost-effective manner. High performers were nominated to external training institutes
20

such as NIBM, IIBF, ASCI, BTC, etc., to further hone their skills and competencies and bring cutting-edge knowledge to your
Bank. Emphasis was laid on creating avenues for employee engagement by organizing get-togethers and participation in
various sports tournaments within and outside your Bank.
Employee Stock Option Scheme
Pursuant to the approval granted by you, the Compensation Committee of the Board of Directors of your Bank has granted
upto March 31, 2008, an aggregate of 1,00,00,000 options to five senior employees (including 20,00,000 options to
Mr. Romesh Sobti, Managing Director & CEO) entitling the holders to equivalent number of shares as per the provisions of the
Scheme.
Information Technology
Information Technology plays a major role in realization of the goals of excellent customer service along with increasing
profitability. Your Bank has always been at the forefront in deploying the latest, state-of-the art technology, a fact which has
been endorsed by a prestigious industry association like the IBA and by IT organizations like Misys International, IBM etc.
With earlier initiatives like the robust infrastructure with fall-back communications links running smoothly, the following new
initiatives were taken during 2007-08.
Your Bank adopted a server and storage consolidation strategy, with the latest hardware & multi-operating system deployment
to reap benefits of virtualization and on-demand technologies. This enables your Bank to improve the cost-benefit ratio in
technology implementation.
Your Bank’s core banking software was afforded a major upgrade to support new functionality, enhanced security and efficient
processing to satisfy new business requirements and to facilitate launch of new products. Internet Banking, a major customer
delivery channel, has also been upgraded with DataBase on Oracle to support new functionality and cater to a larger
customer base. Centralization and automation of TDS System, and automation of ECS processing etc. were undertaken to
improve processes and minimize manual intervention.
For enhancing customer delight, your Bank has deployed an internet payment gateway, a contact centre and introduced a 3-
in-1 account. The payment gateway enables your Bank’s customers to transact their banking business on-line with various
merchants such as IRCTC (for rail bookings), Sharekhan (for on-line trading), Bill Desk (for on-line payment of utility bills), to
name a few. The contact centre provides your Bank’s customers an automated interactive voice response system, besides
interaction with the agents, through which customers can perform transactions such as funds transfer, instruct “Stop Payment”
of their cheques, request for issue of cheque-book, make balance enquiry, request for Statement of Account, etc. The 3-in-1
account, i.e., movement account and DP account from your Bank and share trading account from Religare, has enabled your
Bank’s customers to undertake on-line equity trading with ease.
With the objective of improving customer service, more processes have been centralized. For process improvement and to
have a better operations control, several new systems have been implemented, viz. TDR Printing System, Account Opening
Data Entry System, Standing Order Processing System, Cheque Book Request / Issue System, Cheque Truncation System,
Inward Clearing Maker / Checker System etc.
With a view to augmenting fee-based income, your Bank has tied up with several insurance companies, mutual funds, etc. To
support and grow this line of business, your Bank has developed in-house systems such as AcciProtect for third party non-life
insurance and mutual fund business.
Your Bank has also developed an effective CRM system and data warehouse for better regulatory compliance as well as to
monitor Bank’s performance in various business spheres on different parameters such as efficiency, expenses, customer
profitability etc.
Corporate Communications
During the year 2007-08, your Bank carried out product-specific campaigns to disseminate information about the new
products and services. Apart from pan-India print campaign through vernacular and local dailies, this year, there was also
major focus on sponsorships with service organizations / NGOs and corporate bodies to gain effective visibility. One-off
advertisements were also released to mark special occasions and events. During the year, there was also focus on the
international market, and events were organized in the Middle East.
Some of the major events which your Bank associated with were Pravasi Bharatiya Divas, Khaleej Times - NRI Show (Dubai),
Branch specific events, and global events with Indian Merchants Chamber.
21

CORPORATE GOVERNANCE
Certificate on Compliance with the Conditions of Corporate Governance under Clause 49 of the Listing Agreement(s)
To the members of IndusInd Bank Limited:
We have examined the compliance of conditions of Corporate Governance by INDUSIND BANK LIMITED (“the Bank”) for the
year ended on 31st March 2008 as stipulated in Clause 49 of the Listing Agreement of the said Bank with the Stock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited
to procedures and implementation thereof adopted by the Bank for ensuring compliance with the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financials statements of the Bank.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Bank has
complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Bank nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Bank.
For Bhandari & Associates
Company Secretaries
S. N. Bhandari
Proprietor
C. P. 366
Mumbai, June 23, 2008
Certification by the Chief Financial Officer and the Managing Director
In terms of the revised Clause 49 of the Listing Agreement, the Certification by the Managing Director (CEO) and the Chief
Financial Officer of the Bank, on the financial statements and the internal controls relating to financial reporting has been
obtained and submitted to the Board.
The Bank’s Philosophy on the Code of Corporate Governance
• Your Bank believes that consistent implementation of good Corporate Governance practices contributes towards developing
and sustaining the best operating systems and procedures.
• The systems which have evolved allow sufficient freedom to the Board and the Management to make decisions and take
actions towards the growth of the Bank, and simultaneously remain within the framework of effective accountability. To
maintain high standards of good Corporate Governance, your Directors have formed various Committees of the Board.
The Committees meet regularly to achieve their specific objectives.
• Your Bank is committed to operate on commercial principles ensuring, at the same time, the need to remain accountable,
transparent and responsive to its stakeholders.
• Your Bank acknowledges the need to uphold the integrity of every transaction it enters into and believes that honesty and
integrity in its internal conduct would be judged by its external behaviour. In this context, your Directors have adopted a
‘Code of Conduct for Directors and Senior Management’. This Code attempts to set forth the guiding principles on which
the Bank shall operate and conduct its daily business with its multitudinous stakeholders, government and regulatory
agencies, media, and anyone else with whom it is connected.
Code of Conduct for Directors and Senior Management
The Board of Directors has laid down a code of conduct for all Board Members and Senior Management1 of the Bank. The
said code of conduct has been uploaded on the website of the Bank (www.indusind.com) under the ‘Shareholder-related
Matters’ section. The same is available for reference in the following URL: http://www.indusind.com/downloads/
CodeOfConduct06.pdf
Declaration by the Managing Director: All members of the Board and Senior Management have affirmed to the Board, of
having complied with the ‘Code of Conduct’ during the year ended March 31, 2008 and no violation of the ‘Code of Conduct’
has been reported during the year.
1 For this purpose, the term ‘Senior Management’ means personnel of the Bank who are members of its core management team, excluding Board of Directors.
This comprises members of management who are of the level of functional heads.
QUALITY POLICY
“IndusInd Bank is committed to meet and strive to exceed customer requirements through timely, error-free
and courteous service. We shall continually improve the effectiveness of our work process through
training, customer feedback and review of systems.”
THE MISSION
“To position IndusInd Bank Limited as a Top 3 performer in the new private bank space in 3 years measured
by the 3 parameters of Profitability, Productivity and Efficiency.”
22

Board of Directors
i. Composition
The Board comprises Directors who have specialised knowledge and professional experience in diverse fields. Information
in respect of each Director is given below:
Name of Director Nature of Directorship Special Knowledge / Occupation
Practical Experience
Mr. R. Seshasayee Part-time Finance and General Managing Director of
Non-executive Chairman Management Ashok Leyland Ltd.
Mr. R. Sundararaman Independent Banking Retired as Dy. Managing
Non-executive Director of State Bank of India
Mr. T. Anantha Narayanan Independent Agriculture & Rural Retired Executive Director
Non-executive Economy (Practical (Finance) of Ashok
Experience), Finance Leyland Ltd.
(Special Knowledge)
Dr. T.T. Ram Mohan Independent Banking & Finance Professor - Finance &
Non-executive Accounting, IIM Ahmedabad
Mrs. Pallavi Shroff Independent Law Practising Advocate
Non-executive
Mr. Premchand Godha Independent Finance & SSI Industrialist
Non-executive (Practical Experience)
Mr. Ajay Hinduja Non-executive Banking & Finance Industrialist. Director,
IndusInd International
Holdings Ltd., Mauritius,
a promoter company.
Mr. S. C. Tripathi Independent Rural Economy & I.A.S. (Retd.),
Non-executive Cooperation Advocate
Mr. Ashok Kini Independent Banking Retired as Managing
Non-executive Director of State Bank of India
Mr. Romesh Sobti Whole-time Director Banking Managing Director & CEO
ii. Meetings
During the year ended March 31, 2008, 8 meetings of the Board were held on, May 25, 2007, July 25, 2007, September
17, 2007, October 27, 2007, November 27, 2007, December 7, 2007, January 30, 2008 and March 28, 2008. Details of
attendance at the Board Meetings and the previous Annual General Meeting, other Directorships, Membership and
Chairmanship of Committees pertaining to each Director are as follows:
Name of the Director No. of Board No. of other Public No. of Committees Whether attended
Meetings attended Limited Companies of the Bank in last AGM
in which Director7 which member
Mr. R. Seshasayee 7 8 4 Yes
Mr. R. Sundararaman 8 Nil 7 Yes
Mr. T. Anantha Narayanan 7 5 9 Yes
Dr. T. T. Ram Mohan 8 3 5 No
Mrs. Pallavi S. Shroff 2 5 3 No
Mr. Premchand Godha 4 3 1 Yes
Mr. Ajay Hinduja 5 1 1 Yes
Mr. S. C. Tripathi 7 8 3 No
Mr. Ashok Kini1 1 3 1 No
Mr. Romesh Sobti2 1 Nil 9 No
Mrs. Kanchan Chitale3 2 Nil 5 No
Dr. Ram Buxani4 6 Nil 3 Yes
Mr. Bhaskar Ghose5 7 1 10 Yes
Mr. S. Nagarajan6 6 1 7 Yes
1 Inducted on the Board as Additional Director w.e.f. January 30, 2008.
2 Assumed charge in the Bank w.e.f. February 1, 2008. Approval of RBI received on January 14, 2008 for Mr. Sobti’s appointment as
Managing Director & CEO.
3 Resigned from the Board w.e.f. August 14, 2007
4 Retired from the Board w.e.f. January 14, 2008
5 Resigned from the Board w.e.f. January 31, 2008
6 Resigned from the Board w.e.f. December 22, 2007
7 Excludes Foreign Companies, Private Limited Companies, Trusts, etc.
23

iii. Remuneration
Non-executive Directors’ compensation: The members of the Bank, at the 11th Annual General Meeting held on
September 3, 2005, passed a resolution authorising the Board of Directors of the Bank to fix the sitting fee payable to
Non-executive Directors in accordance with Rule 10B of the Companies (Central Government’s) General Rules & Forms,
1956 as amended from time to time read with section 310 of the Companies Act, 1956, or any other rule, regulation,
notification issued by any competent authority from time to time as may be applicable.
Subsequently, SEBI, vide circular No SEBI/CFD/DIL/CG/1/2006/13 dated January 13, 2006 has clarified that the requirement
of obtaining prior approval of shareholders at a general meeting shall not apply to the payment of sitting fees to Non-
executive Directors, if made within the limits prescribed under the Companies Act, 1956.
The Bank has not granted stock options to any of the Non-executive Directors. The details of sitting fees paid to the Non-
executive Directors for attending the Board and Committee meetings held during the year 2007-08 are as under:
Name of Director Salary *(including Sitting Fee (Rs.) Total (Rs.)
perquisites &
allowances)
Mr. R. Seshasayee - 2,70,000 2,70,000
Dr. Ram Buxani - 1,90,000 1,90,000
Mr. R. Sundararaman - 5,10,000 5,10,000
Mrs. Kanchan Chitale - 1,50,000 1,50,000
Mr. T. Anantha Narayanan - 5,10,000 5,10,000
Dr. T. T. Ram Mohan - 3,90,000 3,90,000
Mrs. Pallavi S. Shroff - 1,10,000 1,10,000
Mr. Premchand Godha - 1,00,000 1,00,000
Mr. Ajay P. Hinduja - 1,10,000 1,10,000
Mr. S. C. Tripathi - 2,30,000 2,30,000
Mr. Ashok Kini - 40,000 40,000
The criteria for making payment of remuneration to the Non-executive Directors are as follows:
a. An amount of Rs.20,000/- per meeting is being paid towards sitting fee for attending meetings of the Board,
Committee of Directors and the Audit Committee, to the Non-executive Directors in accordance with Rule 10B of the
Companies (Central Government’s) General Rules & Forms, 1956.
b. With effect from May 2, 2006, the Board has decided that an amount of Rs.10,000/- per meeting be paid as Sitting
Fee to the Non-executive Directors for attending meetings of Committees other than those mentioned in (a) above.
Whole-time Directors’ compensation: The appointment of Whole-time Directors is made with the approval of the
Reserve Bank of India.
Mr. Bhaskar Ghose, former Managing Director: The remuneration paid upto January 31, 2008, excluding contribution
to provident fund and gratuity, comprised the following: Salary of Rs.25.00 lakhs p.a., Other Allowances of Rs.18.99 lakh
p.a. (which does not include perquisite value of Rs.14.40 lakh for the facility of company leased and furnished
accommodation), and official car with driver. No stock options had been offered as part of the remuneration package or
otherwise.
Mr. S. Nagarajan, former Joint Managing Director: The remuneration paid upto December 21, 2008, excluding
contribution to provident fund, gratuity and pension, comprised the following: Salary of Rs.24.00 lakh p.a., Other Allowances
of Rs.24.00 lakh p.a., free accommodation, and official car with driver. No stock options had been offered as part of the
remuneration package or otherwise.
Mr. Romesh Sobti, Managing Director:
The details of the terms of appointment as approved by the Reserve Bank of India in respect of Mr. Romesh Sobti,
Managing Director & CEO of the Bank w.e.f. February 1, 2008, comprise the following: Salary of Rs. 100.80 lakhs p.a.,
Other Allowances of Rs. 122.95 lakhs p.a., facility of company-leased and furnished accommodation, Provident Fund at
12% of Salary, Gratuity at one month’s Salary, Pension at two months’ Salary, Medical Expenses of upto Rs. 1 lakh p.a.,
Mediclaim for self and family members, Personal Accident Insurance, Performance-based Bonus, membership of two clubs
and two official cars with drivers. The appointment is for a period of 3 years commencing from February 1, 2008. Stock
Options amounting to 20,00,000 shares at Rs. 50/- per share have been offered as part of the remuneration package.
iv. Shareholding
The Equity shares held by Directors as on March 31, 2008 are (i) Mr. T. Anantha Narayanan – 580 (0.0002%); (ii) Mr.
Premchand Godha – 100 (0.0000%) and (iii) Mr. Ajay Hinduja – 83,900 (0.0262%). No Director of the Bank holds shares
in your Bank for other person/s on a beneficial basis. No Director holds any other security issued by the Bank.
24

Details of Directors to be appointed / reappointed at the AGM

Mr. Ashok Kini was appointed Additional Director (Non-executive) of your Bank by the Board of Directors at its meeting held
on January 30, 2008.
Mr. Romesh Sobti was appointed Additional Director (Whole-time Director) of your Bank on December 7, 2007 and, on receipt
of the requisite approval from Reserve Bank of India, has taken charge as Managing Director & CEO on February 1, 2008. Mr.
Sobti will hold office as Additional Director upto the date of the ensuing Annual General Meeting.
Your Directors welcome Mr. Ashok Kini and Mr. Romesh Sobti on the Board and look forward to valuable contributions from
them. Your Bank has received valid notices from members for their appointment as Directors under Section 257 of the
Companies Act, 1956.
Mr. R. Sundararaman, Dr. T. T. Ram Mohan and Mrs. Pallavi Shroff, Directors, retire by rotation at the forthcoming Annual
General Meeting, in accordance with Article 112 of the Articles of Association of your Bank and the applicable provisions of
the Companies Act, 1956.
Mr. R. Sundararaman, Dr. T. T. Ram Mohan and Mrs. Pallavi Shroff, being eligible, have offered themselves for re-appointment
as Directors of the Bank.
A brief profile of the Directors seeking re-appointment / appointment is given below:
Director Qualification and Expertise in specific Date of Name of Number of Shareholding
Experience functional areas Appointment companies in Committees (No. of shares)
which Director (of other
companies in
which member)
Mr. R. Sundararaman M. Com, CAIIB Banking, including 30.10.2002 Nil Nil Nil
appraisal of credit
requirements of SSI.
Dr. T. T. Ram Mohan B-Tech (IIT, Mumbai) Banking & Finance 16.01.2006 • Brics Securities Ltd. 5 Nil
PGDM (IIM, Calcutta) • Gujarat Narmada Valley Fertilizers Company Ltd.
Ph. D (Stern • Rail Vikas Nigam Ltd.
School, NY) • International Asset Reconstruction Company Pvt. Ltd.
• SBI Pension Fund
Mrs. Pallavi Shroff B.A. (Economics Law 13.06.2006 • Abhishek Industries Ltd. 5 Nil
Hons.), M.M.S., • Juniper Hotels Ltd.
LLB • Kotak Mahindra Old Mutual Life Insurance Ltd.
• B.A.G. Films Ltd.
• Maruti Udyog Ltd.
Mr. Ashok Kini B. Sc., M.A., CAIIB Banking 30.01.2008 • UTI Asset Management Company 3 Nil
(Shareholders’ Nominee Director on Trustee Board)
• Gulf Oil Corporation Ltd.
• Financial Information Network & Operations Ltd.
Mr. Romesh Sobti, B.E. (Hons) - Banking 01.02.2008 Nil Nil Nil
Managing Director Electrical & Diploma
in Corporate Laws &
Secretarial Practice
Committees of Board
The Board has constituted several Committees of Directors to take decisions and monitor the activities falling within their
terms of reference. The Board’s Committees are as follows:
Committee of Directors
Terms of Reference The Committee of Directors exercises powers delegated to it by the Board, for managing the affairs of
your Bank; for efficient control over operational areas; and for ensuring speedy disposal of matters
requiring immediate approval.
Composition The Committee comprises six members viz., Mr. R. Seshasayee (Chairman) (inducted w.e.f. 25.07.2007),
Mr. R. Sundararaman, Mrs. Kanchan Chitale (resigned w.e.f. 14.08.2007), Mr. T. Anantha Narayanan,
Mrs. Pallavi Shroff, Dr. T. T. Ram Mohan, Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008), Mr. S.
Nagarajan (resigned w.e.f. 22.12.2007) and Mr. Romesh Sobti (inducted w.e.f. 01.02.2008).
Meetings The Committee met nine times during the financial year 2007-08, viz., on May 10, 2007 (Mr. T.
Anantha Narayanan and Mr. S. Nagarajan were unable to attend), June 14, 2007 (Mr. R. Sundararaman
and Mrs. Pallavi Shroff were unable to attend); August 8, 2007 (Mr. R. Seshasayee and Mrs. Pallavi
Shroff were unable to attend), September 11, 2007 (Mr. R. Seshasayee and Mrs. Pallavi Shroff were
unable to attend), October 16, 2007 (Mrs. Pallavi Shroff was unable to attend), November 23, 2007
(Mr. R. Seshasayee, Mr. T. Anantha Narayanan and Mrs. Pallavi Shroff were unable to attend),
January 7, 2008 (Mrs. Pallavi Shroff was unable to attend), February 26, 2008 (Mr. R. Sundararaman
was unable to attend) and March 18, 2008 (Mr. R. Seshasayee and Mrs. Pallavi Shroff were unable to
attend). Except as indicated within the brackets, all the members had attended these meetings.
25

Audit Committee of the Board
Terms of reference The role of the Audit Committee includes, inter alia, (1) Oversight of the Bank’s financial reporting
process and the disclosure of its financial information to ensure that the financial statement is correct,
sufficient and credible, (2) Recommending to the Board, the appointment / re-appointment of auditors
and fixation of audit fees, (3) Reviewing with the management, the quarterly and annual financial
statements before submission to the Board for approval, with particular reference to:-
(i) Changes, if any, in accounting policies and practices and reasons for the same; (ii) Major accounting
entries involving estimates based on the exercise of judgment by the management; (iii) Significant
adjustments made in the financial statements arising out of audit findings; (iv) Disclosure of related
party transactions, if any; (v) Qualifications in the draft Audit Report; and (vi) Management discussion
and analysis of financial condition and results of operations.
The specialised functions of the Audit Committee include (1) Reviewing with the management, the
performance of statutory and internal auditors, adequacy of the internal control systems, (2) Reviewing
the findings of any internal investigations by the internal auditors into matters where there is suspected
fraud or irregularity or a failure of internal control systems of a material nature.
Composition The Committee comprises four members viz., Mr. T. Anantha Narayanan (Chairman), Mrs. Kanchan
Chitale (resigned w.e.f. 14.08.2007), Mr. R. Sundararaman, Mr. S. Nagarajan (ceased to be a member
w.e.f. 25.05.2007), Dr. Ram Buxani (inducted w.e.f. 25.05.2007 and retired w.e.f. January 14, 2008),
Mr. S. C. Tripathi (inducted w.e.f. 17.09.2007) and Mr. Ashok Kini (inducted w.e.f. 30.01.2008).
Meetings The Committee met six times during the financial year 2007-08, viz., on May 24, 2007 (Mr. T. Anantha
Narayanan was unable to attend), July 10, 2007, October 27, 2007, November 28, 2007, January 29,
2008 (Mr. S. C. Tripathi was unable to attend) and March 17, 2008. Except as indicated within the
brackets, all the members had attended these meetings.
Nomination Committee
Terms of reference The Committee conducts due diligence as to the credentials of any Director before his / her appointment,
and makes appropriate recommendations to the Board, in consonance with the Ganguly Committee
recommendations and the requirements of RBI. The Committee also discharges the functions of the
Remuneration Committee envisaged in Clause 49 of the Listing Agreement.
Composition The Committee comprises five members viz., Mr. R. Seshasayee, (Chairman) (inducted w.e.f.
25.07.2007), Mr. R. Sundararaman, Mr. T. Anantha Narayanan (inducted w.e.f. 27.11.2007), Mr. Ajay
Hinduja (inducted w.e.f. 27.11.2007), Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008) and Mr.
Romesh Sobti (inducted w.e.f. 01.02.2008).
Meetings The Committee met thrice during the financial year 2007-08 on August 8, 2007, December 7, 2007
(Mr. Ajay Hinduja and Mr. Bhaskar Ghose were unable to attend), and January 30, 2008. Except as
indicated within the brackets, all the members had attended these meetings.
Stakeholders Relations Committee
Terms of Reference The objective of the Stakeholders Relations Committee is the redressal of stakeholders’ complaints.
The Company Secretary discharges the responsibilities of Compliance Officer.
Composition The Committee comprises two members viz., Mr. T. Anantha Narayanan, Dr. Ram Buxani (retired
w.e.f. 14.01.2008), Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008) and Mr. Romesh Sobti
(inducted w.e.f. 01.02.2008). Meetings of the Committee are chaired by a Non-executive Director.
Meetings The Committee met twice during the financial year, viz., on May 25, 2007 (Mr. T. Anantha Narayanan
was unable to attend) and January 30, 2008. Except as indicated within the brackets, all the members
had attended these meetings.
Special Committee for monitoring large value frauds
Terms of Reference In accordance with the directives of Reserve Bank of India, a Special Committee has been set up for
monitoring and follow-up of cases of frauds involving amounts of Rs.1 crore and above.
Composition The Committee comprises five members viz., Mr. R. Sundararaman, Mrs. Kanchan Chitale (resigned w.e.f.
14.08.2007), Dr. T. T. Ram Mohan, Mrs. Pallavi Shroff, Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008),
Mr. T. Anantha Narayanan (inducted w.e.f. 17.09.2007) and Mr. Romesh Sobti (inducted w.e.f. 01.02.2008).
A Non-executive Director is elected the Chairman by the members present at the meeting.
Meetings The Committee met once during the financial year, viz., on February 26, 2008 (Mr. R. Sundararaman was
unable to attend). Except as indicated within the brackets, all the members had attended the meeting.
Customer Service Committee
Terms of reference The Committee’s function is to monitor the customer service extended by your Bank and to attend to
the needs of customers.
Composition The Committee comprises three members viz., Mrs. Kanchan Chitale (resigned w.e.f. 14.08.2007), Dr. T.
T. Ram Mohan, Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008), Mr. S. Nagarajan (resigned w.e.f.
22.12.2007), Mr. Premchand Godha (inducted w.e.f. 27.10.2007) and Mr. Romesh Sobti (inducted w.e.f.
01.02.2008). A Non-executive Director is elected Chairman by the members present at the meeting.
26

Meetings The Committee met twice during the financial year, viz., on November 26, 2007 (Mr. S. Nagarajan was
unable to attend) and February 26, 2008. Except as indicated within the brackets, all the members
had attended the meetings.
Risk Management Committee
Terms of reference The Committee’s role is to examine risk policies and procedures developed by your Bank and to
monitor adherence to various risk parameters and prudential limits by the various operating departments.
Composition The Committee comprises four members viz., Mr. R. Sundararaman, Mr. T. Anantha Narayanan, Dr. T.
T. Ram Mohan, Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008), Mr. S. Nagarajan (resigned
w.e.f. 22.12.2007) and Mr. Romesh Sobti (inducted w.e.f. 01.02.2008). A Non-executive Director is
elected Chairman by the members present at the meeting.
Meetings The Committee met thrice during the financial year, viz., on August 14, 2007 (Dr. T. T. Ram Mohan
was unable to attend), November 26, 2007 (Mr. S. Nagarajan was unable to attend) and March 28,
2008 (Dr. T. T. Ram Mohan was unable to attend). Except as indicated within the brackets, all the
members had attended these meetings.
Finance Committee
Terms of reference The Committee’s role is to decide on the appropriate mode of issue of capital; to finalise, settle,
approve or agree to terms and conditions including the pricing for the capital-raising programme;
finalise, settle, approve, and authorise the executing of any document, deed, writing, undertaking,
guarantee or other papers (including any modification thereof) in connection with the capital-raising
programme and authorise the affixing of the Common Seal of the Company, if necessary thereto in
accordance with the provisions of Articles of Association of the Company; to appoint and to fix terms
and conditions of merchant bankers, investment bankers, lead or other managers, advisors, solicitors,
agents or such other persons or intermediaries as may be deemed necessary for the capital-raising
programme; to do all such things and deal with all such matters and take all such steps as may be
necessary to give effect to the resolution for raising of capital and to settle / resolve any question or
difficulties that may arise with regard to the capital-raising programme.
Composition The Committee comprises four members viz., Mr. R. Seshasayee (Chairman), Mr. T. Anantha Narayanan,
Mr. S. C. Tripathi and Mr. Romesh Sobti (inducted w.e.f. 01.02.2008).
Meetings The Committee met twice during the financial year, viz., on February 26, 2008 and March 28, 2008. All
the members had attended these meetings.
Compensation Committee
The Committee was constituted on July 25, 2007.
Terms of reference The Committee’s role is to make recommendations on the issues of augmentation of capital and the
issuance of the Bank’s shares to its employees under an ESOP Scheme.
Composition The Committee comprises four members viz., Mr. R. Seshasayee (Chairman), Mrs. Kanchan Chitale
(resigned w.e.f. August 14, 2007), Mr. R. Sundararaman, Mr. T. Anantha Narayanan, and Mrs. Pallavi
Shroff.
Meetings The Committee met four times during the financial year, viz., on August 8, 2007 (Mrs. Pallavi Shroff
was unable to attend), December 7, 2007 (Mrs. Pallavi Shroff was unable to attend), February 3, 2008
(Mrs. Pallavi Shroff was unable to attend) and March 18, 2008 (Mr. R. Seshasayee, Chairman and
Mrs. Pallavi Shroff were unable to attend). Except as indicated within the brackets, all the members
had attended these meetings.
Vigilance Committee
The Committee was constituted on May 25, 2007.
Terms of reference The Committee conducts overview of cases of lapses of vigilance nature on the part of employees of
the Bank.
Composition The Committee comprises three members viz., Dr. T. T. Ram Mohan, Mr. S. C. Tripathi and Mr.
Romesh Sobti.
Meetings The Committee met once during the financial year, viz., on March 28, 2008. All members had attended
this meeting.
Information Technology Committee
Terms of reference The Committee conducts Board-level overview of aligning Information Technology with the business
strategy of the Bank aimed at offering better service to customers, improved risk management and
superior performance.
Composition The Committee comprises three members viz., Mr. T. Anantha Narayanan, Mr. R. Sundararaman, Mr.
S. Nagarajan (resigned w.e.f. 22.12.2007), Mr. Bhaskar Ghose (vacated office w.e.f. 31.01.2008) and
Mr. Romesh Sobti (inducted w.e.f. 01.02.2008).
Meetings The Committee met once during the financial year, viz., on September 12, 2007. All members had
attended this meeting.
27

Details of the three previous Annual General Meetings
AGM Day and Date Time Venue Whether Special
Resolution Passed
11th Saturday, September 3, 2005 2.30 p.m. Hotel Taj Blue Diamond
11, Koregaon Road, Pune - 411 001 Yes
12th Thursday, September 28, 2006 10.30 a.m. Hotel Sun-n-Sand
262 Bund Garden Road, Pune - 411 001 Yes
13th Tuesday, September 18, 2007 12.00 noon Hotel Taj Blue Diamond
11, Koregaon Road, Pune - 411 001 Yes
Special Resolution
The details of Special Resolutions passed at the General Body Meetings of shareholders in the last three years is given below:
General Body Meeting Date Resolution
Eleventh Annual General Meeting September 3, 2005 • Rectification of errors of punctuation, spelling, formatting
and grammar in the Articles of Association.
• Opening of currency chest(s).
• Alteration to Articles of Association to amend
nomenclature of the chapter relating to capital - ‘CAPITAL
AND INCREASE AND REDUCTION IN CAPITAL’
changed to ‘CAPITAL’.
• Approval for increase in Authorised Capital.
• Increase in foreign investments under the automatic route
in Bank’s capital to seventy-four per cent of the paid-up
equity capital.
• Authority to issue ADRs / GDRs.
Twelfth Annual General Meeting September 28, 2006 • Authority to create, issue, offer and / or allot equity shares
and /or equity shares through depository receipts/ ADRs
/ GDRs, etc. of aggregate face value of equity shares
not exceeding 25% of the Authorised Share Capital of
the Bank.
Thirteenth Annual General Meeting September 18, 2007 • Alteration to Articles of Association consequent upon
RBI’s directive that private sector banks have a Part-
time Chairman of the Board of Directors and a separate
Chief Executive Officer / Managing Director who would
be responsible for day-to-day management.
• Authority for further issue / placement of securities
including ADRs, GDRs and Qualified Institutions
Placement.
• Authority for Employee Stock Options Scheme (ESOS).
Postal Ballot
No Resolutions were passed through postal ballot during the last financial year.
Material Disclosures
Related Party Transactions: During the year, there were no materially significant related party transactions that could have
had any potential for conflict with the interests of your Bank at large. Details are available in para 12 of Schedule XVIII (Notes
on Accounts) forming part of the Audited Financial Statements for the year.
Penalties, etc.: In the matter of irregularities observed in the opening of a demat account in October 2000, Securities and
Exchange Board of India (SEBI) vide its Order dated August 10, 2006, had suspended the Bank’s registration as Depository
Participant of NSDL for a period of fifteen days. The Bank complied with the Order, and accordingly no new depository
accounts were opened from August 31, 2006 to September 14, 2006.
Disqualification of Directors: As on March 31, 2008, none of the Directors of your Bank was disqualified under Section
274(1)(g) of the Companies Act, 1956.
Mandatory requirements of Clause 49: Your Bank has complied with all the mandatory requirements of Corporate Governance
stipulated under Clause 49 of the Listing Agreement. A certificate to this effect has been issued by M/s Bhandari & Associates,
Company Secretaries, and the same has been incorporated elsewhere in this document.
28

Accounting Standards: In the preparation of financial statements for the year 2007-2008, the treatment prescribed in the
Accounting Standards issued by the Institute of Chartered Accountants of India from time to time, has been followed by your
Bank.
Non-Mandatory requirements of Clause 49 of the Listing Agreement
The status of compliance with the non-mandatory requirements of Clause 49 of the Listing Agreement is given below.
The Chairman’s Office: The Chairman (Non-executive) has been provided with an office at the Corporate Office of the Bank.
Tenure of Independent Directors: While Clause 49 puts forth a non-mandatory requirement that the tenure of a Director
may be restricted to nine years, according to Section 10A (2A) of the Banking Regulation Act, 1949 “no director of a banking
company, other than its chairman or whole-time director, by whatever name called, shall hold office continuously for a period
exceeding eight years.”
Remuneration Committee: In accordance with the requirements stipulated by RBI, pursuant to the Ganguly Committee
Report, your Board of Directors has constituted a Nomination Committee comprising two Non-executive Independent Directors,
two Non-executive Directors and one Whole-time Director. The Committee conducts due diligence as to the credentials of any
Director before his appointment and makes appropriate recommendations to the Board. The Committee discharges the
functions of the Remuneration Committee envisaged in Clause 49 of the Listing Agreement.
Shareholder Rights: All information pertaining to business and developmental activities are intimated to the Stock Exchanges
on a continuous basis. The Stock Exchanges in turn announce the corporate information on their respective websites. The
quarterly financial results are published in the newspapers, apart from being reported on EDIFAR and the websites of the
Stock Exchanges. Therefore, your Bank does not find it expedient to send individual communications to the shareholders
regarding significant events and financial performance every half-year.
Audit qualifications: Your Bank endeavours to move towards a regime of unqualified financial statements.
Training of Board Members: Your Directors are being provided with opportunities to attend seminars and workshops in order
to equip them with relevant inputs for effective discharge of their responsibilities as Directors.
Mechanism for evaluating Non-executive Board Members: Your Bank does not have a mechanism for evaluating the
performance of Non-executive Directors.
Whistleblower Policy: In line with RBI regulations towards strengthening financial stability and enhancing public confidence
in the robustness of the financial sector, your Bank has instituted the “Protected Disclosures Scheme”.
Means of Communication
Besides communicating to the Stock Exchanges on which your Bank’s shares are listed, your Bank’s financial results are also
published on a quarterly basis in leading newspapers (Financial Express and Loksatta) and displayed on your Bank’s website
(www.indusind.com).
In accordance with the requirements of publishing financial and other data in the Electronic Data Information Filing and
Retrieval (EDIFAR) database, your Bank uploads the required information on the specified website (www.sebiedifar.nic.in)
maintained for Securities and Exchange Board of India.
All information relevant to investors is published on your Bank’s website, and is updated on a regular basis.
Press Releases on the performance of your Bank on various fronts are issued at appropriate times.
Presentations made to financial analysts are displayed on your Bank’s website (www.indusind.com) from time to time.
Subsidiary Company – ALF Insurance Services Private Limited
Your Bank does not have a “material non-listed Indian subsidiary” as defined in Clause 49 of the Listing Agreement. However,
ALF Insurance Services Private Limited is a wholly-owned subsidiary of your Bank. The company had been incorporated with
the objective of pursuing Insurance Corporate Broking. It has applied to Insurance Regulatory and Development Authority for
a licence for Insurance Corporate Broking, which is awaited.
The Audit Committee of your Bank has reviewed the financial statements and investments of the subsidiary, ALF Insurance
Services Private Limited. The minutes of the Board meetings of this subsidiary company have been placed before the Board
of your Bank.
Corporate Social Responsibility (CSR)
CSR policy has always been an intrinsic part of your Bank’s business strategy. Your Bank participated, organised and
supported various community activities revolving around Public Health and Education. During this year, your Bank’s efforts in
CSR arena were recognized in the following ways:
• Received recognition by BSE and NASSCOM Foundation for the Best Corporate Social Responsibility Practice Category
under Social and Corporate Governance Awards.
• Your Bank featured in The Standard & Poor ESG India Index which provided investors with exposure to liquid and
tradable index of 50 of the best performing stocks in the Indian market as measured by environmental, social, and
governance (ESG) parameters.
29

General Information for Shareholders
Registration No. : 11-76333
Financial Year : 2007-2008
Board meeting for adoption of audited financial accounts : June 24, 2008
Posting of Annual Report 2007-08 : August 26, 2008
Day, Date and Time of 14th Annual General Meeting : Monday, September 22, 2008 at 2.00 p.m.
Venue : Hotel Sun-n-Sand, Pune
Financial Calendar : April 1 to March 31
Book Closure : Monday, September 8, 2008 to Monday, September 22, 2008
Dividend Payment date : September 25, 2008
Bank’s Website : www.indusind.com
Board meeting for consideration of unaudited results for
first quarter of FY 2008- 2009 : July 25, 2008
Distribution of shareholding of IndusInd Bank as on March 31, 2008

Range - Shares No. of Folios % No. of shares %
Upto 1,000 108299 92.64 25206329 7.88
1,001 - 5,000 7201 6.16 15020499 4.70
5,001 - 10,000 734 0.63 5504742 1.72
10,001 - 50,000 515 0.44 10546905 3.30
50,001 & above 152 0.13 263529461 82.40
TOTAL 116901 100.00 319807936 100.00
Outstanding GDRs / ADRs / Warrants or any Convertible Debentures, conversion date and likely impact on equity
Your Bank has 29,490,300 GDRs (equivalent to 29,490,300 equity shares) outstanding, which constituted 9.22% of IndusInd
Bank’s total equity capital as at March 31, 2008.
Shareholding as on March 31, 2008
i. Distribution
Category No. of shares held % of shareholding
A. Promoters’ holding 90999984 28.45
B. Non-Promoters’ Holding 228807952 71.55
1 Institutional Investors
a Mutual Funds and UTI 4650712 1.45
b Banks, Financial Institutions, Insurance Companies
(Central/State Gov. Institutions/Non-government Institutions) 3273664 1.02
c FIIs 60826228 19.02
Sub Total 68750604 21.49
2 Global Depository Receipts 29490300 9.22
3 Others
a Private Corporate Bodies 57369993 17.94
b Indian Public* 55284750 17.30
c NRIs/OCBs* 17143547 5.36
d Clearing Members 768758 0.24
Sub Total 130567048 40.84
GRAND TOTAL 319807936 100.00
* ‘Indian Public’ includes 680 shares held by Resident Independent Directors, and Category ‘NRIs/OCBs’ includes
83900 shares held by NRI Directors.
30

ii. Major Shareholders (with more than 1 percent shareholding)

S. No. Name of Shareholder No. of shares held % of shareholding
1 IndusInd International Holdings Ltd. 68499984 21.42
2 The Bank Of New York (GDR-Depository). 29490300 9.22
3 Ashok Leyland Ltd. 28581764 8.94
4 IndusInd Limited 15500000 4.85
5 Societe Bancaire Privee Sa 12439868 3.89
6 Amam Limited A/c Invest-India (Mauritius) Limited 9877828 3.09
7 KII Limited 8306663 2.60
8 Arisaig Partners (Asia) Pte Ltd A/c Arisaig India Fund Ltd. 7870211 2.46
9 De Five (Mauritius ) Holdings Ltd. 7000000 2.19
10 Hinduja Ventures Limited 5777391 1.81
11 Sital K Motwani 5652120 1.77
12 Lotus Global Investments Ltd. 4625650 1.45
13 ICICI Lombard General Insurance Company 3600000 1.13
iii. Total foreign shareholding

No. of shares held % of shareholding
Total foreign shareholding 198460059 62.06
Of which GDR/ADR 29490300 9.22
Details of complaints received and resolved from April 1, 2007 to March 31, 2008
Complaints Received Attended to Pending
Non-Receipt of Share Certificate 169 169 0
Non-Receipt of Dividend Warrants 397 397 0
Non-Receipt of Endorsement Stickers 1 1 0
Non-Receipt of Annual Report 9 9 0
Non-Receipt of Demat Credit/ Remat Certificate 25 25 0
Non-Receipt of Rejected DRF 17 17 0
Non-Receipt of Exchanged Certificate 36 36 0
Non-Receipt of Split / Duplicate/ Replacement Certificate 9 9 0
Others 25 25 0
Total 688 688 0
Listing details of the Bank’s Equity Shares

Name of the Stock Exchange Address of the Stock Code No. Annual Listing Fee
Stock Exchange for 2007-2008
Bombay Stock Phiroz Jeejeebhoy Towers, 532187 Rs.2,55,000.00 paid on

Exchange Limited Dalal Street, Mumbai 400001. April 24, 2008
National Stock Exchange Plaza, 5th Floor, INDUSINDBK Normal – Rs.2,53,600.00

Exchange of India Limited Bandra-Kurla Complex, EQ (physical)Depository – paid on
Plot No. C/1, G Block, AE (manual lots) April 15, 2008
Bandra (E), Depository – BE
Mumbai - 400 051. (odd lots)
Luxembourg Stock Exchange Société de la Bourse de 111202 Euro 1875.00 paid on

(Global Depository Receipts) Luxembourg Societe April 18, 2007
Anonyme RC Luxembourg (upto December 2008).
B 6222.
31

Market Price Data of the Bank’s shares
i. National Stock Exchange of India Limited
Date Price of Shares Turnover in
Open (Rs.) High (Rs.) Low (Rs.) Close (Rs.) Rs. Lakhs Nifty Bank Nifty
2-Apr-07 40.00 40.50 38.00 38.30 569.88 3633.60 4959.65
3-May-07 43.75 45.75 43.45 45.45 830.11 4150.85 5693.40
1-Jun-07 46.30 46.90 45.75 45.90 236.54 4297.05 6404.80
2-Jul-07 55.30 55.30 53.45 53.75 681.15 4313.75 6718.00
1-Aug-07 50.20 50.75 47.60 47.90 323.10 4345.85 6637.35
3-Sep-07 54.70 58.00 53.25 56.70 1072.56 4474.75 6774.05
1-Oct-07 74.10 76.15 73.10 74.75 836.54 5068.95 7987.50
1-Nov-07 99.80 103.70 92.50 94.25 5980.53 5866.45 9198.60
3-Dec-07 121.00 123.95 119.15 119.65 2392.33 5865.00 9397.55
1-Jan-08 129.65 131.00 126.55 129.05 1188.70 6144.35 9905.25
1-Feb-08 96.00 99.35 90.65 93.35 1592.47 5317.25 9327.05
3-Mar-08 99.70 100.00 92.45 92.95 616.97 4953.00 8047.45
31-Mar-08 81.50 82.00 78.20 78.65 346.54 4734.50 6655.00
12000 7000
10000 6000
5000
8000
4000
6000
3000
4000
2000
2000 1000
0 0
Apr-07 May-07 Jun-07 Jul-07 Aug-07 Sep-07 Oct-07 Nov-07 Dec-07 Jan-08 Feb-08 Mar-08 Mar-08 Apr-07 May-07 Jun-07 Jul-07 Aug-07 Sep-07 Oct-07 Nov-07 Dec-07 Jan-08 Feb-08 Mar-08 Mar-08
Nifty Bank Nifty Price Turnover Price

(Actual values of indices have been retained in the graph whereas the price has (Actual volumes of trades have been retained in the graph whereas the price has
been factored for the purpose of comparison. The price has been multiplied by 50) been factored for the purpose of comparison. The price has been multiplied by 5)
ii. Bombay Stock Exchange Limited

Date Price of Shares Turnover in
Open (Rs.) High (Rs.) Low (Rs.) Close (Rs.) Rs. Lakhs Sensex Bankex
2-Apr-07 41.75 41.75 38.00 38.30 225.95 12455.37 6152.59
3-May-07 43.80 45.70 43.50 45.20 262.08 14078.21 6934.12
1-Jun-07 46.30 46.90 45.60 45.90 74.30 14570.75 7682.64
2-Jul-07 55.00 55.50 53.50 53.75 428.53 14664.26 7990.48
1-Aug-07 51.00 51.00 47.00 47.85 162.89 14935.77 7828.46
3-Sep-07 53.80 57.60 53.55 56.70 506.49 15422.05 7990.32
1-Oct-07 75.00 76.15 73.70 74.80 368.39 17328.62 9395.78
1-Nov-07 99.00 103.90 92.25 93.95 2532.79 19724.35 10851.69
3-Dec-07 121.00 123.90 119.00 119.45 867.72 19603.41 10865.28
1-Jan-08 129.00 130.60 126.70 129.25 407.45 20300.71 11510.31
1-Feb-08 97.70 99.50 92.00 93.50 392.85 18242.58 10890.27
3-Mar-08 95.60 97.50 92.50 92.95 318.73 16677.88 9434.44
31-Mar-08 81.80 81.80 78.30 78.70 138.91 15644.44 7717.61
25000 3000
2500
20000
2000
15000
1500
10000
1000
5000
500
0 0
Apr-07 May-07 Jun-07 Jul-07 Aug-07 Sep-07 Oct-07 Nov-07 Dec-07 Jan-08 Feb-08 Mar-08 Mar-08 Apr-07 May-07 Jun-07 Jul-07 Aug-07 Sep-07 Oct-07 Nov-07 Dec-07 Jan-08 Feb-08 Mar-08 Mar-08
SENSEX BANKEX Price Turnover Price
(Actual values of indices have been retained in the graph whereas the price has
been factored for the purpose of comparison. The price has been multiplied by 50)
32

Dematerialisation of shares and liquidity
Your Bank’s shares are tradable (in electronic form only) at the Bombay Stock Exchange Limited and the National Stock
Exchange of India Limited. 94.29% of the Bank’s shares are dematerialised and the rest remain in physical form. The volume
of trades and share price information is provided elsewhere in this document.
In view of the numerous advantages offered by the depository system, members holding the shares of the Bank in physical
form are requested to get the same dematerialised and converted to the electronic form.
Share Transfer System
A Share Transfer Committee comprising the Bank’s executives has been formed to deal with matters relating to transfer of
shares, issue of duplicate share certificates in lieu of mutilated share certificates or those which are misplaced / lost, and
other related matters. The approvals granted by the Share Transfer Committee are confirmed at subsequent Board meetings.
With a view to expediting the process of physical share transfers, the Share Transfer Committee meets on the first and third
Friday of every month.
Trading in the Bank’s shares now takes place compulsorily in dematerialised form. However, members holding share certificates
in physical form are entitled to transfer their shareholding by forwarding the share certificates along with valid, duly executed
and stamped transfer deed signed by the member (or on his/her behalf) and the transferee to the Bank or to the Bank’s
Registrar & Share Transfer Agent, Intime Spectrum Registry Ltd.
Registrar & Share Transfer Agent
Intime Spectrum Registry Limited

C-13, Pannalal Silk Mills Compound
L.B.S. Marg, Bhandup (West)
Mumbai – 400078
Contact Person: Mr. Kirtikumar Kanchan
Tel. No.: 022 25963838 / 25946980 Fax: 022 25946969
Email: kirtikumar.kanchan@intimespectrum.com
Redressal of Investors’ Grievances
In order to service the investors in an efficient manner and to attend to their grievances, your Bank has constituted an
‘Investor Services Cell’ at its Corporate Office at Mumbai. Members are welcome to contact:
Mr. Lalit Dalvi

Investor Services Cell
IndusInd Bank Ltd.
Solitaire Corporate Park
167, Guru Hargovindji Marg
Andheri (East), Mumbai - 400093
Tel: 022 66412487 Fax: 022 66412347
Email: investor@indusind.com
Unclaimed Dividends
In accordance with the provisions of Section 205A of the Companies Act, 1956, read with Investor Education and Protection
Fund (Awareness and Protection of Investors), Rules 2001, the dividends that remain unclaimed for a period of seven years
from the date of transfer of the dividend to ‘unpaid dividend account’, shall be transferred to the ‘Investor Education and
Protection Fund’ (IEPF). The table below gives the due dates for such transfers that are required to be effected during the
period September 2008 – October 2009. Members are requested to take note of the due dates for such transfers.
33

Year Type of dividend Date of Payment of Name of Company Due date for
Dividend transfer to IEPF
2000-01 Final 25 August 2001 IndusInd Bank Ltd. 26 September 2008
2000-01 Final 31 August 2001 IndusInd Enterprises & Finance Ltd. 2 October 2008
(18 mths)
2001-02 Interim 27 March 2002 Ashok Leyland Finance Ltd. 25 February 2009
2001-02 Interim 17 March 2002 IndusInd Enterprises & Finance Ltd. 17 April 2009
2001-02 Final 25 July 2002 Ashok Leyland Finance Ltd. 23 August 2009
2001-02 Final 28 September 2002 IndusInd Bank Ltd. 30 October 2009
Pursuant to Section 205C of the Companies Act, 1956, it is clarified that no claims shall lie against IEPF or the Bank in
respect of individual amounts which have remained unclaimed or unpaid for a period of seven years from the dates that they
first became due for payment, and no payment shall be made in respect of any such amounts.
34

AUDITORS’ REPORT
To the Members of IndusInd Bank Limited
1. We have audited the attached Balance Sheet of IndusInd Bank Limited (the Bank) as at March 31, 2008 and also the
Profit and Loss Account and Cash Flow Statement annexed thereto for the year ended on that date in which are
incorporated the returns of 126 branches & 2 representative offices overseas audited by us and 54 branches audited by
branch auditors. These financial statements are the responsibility of the Bank’s management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
3. The Balance Sheet and Profit and Loss Account have been drawn up in accordance with the provisions of Section 29 of
the Third Schedule to the Banking Regulation Act, 1949, read with section 211 of the Companies Act, 1956 (the
‘Companies Act’).
4. We report that:
a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary
for the purpose of our audit and have found them to be satisfactory;
b) In our opinion, the transactions of the Bank, which have come to our notice, have been within its powers;
c) The returns received from the branches of the Bank have been found adequate for the purposes of our audit.
5. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the Accounting
Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956, in so far they apply to the Bank.
6. We further report that:
(i) the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with
the books of account and with the audited returns received from the branches;
(ii) in our opinion, proper books of accounts as required by law have been kept by the Bank so far as appears from our
examination of those books;
(iii) the reports on account of the branches audited by branch auditors have been dealt with in preparing our report in the
manner considered necessary by us;
(iv) on the basis of written representations received from the directors, as on March 31, 2008, and taken on record by the
Board of Directors, we report that none of the directors are disqualified from being appointed as director in terms of
clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.
7. In our opinion and to the best of our information and according to the explanations given to us, the said accounts together
with the notes thereon give the information required by the Banking Regulation Act, 1949 as well as the Companies Act,
1956, in the manner so required for banking companies, and give a true and fair view in conformity with the accounting
principles generally accepted in India.
(i) in case of the Balance Sheet, of the state of affairs of the Bank as at March 31, 2008;
(ii) in case of Profit and Loss Account, of the profit for the year ended on that date; and
(iii) in case of Cash Flow Statement, of the cash flows for the year ended on that date.
For M P Chitale & Co.

Chartered Accountants
Ashutosh Pednekar
Partner
Mumbai, June 24, 2008
35
Ceps-6 --- 35---Ceps3/D/Sales/Mohan/INDUSIND AR 2008/Main Accounts2008.pmd---pravin/9.8/vk29-7\vk31-7\AMD\21-8

BALANCE SHEET AS AT MARCH 31, 2008
Rupees in 000s
SCHEDULE As at 31.3.08 As at 31.3.07
CAPITAL AND LIABILITIES

Capital I 320,00,00 320,00,00
Employee Stock Options Outstanding XVIII (9) 50,68 -
Reserves and Surplus II 1029,20,66 736,78,81
Deposits III 19037,42,27 17644,80,48
Borrowings IV 1095,43,46 592,50,76
Other Liabilities and Provisions V 1779,31,12 1633,04,01
TOTAL 23261,88,19 20927,14,06
ASSETS
Cash and Balances with Reserve Bank of India VI 1526,26,14 1021,16,90
Balances with Banks and Money at Call and Short Notice VII 651,77,18 1574,22,80
Investments VIII 6629,69,61 5891,65,50
Advances IX 12795,30,76 11084,19,97
Fixed Assets X 625,14,84 369,56,99
Other Assets XI 1033,69,66 986,31,90
TOTAL 23261,88,19 20927,14,06
Contingent Liabilities XII 30981,93,07 20761,73,65

Bills for Collection 1761,20,60 1461,36,34
Principal Accounting Policies XVII

Notes on Accounts XVIII
The schedules referred to above form an integral part of Balance Sheet.
The Balance Sheet has been prepared in conformity with Form “A” of the Third Schedule to the Banking Regulation Act, 1949.
As per our report of even date. For INDUSIND BANK LTD.
For M. P. Chitale & Co. R. Seshasayee T. Anantha Narayanan

Chartered Accountants Chairman Director
Ashutosh Pednekar R. Sundararaman Romesh Sobti

Partner Director Managing Director
S. V. Zaregaonkar Haresh Gajwani

Executive Vice President & CFO Company Secretary
Place : Mumbai
Date : June 24, 2008
36

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED MARCH 31, 2008
Rupees in 000s
SCHEDULE Year ended Year ended
31.3.08 31.3.07
I. INCOME
Interest Earned XIII 1920,22,54 1500,25,07
Other Income XIV 258,01,32 244,13,24
TOTAL 2178,23,86 1744,38,31
II. EXPENDITURE
Interest Expended XV 1579,85,97 1228,84,69
Operating Expenses XVI 402,19,28 343,95,62
Provisions and Contingencies 121,13,23 103,36,33
TOTAL 2103,18,48 1676,16,64
III. PROFIT 75,05,38 68,21,67

Less : Tax Adjustments of Previous years - 99,45
AMOUNT AVAILABLE FOR APPROPRIATION TOTAL 75,05,38 67,22,22
IV. APPROPRIATIONS
Transfer to
a) Statutory Reserve 18,76,35 17,05,42
b) Capital Reserve 2,24,13 2,21,99
c) Dividend (Proposed) 19,18,85 19,18,85
d) Corporate Dividend Tax 3,26,10 3,26,10
43,45,43 41,72,36
Balance transferred to Balance Sheet 31,59,95 25,49,86
TOTAL 75,05,38 67,22,22
Earnings per share (basic)(Rupees) XVIII(10.6) 2.35 2.31

Earnings per share (diluted)(Rupees) XVIII(10.6) 2.35 2.31
Principal Accounting Policies XVII
Notes on Accounts XVIII
The schedules referred to above form an integral part of Profit & Loss Account.
The Profit & Loss Account has been prepared in conformity with Form “B” of the Third Schedule to the Banking Regulation
Act, 1949



Place : Mumbai
37

SCHEDULES
Rupees in 000s
As at 31.3.08 As at 31.3.07
SCHEDULE - I CAPITAL
Authorised Capital
40,00,00,000 (Previous year 40,00,00,000) equity shares of Rs.10/- each 400,00,00 400,00,00
Issued, Subscribed and Called Up Capital

Paid up Capital
Add : Forfeited 3,84,200 (Previous year 3,84,200) equity shares of Rs. 10/- each 19,21 19,21
On March 29, 2007,Bank issued 2,94,90,300 equity shares of Rs. 10/- in the form
of Global Depository Receipts each representing one share at a price of US $
1.147 per GDR. Accordingly as at March 31, 2007, the paid-up share capital and
share premium account under reserves of the Bank stand increased by Rs. 29,49,03
and Rs. 116,46,62 respectively.
320,00,00 320,00,00
SCHEDULE - II RESERVES AND SURPLUS

1 Statutory Reserve
Opening balance 80,04,49 62,99,07
Additions during the year 18,76,35 17,05,42
98,80,84 80,04,49
2 Capital Reserve
32,27,37 30,03,24
3 Share Premium Account

Additions during the year - 116,46,62
412,96,39 412,96,39
4 General Reserve
1,35,57 1,35,57
5 Investment Allowance Reserve

1,00,00 1,00,00
38

SCHEDULES (Contd.)
Rupees in 000s
As at 31.3.08 As at 31.3.07
6 Revenue and Other Reserves

Profit and Loss account
242,99,07 211,39,12
7 Revaluation Reserve
Opening balance - -
Addition during the year 240,77,98 -
Deduction during the year 96,56 -
239,81,42 -
TOTAL(1-7) 1029,20,66 736,78,81
SCHEDULE - III DEPOSITS

A 1 Demand Deposits
i) From Banks 36,89,17 43,15,92
ii) From Others 1765,00,44 1668,13,70
2 Savings Bank Deposits 1186,42,50 921,40,67
3 Term Deposits
i) From Banks 1409,07,49 1585,74,12
ii) From Others 14640,02,67 13426,36,07
TOTAL (1, 2 & 3) 19037,42,27 17644,80,48
B Deposits of Branches
1 In India 19037,42,27 17644,80,48
2 Outside India - -
TOTAL 19037,42,27 17644,80,48
39

SCHEDULES (Contd.)
Rupees in 000s
As at 31.3.08 As at 31.3.07
SCHEDULE - IV BORROWINGS
1 Borrowings in India
i) Reserve Bank of India 19,00,00 18,00,00
ii) Other Banks 64,77,75 49,30,70
iii) Other Institutions and Agencies 562,66,01 336,34,92
2 Borrowings outside India 448,99,70 188,85,14
TOTAL (1 & 2) 1095,43,46 592,50,76
Secured borrowings included in 1 & 2 above - -

SCHEDULE - V OTHER LIABILITIES AND PROVISIONS
1 Inter-office Adjustments (Net) 2,70,60 -
2 Bills Payable 317,36,87 255,98,14
3 Interest Accrued 177,20,32 181,08,20
4 Unsecured Non-Convertible Redeemable Debentures/Bonds 587,10,00 537,10,00
(Subordinated for Tier-II Capital)
5 Unsecured Non-Convertible Redeemable Non-Cumulative Subordinated
Upper Tier II Bonds 308,90,00 308,90,00
6 Others (including Provisions and proposed dividend) 386,03,33 349,97,67
TOTAL 1779,31,12 1633,04,01

SCHEDULE - VI CASH AND BALANCES WITH RESERVE
BANKS OF INDIA
1 Cash in hand (including foreign currency notes) 108,07,79 96,85,22
2 Balances with Reserve Bank of India
i) In Current Accounts 1418,18,35 924,31,68
ii) In Other Accounts - -
TOTAL (1 & 2) 1526,26,14 1021,16,90
SCHEDULE - VII BALANCES WITH BANKS AND

MONEY AT CALL AND SHORT NOTICE
1 In India
i) Balances with Banks
a) In Current Accounts 317,52,19 364,39,11
b) In Other Deposit Accounts 216,78,46 385,31,51
ii) Money at Call and Short Notice with banks - 100,00,00
TOTAL (i & ii) 534,30,65 849,70,62
2 Outside India
i) In Current Accounts 21,97,97 25,74,16
ii) In Other Deposit Accounts 67,40,16 698,78,02
iii) Money at Call and Short Notice 28,08,40 -
TOTAL (i, ii & iii) 117,46,53 724,52,18
GRAND TOTAL (1 & 2) 651,77,18 1574,22,80
40

SCHEDULES (Contd.)
Rupees in 000s
As at 31.3.08 As at 31.3.07
SCHEDULE - VIII INVESTMENTS

1 Investments in India
Gross Value 6645,79,83 5904,43,70
Less : Provision for Depreciation 16,10,22 12,78,20
Net value of Investments in India 6629,69,61 5891,65,50
Comprising :
i) Government securities 5435,71,27 4849,32,06
ii) Other approved securities 3,76,18 5,23,10
iii) Shares 39,05,62 21,39,82
iv) Debentures and bonds 40,21,21 50,33,75
v) Subsidiaries and / or Joint Ventures 50,00 50,00
vi) Others - Deposits under RIDF scheme with NABARD 1102,51,33 897,06,77
Security Receipt and Others 7,94,00 67,80,00
2 Investments Outside India - -
TOTAL (1 & 2) 6629,69,61 5891,65,50
SCHEDULE - IX ADVANCES
A i) Bills Purchased and Discounted 446,00,55 404,25,86
ii) Cash Credits, Overdrafts and Loans Repayable on Demand 3709,98,56 2952,00,45
iii) Term Loans 8639,31,65 7727,93,66
TOTAL 12795,30,76 11084,19,97
B i) Secured by Tangible Assets (includes advances against book debts) 11687,88,04 10022,74,48
ii) Covered by Bank / Government Guarantees
(includes advances against L/Cs issued by Banks) 172,74,72 137,04,85
iii) Unsecured 934,68,00 924,40,64
TOTAL 12795,30,76 11084,19,97

C i) Advances in India
a) Priority Sector 5005,53,11 3522,05,30
b) Public Sector 138,56,76 253,16,69
c) Banks 4,89,04 18,97,56
d) Others 7646,31,85 7290,00,42
TOTAL 12795,30,76 11084,19,97

ii) Advances Outside India - -
TOTAL ( i & ii) 12795,30,76 11084,19,97
41

SCHEDULES (Contd.)
Rupees in 000s
As at 31.3.08 As at 31.3.07
SCHEDULE - X FIXED ASSETS

1 PREMISES
i) At cost as at the beginning of the year 156,31,74 136,70,88
ii) Revaluation during the year 240,77,98 -
iii) Additions during the year 5,27,85 19,60,86
402,37,57 156,31,74
iv) Less : Deductions during the year - -
v) Less : Depreciation to date 17,05,77 14,28,89
Total 385,31,80 142,02,85
2 Other Fixed Assets (including furniture & fixtures)

i) At cost as at the beginning of the year 518,75,65 481,18,18
ii) Additions during the year 50,96,80 40,08,76
[includes Assets given on lease Rs.225,71,92 569,72,45 521,26,94
(Previous year Rs. 225,71,92)]
iii) Less : Deductions during the year 2,17,24 2,51,29
iv) Less : Depreciation to date 337,34,73 300,00,04
Total 230,20,48 218,75,61
3 Capital Work in Progress 9,62,56 8,78,53

TOTAL (1, 2 & 3) 625,14,84 369,56,99
SCHEDULE - XI OTHER ASSETS
1 Inter-office Adjustments (Net) - 11,31
2 Interest Accrued 194,44,20 168,43,59
3 Tax Paid in Advance / tax deducted at source (net of provision) 220,17,15 218,59,58
4 Stationery & Stamps 1,17,75 51,06
5 Non-banking assets acquired in satisfaction of claims 56,54,41 33,38,15
6 Others [includes Deposits with banks Rs.210,07,81 being credit enhancement 561,36,15 565,28,21
against Securitised Assets (Previous year Rs.260,18,85)]
TOTAL 1033,69,66 986,31,90
SCHEDULE - XII CONTINGENT LIABILITIES

1 Claims against the Bank not acknowledged as debts 236,62,00 221,74,14
2 Liability on account of outstanding Forward Exchange Contracts 17112,85,04 9793,88,58
3 Liability on account of outstanding Derivative Contracts 9148,99,52 7002,55,15
4 Guarantees given on behalf of constituents
a) In India 1803,13,70 1475,18,58
b) Outside India - -
5 Acceptances, Endorsements and Other Obligations 2680,32,81 2268,37,20
6 Other Items for which the Bank is contingently liable - -
TOTAL 30981,93,07 20761,73,65
42

SCHEDULES (Contd.)
Rupees in 000s
Year ended Year ended
31.3.08 31.3.07
SCHEDULE - XIII INTEREST EARNED

1 Interest / Discount on Advances/ Bills 1425,32,94 1044,59,97
2 Income on Investments 443,03,46 391,94,86
3 Interest on Balances with RBI and Other Inter-Bank Funds 21,91,63 30,85,52
4 Others 29,94,51 32,84,72
TOTAL 1920,22,54 1500,25,07
SCHEDULE - XIV OTHER INCOME

1 Commission, Exchange and Brokerage 84,82,96 68,72,28
2 Profit on Sale of Investments / Derivatives (Net) 19,44,23 18,65,68
3 Profit / (Loss) on Sale of Land, Buildings and Other Assets (67,09) (27,65,42)
4 Profit on exchange transactions (Net) 28,89,35 18,66,96
5 Profit on Revaluation of Investments (39,56,45) (40,11,91)
6 Income earned by way of dividend from companies in India 37,35 30,85
7 Miscellaneous Income 164,70,97 205,54,80
TOTAL 258,01,32 244,13,24
SCHEDULE - XV INTEREST EXPENDED

1 Interest on Deposits 1401,15,44 1059,89,40
2 Interest on Reserve Bank of India / Inter-Bank Borrowings 55,83,52 83,89,69
3 Others including interest on Subordinate Debts and Upper Tier II bonds 122,87,01 85,05,60
TOTAL 1579,85,97 1228,84,69
SCHEDULE - XVI OPERATING EXPENSES

1 Payments to and Provisions for Employees 121,89,66 96,28,91
2 Rent, Taxes and Lighting (includes operating lease rentals) 36,58,88 30,32,24
3 Printing and Stationery 11,23,73 10,41,24
4 Advertisement and Publicity 2,10,68 3,32,56
5 Depreciation on Bank’s Property 40,15,86 34,09,22
6 Directors’ Fees, Allowances and Expenses 60,83 39,10
7 Auditors’ Fees and Expenses (includes branch auditors) 98,39 80,90
8 Law Charges 13,16,42 11,41,49
9 Postage, Telegrams, Telephones, etc. 23,20,76 22,14,03
10 Repairs and Maintenance 30,84,84 23,92,82
11 Insurance 17,34,79 14,14,97
12 Service Provider Fees 46,35,57 40,88,40
13 Other Expenditure 57,68,87 55,79,74
TOTAL 402,19,28 343,95,62
43

SCHEDULES (Contd.)
Schedule No. XVII

PRINCIPAL ACCOUNTING POLICIES
1) General:
1.1 The accompanying financial statements have been prepared on the historical cost convention, except where otherwise
stated, and in accordance with the accounting standards referred to in Section 211(3C) of the Companies Act, 1956, and
notified by the Companies (Accounting Standards) Rules, 2006, read with guidelines issued by the Reserve Bank of India
(‘RBI’) and conform to the statutory provisions and practices prevailing within the banking industry in India.
1.2 The preparation of the financial statements, in conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses
and disclosure of contingent liabilities in the financial statements. Management believes that the estimates used in the
preparation of the financial statements are prudent and reasonable. Any revisions to the accounting estimates are recognised
prospectively in current and future periods.
2) Transactions involving Foreign Exchange:
2.1 Monetary assets and liabilities denominated in foreign currency are translated at the balance sheet date at the exchange
rates notified by the Foreign Exchange Dealers’ Association of India (‘FEDAI’) and the resulting gains or losses are
recognised in the profit and loss account.
Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the
exchange rate at the date of the transaction; and non-monetary items which are carried at fair value or other similar valuation
denominated in a foreign currency are reported using the exchange rates that existed when the values were determined.
2.2 All Foreign Exchange contracts outstanding at the balance sheet date are revalued at the rates of exchange notified by
the FEDAI for specified maturities and the resulting gains or losses are recognised in the profit and loss account.
2.3 The Swap cost arising on account of foreign currency swap contracts to convert FCNR (B) deposits into rupee liability is
charged to profit and loss account as ‘Interest - Others’ by amortizing over the underlying swap period.
2.4 Income and Expenditure items are translated at the rates of exchange prevailing on the date of the transaction.
2.5 Contingent liability at the balance sheet date on account of outstanding forward foreign exchange contracts, guarantees,
acceptances, endorsements and other obligations denominated in foreign currency is stated at the closing rates of exchange
notified by FEDAI.
3) Investments:
The significant accounting policies in accordance with the RBI guidelines and subsequent circulars issued by the RBI are as
follows:
3.1 Categorisation of investments:
In accordance with the guidelines issued by RBI, the Bank classifies its investment portfolio into the following three
categories, at the time of acquisition:
i) ‘Held to Maturity’– Securities acquired by the Bank with the intention to hold till maturity.
ii) ‘Held for Trading’– Securities acquired by the Bank with the intention to trade.
iii) ‘Available for Sale’– Securities which do not fall within the above two categories are classified as ‘available for sale’.
3.2 Classification of Investments:
For the purpose of disclosure in the Balance Sheet, investments have been classified under six groups as required under
RBI guidelines - Government Securities, Other Approved Securities, Shares, Debentures and Bonds, Investments in
Subsidiaries/ Joint Ventures and Other Investments.
3.3 Valuation of Investments:
(i) ‘Held to Maturity’ – These investments are carried at their acquisition cost. Any premium on acquisition is amortised
over the balance period to maturity. Diminution other than temporary, if any, in the value of such investments is
determined and provided for on each investment individually.
(ii) ‘Held for Trading’ – Each scrip in this category is revalued at the market price or fair value and the resultant depreciation
of each scrip in this category is recognised in the profit and loss account. Appreciation, if any, is ignored. Market value
of government securities is determined on the basis of the prices/ YTM published by RBI or the prices/ YTM periodically
declared by Primary Dealers Association of India (PDAI) jointly with Fixed Income Money Market and Derivatives
Association (FIMMDA) for valuation at year-end. In case of unquoted government securities, market price or fair
value is determined as per the prices/ YTM published by FIMMDA.
44
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SCHEDULES (Contd.)
(iii) ‘Available for Sale’ – Each scrip in this category is revalued at the market price or fair value and the resultant
depreciation of each scrip in this category is recognised in the profit and loss account. Appreciation, if any, is ignored.
Market value of government securities (excluding treasury bills) is determined on the basis of the price list published
by RBI or the prices periodically declared by Primary Dealers Association of India (PDAI) jointly with FIMMDA for
valuation at year-end. In case of unquoted government securities market price or fair value is determined as per the
rates published by FIMMDA.
Market value of other debt securities is determined based on the yield curve and spreads provided by FIMMDA.
Equity shares are valued at cost or the closing quotes on a recognised stock exchange, whichever is lower.
Treasury bills are valued at carrying cost, which includes discount amortised over the period to maturity.
Units of mutual funds are valued at the lower of cost and net asset value provided by the respective mutual funds.
(iv) Investments in Equity Shares held as Long-term investments by erstwhile IndusInd Enterprises & Finance Ltd. and
Ashok Leyland Finance Ltd. (since merged) are valued at cost. Provision towards diminution in the value of such
Long-term investments is made only if the dimunition in value is not temporary in the opinion of management.
(v) Broken period interest on debt instruments is treated as a revenue item. Brokerage, commission, etc. pertaining to
investments paid at the time of acquisition is charged to revenue.
(vi) Repurchase (REPO) and reverse repurchase (reverse REPO) transactions are considered and accounted for on an
outright sale and purchase basis. REPO interest Income/ Expenditure is accounted based on the RBI guidelines.
However, depreciation in their value, if any, compared to their original book value, incase of reverse REPO is recognised
in the Profit & Loss Account.
(vii) Profit in respect of investments sold from “HTM” category is included in Profit on Sale of Investments and equal
amount is transferred out of P& L Appropriation account after tax and Statutory Reserve, to Capital Reserve account.
(viii) Security Receipts (SR) are valued at the lower of redemption value of the security or the Net Asset Value (NAV)
obtained from Securitization Company/ Reconstruction Company.
(ix) Amortised amount on “HTM” category is shown as deduction in the Profit and Loss account under Profit on revaluation
of investments.
4) Derivatives
Derivative contracts are designated as hedging or trading and accounted for as follows:
(i) The hedging contracts comprise interest rate swaps and currency swaps undertaken to hedge interest rate risk on certain
assets and liabilities. The net interest receivable/ payable is accounted on an accrual basis over the life of the swaps.
However, where the hedge is designated with an asset or liability that is carried at market value or lower of cost or market
value in the financial statements then the hedging is also marked to market with the resulting gain or loss recorded as an
adjustment to the market value of designated assets or liabilities.
(ii) The trading contracts comprise proprietary trading in interest rate swaps. The gain/ loss arising on unwinding or termination
of the contracts is accounted for in the profit and loss account. Trading contracts outstanding as at the balance sheet date
are revalued at their fair value and resulting gains / losses are recognised in the profit and loss account.
(iii) Premium paid and received on currency options is accounted up-front in the Profit and Loss account as all options are
undertaken on a back-to-back basis.
(iv) Provisioning of overdue customer receivable on derivative contracts, if any, are made as per RBI guidelines.
5) Advances:
5.1 Advances are classified as per the RBI guidelines into standard, sub-standard, doubtful and loss assets after considering
subsequent recoveries to date.
5.2 Provision for non-performing assets is made in conformity with the RBI guidelines.
5.3 In accordance with RBI guidelines, general provision on standard assets has been made at 0.40% of the outstanding
amount on a portfolio basis except for the following categories where the general provision is made at the rates mentioned
alongside such categories of loans :
¾ for direct advances to agriculture and Small and Medium Enterprises at 0.25% of the outstanding amount,
¾ Residential housing loans beyond Rs. 20 lacs at 1.00% of the outstanding amount,
¾ personal loans, loans and advances qualifying as capital market exposures and commercial real estate loans at
2.00% of the outstanding amount.
45

SCHEDULES (Contd.)
5.4 Advances are disclosed in the Balance Sheet, net of provisions and interest suspended for non-performing advances.
Provision made against standard assets is included in ‘Other Liabilities and Provisions’.
5.5 Advances include the Bank’s participation in / contributions to Pass Through Certificates (PTCs) and /or to the asset-
backed assignment of loan assets of other banks / financial institutions where the Bank has participated on risk-sharing
basis.
5.6 Advances exclude derecognised securitised advances, inter-bank participation and bills rediscounted (BRDS).
5.7 Amounts recovered against bad debts written off in earlier years and, provisions no longer considered necessary in
context of the current status of the borrower are written back / recognised to the profit and loss account to the extent such
write-offs / provisions were charged to the profit and loss account.
5.8 For re-structured / re-scheduled assets, provision is made in accordance with the guidelines issued by RBI.
6) Securitisation Transactions:
6.1 The Bank transfers commercial and consumer loans through securitisation transactions. The Bank securitises its loan
receivables both through Bilateral Direct Assignment route as well as transfer to Special Purpose Vehicles (‘SPV’) in
securitisation transactions.
6.2 The securitisation transactions are without recourse to the Bank. The transferred loans and such securitised-out receivables
are de-recognised in the balance sheet as and when these are sold (true sale criteria being fully met) and the consideration
has been received by the Bank. Gains / losses are recognised only if the Bank surrenders the rights to the benefits
specified in the loan contracts.
6.3 In respect of certain transactions, the Bank provides credit enhancements in the form of cash collaterals / guarantee and/
or by subordination of cashflows to senior Pass Through Certificates (PTC). Retained interest and subordinated PTCs are
disclosed under “Advances” in the balance sheet.
6.4 Recognition of gain or loss arising out of Securitisation of Standard Assets :
In terms of RBI guidelines issued on February 1, 2006, profit/premium arising on account of sale of standard assets, being
the difference between the sale consideration and book value, is amortised over the life of the securities issued by the
Special Purpose Vehicles (‘SPV’).
Any loss arising on account of the sale is recognized in the Profit and Loss Account in the period in which the sale occurs.
Up to January 31, 2006, gains or losses from sale of loan receivables, being the difference between the sale consideration
and book value, were recognized at the time of the sale.
7) Fixed Assets:
7.1 Fixed assets (including assets given on operating lease) have been stated at cost (except in the case of premises which
were revalued based on values determined by approved valuers) less accumulated depreciation and impairment, if any.
Cost includes incidental expenditure incurred on the assets before it is ready for intended use. The carrying amount of fixed
assets is reviewed at each balance sheet date if there are any indications of impairment based on internal / external factors.
7.2 The appreciation on revaluation is credited to Revaluation Reserve. Depreciation relating to revaluation is adjusted against
the Revaluation Reserve.
7.3 Depreciation has been provided pro rata for the period of use, on Straight Line Method as per the rates prescribed under
Schedule XIV to the Companies Act, 1956, except in respect of computers, which are depreciated at the rate of 33.33%.
These rates are reflective of management’s estimate of the useful life of the related fixed assets.
8) Revenue Recognition:
8.1 Income by way of interest and discount on performing assets is recognised on accrual basis and on non-performing
assets the same is accounted for on realisation.
8.2 Interest on Government securities, debentures and other fixed income securities is recognised on accrual basis. Income
on discounted instruments is recognised over the tenure of the instrument on a straight-line basis.
8.3 Dividend income is recognised when the right to receive payment is established.
8.4 Commission (except for commission on Deferred Payment Guarantees and insurance commission which is recognised
on accrual basis), exchange and brokerage is recognised on realisation.
8.5 Lease income and service charges earned by the Vehicle Finance Division are recognised on accrual basis.
8.6 Income from distribution of life insurance products is recognised, proportionately, on basis of the business booked.
46

SCHEDULES (Contd.)
9) Operating Leases:
Lease rental obligations in respect of assets taken on operating lease are charged to profit and loss account on straight-line
basis over the lease term. Initial direct costs are charged to profit and loss account.
Assets given under leases in respect of which all the risks and benefits of ownership are effectively retained by the Bank are
classified as operating leases. Lease rentals received under operating leases are recognized in the profit and loss account on
accrual basis as per contracts.
10) Retirement and Other Employee Benefits:
10.1 Payments under the Group Gratuity policies of the Bank are made to Life Insurance Corporation of India as per actuarial
contributions for the year as determined by the Corporation and are considered as a defined benefit scheme.
10.2 Payment under Group Superannuation policy to the eligible employees of the erstwhile Ashok Leyland Finance Ltd.
(ALFL) is made to Life Insurance Corporation of India as per actuarial contribution for the year and is considered as a
defined contribution scheme.
10.3 Provident fund contributions are made under trust separately established for the purpose and the scheme administered
by Regional Provident Fund Commissioner (RPFC), as applicable.
10.4 Provision for compensation absences has been made in the accounts on the basis of actuarial valuation as at the
balance sheet date. The actuarial valuation is carried out as per the projected unit credit method.
10.5 The Bank has applied the intrinsic value method to account for the compensation cost of ESOP to the employees of the
Bank. Intrinsic value is the amount by which the quoted market price of the underlying shares on the grant date exceeds
the exercise price of the options. Accordingly, the compensation cost is amortized over the vesting period.
11) Segment Reporting:
In accordance with the guidelines issued by RBI, effective April 1, 2007, Bank has adopted Segment Reporting as under:
1. Treasury includes all investment portfolio, profit/ loss on sale of investments, profit/loss on foreign exchange transactions,
equities, income from derivatives and money market operations. The expenses of this segment consist of interest expenses
on funds borrowed from external sources as well as internal sources and depreciation / amortisation of premium on Held
to Maturity category investments.
2. Corporate/ Wholesale Banking includes lending and deposits from corporate customers and identified earnings and
expenses of the segment.
3. Retail Banking includes lending and deposits from retail customers and identified earnings and expenses of the segment.
4. Other Banking Operations includes all other operations not covered under Treasury, Wholesale Banking and Retail Banking.
12) Income-tax:
Tax expenses comprise current, deferred and fringe benefit taxes. Current income tax and fringe benefit tax is measured at the
amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961. Deferred income taxes reflect
the impact of current year timing differences between taxable income and accounting income for the year and reversal of
timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively
enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that
sufficient future taxable income will be available against which such deferred tax assets can be realized. Unrecognized deferred
tax assets of earlier years are re-assessed and recognised to the extent that it has become reasonably certain that future
taxable income will be available against which such deferred tax assets can be realized.
13) Earnings per Share:
Earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders (after
deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. Diluted earnings
per equity share have been computed using the weighted average number of equity shares and dilutive potential equity shares
outstanding as at end of the year.
14) Provisions:
A provision is recognised when there is an obligation as a result of past event. It is probable that an outflow of resources will be
required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to their
present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are
reviewed at each balance sheet date and adjusted to reflect the current best estimates.
15) Others:
Cash and cash equivalents in the cash flow statement comprise cash and balances with RBI (Schedule VI) and balances with
banks and money at call and short notice (Schedule VII).
47

SCHEDULES (Contd.)
Schedule No. XVIII

NOTES ON ACCOUNTS
1. Capital Adequacy Ratio:
Items March 31, March 31,
2008 2007
i) Capital Adequacy Ratio (CRAR) 11.91% 12.54%
ii) CRAR – Tier I Capital (%) 6.70% 7.34%
iii) CRAR – Tier II Capital (%) 5.21% 5.20%
During the year, the Bank has issued on private placement basis 500 unsecured, redeemable, non-convertible subordinated
bonds of Rupees Ten lacs each aggregating to Rs.50 crores (previous year Rs.50 crores). These bonds qualify for classification
as Tier II Capital.
2. Investments:
(Rs. in crores)
2007-2008 2006-2007
(1) Value of Investments :
(i) Gross Value of Investments 6645.80 5904.44
(a) In India 6645.80 5904.44
(b) Outside India - -
(ii) Provision for Depreciation 16.10 12.78
(a) In India 16.10 12.78
(iii) Net Value of Investments 6629.70 5891.66
(a) In India 6629.70 5891.66
(2) Movements in provision held towards
depreciation on Investments :
(i) Opening Balance 12.78 15.95
(ii) Add: Provision made during the year 6.37 2.31
(iii) Less: Write-off/ write-back of excess provision during the year 3.05 5.48
(iv) Closing Balance 16.10 12.78
Category wise details of Investments (Net):

(Rs. in crores)
31/03/2008 31/03/2007
HTM AFS HFT HTM AFS HFT
i) Government securities 4677.88 579.39 178.44 3719.09 1080.72 49.51
ii) Other approved securities - 3.76 - 1.55 3.68 -
iii) Shares 5.35 33.71 - 5.35 16.05 -
iv) Debentures and bonds - 40.21 - 0.00 50.34 -
v) Subsidiaries and/ or Joint Ventures 0.50 - - 0.50 - -
vi) Others - Deposits under RIDF scheme
with NABARD, SR/PTC, etc. 1102.52 7.94 - 897.07 67.80 -
Total 5786.25 665.01 178.44 4623.56 1218.59 49.51
48

SCHEDULES (Contd.)
2.1 Details of Repo/ Reverse Repo (including liquidity adjustment facility) deals done during the year ended March
31, 2008:
(Rs. in crores)
Minimum Maximum Daily average As on
outstanding outstanding outstanding March 31,
during the year during the year during the year 2008
Securities sold under repos 0.95 430.00 53.77 390.00
(1.96) (610.00) (101.97) (405.00)
Securities purchased under reverse repos 2.00 175.00 2.81 -
(14.80) (1100.00) (114.29) -
Note: Amounts in brackets represent previous year figures
2.2 a) Issuer composition of Non-SLR investments as at March 31, 2008:

(Rs. in crores)
No. Issuer Amount Extent of Extent of Extent of Extent of
private ‘below ‘unrated’ ‘unlisted’
placement investment Securities* securities**
grade’
securities
1 PSUs 0.01 - - 0.01 0.01
***
2 FIs 1103.04 0.52 - - 0.52
3 Banks 41.65 41.65 - 5.00 5.00
4 Private corporates 42.41 - - - 7.22
5 Subsidiaries / Joint Ventures 0.50 - - - 0.50
6 Others 59.34 9.30 - 1.36 1.36
7 Provision held towards depreciation (7.20) - - - -
Total 1239.75 51.47 - 6.37 14.61
b) Issuer composition of Non-SLR investments as at March 31, 2007:

(Rs. in crores)
No. Issuer Amount Extent of Extent of Extent of Extent of
private ‘below ‘unrated’ ‘unlisted’
placement investment Securities* securities**
grade’
securities
1 PSUs 0.02 - - 0.02 0.02
***
2 FIs 908.89 1.82 - - -
3 Banks 42.75 42.75 - 5.00 5.00
4 Private corporates 25.43 - - - 7.22
5 Subsidiaries / Joint Ventures 0.50 - - - 0.50
6 Others 119.20 69.16 - 1.36 1.36
7 Provision held towards depreciation (10.78) - - - -
Total 1,086.01 113.73 - 6.38 14.10
* Excludes investments in NABARD RIDF, Oil Bonds, and equity shares

** Excludes investments in NABARD RIDF, and Oil Bonds.
*** Includes deposits placed with NABARD RIDF.
Note: 1. Security pledged with CCIL have not been considered as Non- SLR investment holding.
2. 06.96 OIL SP 09 have been considered in the above disclosure.
49

SCHEDULES (Contd.)
c) Non-performing Non-SLR investments:

(Rs. in crores)
Particulars 2007-2008 2006-2007

Opening balance 3.88 3.88
st
Additions during the year since 1 April - -
Reductions during the above period 3.88 -
Closing balance - 3.88
Total provisions held - 3.88
3. Derivatives:
a) Forward Rate Agreement / Interest Rate Swap:
(Rs. in crores)
2008 2007
1) The notional principal of swap agreements 8950.00 6950.00
2) Losses which would be incurred if counter-parties
failed to fulfill their obligations under the agreements. 83.93 122.87
3) Collateral required by the bank upon entering into swaps - -
4) Concentration of credit risk arising from the swaps (with banks) 73% 65%
5) The fair value of the swap book 0.06 (0.63)
b) Exchange Traded Interest Rate Derivatives:

The Bank has not undertaken exchange traded interest rate derivative transactions during the year.
c) Disclosures on Risk Exposure in Derivatives (Qualitative):
The Bank has entered into interest rate swap contracts to hedge on-balance sheet assets & liabilities and for trading
purposes. The Bank has also offered currency option contracts to customers and covered it on back-to-back basis.
• The Bank’s Funds & Investments Policy and Market Risk Management Policy, approved by the Board, provides for
using derivative products in an efficient manner as tools for mitigating market risk. The Policies cover dealing guidelines
and prescribes exposure limits for derivative products.
• Risk Management Department independently monitors the derivative position of the Bank, and reports Marked to
Market position of Derivative Portfolio to top management on a daily basis.
• The Basis Present Value (PV01) of the derivative portfolio is also computed on a daily basis and reported to top
management.
Derivative contracts transacted during the current year were in accordance with the prescribed Market Risk Policy and the
Funds & Investment Policy approved by the Board.
The Nature and Terms of the IRS is set out below:
(Rs. in crores)
Nature Nos. Notional Benchmark Terms

Principal
Hedging 5 125 MIBOR Fixed receivable v/s floating payable
Trading 149 4425 MIBOR Fixed payable v/s floating receivable
Trading 150 4400 MIBOR Fixed receivable v/s floating payable
50

SCHEDULES (Contd.)
Disclosure on risk exposure in derivatives (Quantitative):

(Rs. in crores)
March 31, 2008 March 31, 2007
SI. No Particulars Currency Interest rate Currency Interest rate
Derivatives Derivatives Derivatives Derivatives
1 Derivatives (Notional Principal Amount) - 8950.00 - 6950.00
a) For hedging - 125.00 - 125.00
b) For trading - 8825.00 - 6825.00
2 Marked to Market Positions
a) Asset (+) - - - 6.29
b) Liability (-) - 1.43 - -
3 Credit Exposure - 83.93 - 152.87
4 Likely impact of one percentage change
in interest rate (100*PV01) (Note 1)
a) on hedging derivatives - 1.34 - 2.40
b) on trading derivatives - 0.01 - 4.53
5 Maximum and Minimum of 100*PV01
observed during the year (Note 2)
a) on hedging - Max: 2.41 - Max: 3.48
Min : 1.34 - Min : 2.01
b) on trading - Max: 18.37 - Max: 13.62
Min : 0.00 - Min : 0.15
Note 1: Based on the PV01 of the outstanding derivatives as at March 31, 2008.
Note 2: Based on the absolute value of PV01 of the derivatives outstanding during the year. Derivative contracts that are
“back-to-back” have not been included herein.
Note 3: Mark to Market positions above includes interest accrued on the swaps.
Note 4: Forward Exchange Contracts are not included in the Currency derivates above.
Foreign Currency exposure not hedged by derivative instruments Rs. (6.83) crores (Net Open position as on March 31, 2008) (previous
year Rs. 11.98 crores).
4. Asset Quality:
4.1 Non-Performing Assets:
(Rs. in crores)
Items 2007-2008 2006-2007
(i) Net NPAs to Net Advances (%) 2.27% 2.47%
(ii) Movement in NPAs (Gross)
a) Opening Balance 342.73 268.83
b) Additions during the year 155.49 237.59
c) Reductions during the year 105.91 163.69
d) Closing Balance 392.31 342.73
(iii) Movement in Net NPAs
b) Additions during the year 102.45 189.87
c) Reductions during the year 85.18 111.09
(iv) Movement in provisions for NPAs
(excluding provisions on standard assets)
b) Provisions made during the year 53.04 47.72
c) Write-off / write-back of excess provisions 20.73 52.60
51

SCHEDULES (Contd.)
4.2 Details of Loan Assets subjected to Restructuring:

(Rs. in crores)
Items 2007-2008 2006-2007

(i) Total Amount of loan assets subjected to restructuring,
rescheduling, renegotiation; 1.72 -
- of which under CDR - -
(ii) The Amount of Standard assets subjected to restructuring,
rescheduling, renegotiation; 1.72 -
(iii) The Amount of Sub-Standard assets subjected to restructuring,
rescheduling, renegotiation; - -
(iv) The Amount of Doubtful assets subjected to restructuring,
rescheduling, renegotiation; - -
Note: [ (i) = (ii) + (iii) + (iv)]
4.3 Details of financial assets sold to Securitisation / Reconstruction Company for asset reconstruction:
(Rs. in crores)
Items 2007-2008 2006-2007
1) No. of accounts - 7
2) Aggregate value (net of provisions) of
accounts sold to SC / RC - 49.17
3) Aggregate consideration - 48.36
4) Additional consideration realized in respect of
accounts transferred in earlier years 10.70 -
5) Aggregate gain/ (loss) over net book value - (0.81)
4.4 Bank has neither purchased nor sold any non-performing financial assets from/ to any other banks.
4.5 Assets Securitised:

Items 2007-2008 2006-2007
1) Number of deals concluded - -
2) Total number of loans securitised - -
3) Book Value of Loans securitised (Rs. crores) - -
4) Sale consideration received for the securitised assets (Rs. crores) - -
5) Gain/loss on sale on account of securitisation (Rs. crores)* - -
Outstanding value of services provided: (Rs. in crores) (Rs. in crores)
Outstanding value of credit enhancement ** 137.25 214.40
Outstanding value of First Loss Facility 62.98 74.74
Outstanding value of Second Loss Facility 80.46 80.46
(Guarantee) ***
Outstanding value of Liquidity facility 17.13 10.15
* Net of securitisation expenses and finance charges for the month in which the assets were securitised.
** Represents credit enhancement provided for securitisation deals undertaken prior to issue of RBI circular on draft guidelines on
securitisation of standard assets where bifurcation into first loss and second loss facility is not available.
*** Second loss facility has been provided in the form of a Guarantee by a third party (second loss facility provider).
The Bank is the servicing agent for all the securitisation deals undertaken.
52

SCHEDULES (Contd.)
4.6 Provision on Standard Assets:

(Rs. in crores)

2008 2007
Cumulative Provision held for Standard Assets 52.26 44.81
5. Business ratios:
March 31, March 31,
2008 2007
i) Interest income as a percentage of working funds 8.63% 7.59%
ii) Non-interest income as a percentage of working funds 1.16% 1.23%
iii) Operating profit as a percentage of working funds 0.88% 0.87%
iv) Return on assets 0.34% 0.34%
v) Business (deposits plus advances) per employee including trainees (Rs. in lacs) 1062.67 1039.77
vi) Profit per employee including trainees (Rs. in lacs) 2.62 2.61
Working funds are calculated at the average of working funds as per the Bank’s monthly returns filed with the RBI.
6. Asset Liability Management:
6.1 Maturity Pattern of Rupee Denominated Assets and Liabilities:
(a) As at March 31, 2008:
(Rs. in crores)
Maturity Buckets Loans & Investment Deposits Borrowings
Advances Securities
1-14 Days 838.32 - 1053.20 64.13
15-28 Days 580.21 - 350.12 11.93
29 days to 3 months 1200.14 42.48 2662.17 51.70
Over 3 months to 6 months 1188.17 245.74 1330.52 -
Over 6 months to 12 months 3465.85 392.42 1892.25 21.47
Over 1 year to 3 years 4363.34 766.38 6626.35 -
Over 3 years to 5 years 416.16 1764.60 2466.02 497.21
Over 5 years 290.88 3418.08 2370.79 -
Total 12343.07 6629.70 18751.42 646.44
b) As at March 31, 2007:

(Rs. in crores)
Maturity Buckets Loans & Investment Deposits Borrowings
Advances Securities
1-14 Days 663.47 400.97 1485.43 67.79
15-28 Days 468.58 1.31 492.21 8.90
29 days to 3 months 529.31 76.01 2058.44 34.01
Over 3 months to 6 months 707.10 535.90 1434.04 -
Over 6 months to 12 months 1535.07 12.37 1661.33 150.00
Over 1 year to 3 years 5824.01 606.09 5068.37 42.94
Over 3 years to 5 years 802.39 1450.22 2464.18 100.00
Over 5 years 358.81 2808.79 2393.91 -
Total 10888.74 5891.66 17057.91 403.64
53

SCHEDULES (Contd.)
6.2 Maturity Pattern of Foreign Currency Denominated Assets and Liabilities:

a) As at March 31, 2008:
(Rs. in crores)
Maturity Buckets Loans & Deposits Borrowings Other Other
Advances assets liabilities
1-14 Days 191.22 28.77 12.04 1.64 15.33
15-28 Days 26.27 16.17 18.14 - -
29 days to 3 months 153.55 37.04 103.95 - -
Over 3 months to 6 months 70.17 38.69 314.87 - -
Over 6 months to 12 months 10.20 103.57 - - -
Over 1 year to 3 years 0.83 59.06 - - -
Over 3 years to 5 years - 2.70 - - -
Over 5 years - 0.00 - 37.45 -
Total 452.24 286.00 449.00 39.09 15.33
b) As at March 31, 2007:

(Rs. in crores)
Maturity Buckets Loans & Deposits Borrowings Other Other
Advances assets liabilities
1-14 Days 14.77 81.39 25.43 0.51 64.33
15-28 Days 15.20 5.88 - - -
29 days to 3 months 55.27 16.97 46.07 - 0.15
Over 3 months to 6 months 15.42 26.00 - - -
Over 6 months to 12 months 0.06 70.35 117.37 - 1.17
Over 1 year to 3 years 94.74 247.91 - - -
Over 3 years to 5 years - 73.02 - - -
Over 5 years - 65.37 - 23.87 -
Total 195.46 586.89 188.87 24.38 65.65
7. Exposures:
7.1 Lending to sensitive sectors:
A) Exposure to Real Estate Sector:
(Rs. in crores)
2008 2007
a) Direct Exposure
(i) Residential Mortgages
[of which individual housing loans upto Rs.15 lacs is Rs.125.87 crores
(previous year Rs.117.09 crores)] 179.61 176.14
(ii) Commercial Real Estate * 153.69 78.73
(iii) Investments in Mortgage Backed Securities (MBS) and other securitised
Exposures :
a) Residential, - -
b) Commercial Real Estate - -
b) Indirect Exposure
Fund based and non-fund based exposures on National
Housing Bank (NHB) and Housing Finance Companies (HFCs) 134.72 178.64
Total Real Estate Exposure 468.02 433.51
* Does not include corporate lending backed by mortgage of land and building.
54

SCHEDULES (Contd.)
B) Exposure to Capital Market:

(Rs. in crores)

2008 2007
(i) Investments made in equity shares, 11.41 25.93
(ii) Investments in bonds/ convertible debentures - -
(iii) Investments in units of equity- oriented mutual funds - -
(iv) Advances against shares to individuals for investment in equity shares
(including IPOs/ESOPS), bonds and debentures and units of equity oriented
mutual funds 93.34 34.69
(v) Secured and unsecured advances to stockbrokers and guarantees issued
on behalf of stockbrokers and market makers 246.12 270.07
Total Exposure to Capital Market 350.87 330.69
(i + ii + iii + iv +v)
(vi) of (v) above, the total finance extended to stockbrokers for margin trading - -
Exposure to capital market sector for the current year has been computed in terms of RBI circular DBOD No. Dir. BC. 47/
13.07.05/2006-2007 dated December 15, 2006.
7.2 Single borrower limit and Group Borrower Limit:
During the year the Bank has not exceeded the prudential credit exposure limit in respect of Single Borrower and Group
Borrowers.
7.3 Exposure to country risk:
a) In terms of Reserve Bank of India circular No. DBOD BP.BC.72/21.04.018/ 2004-05 dated March 31, 2005, the
exposure of the Bank to country risk is as under:
(Rs. in crores)
Sr.No. Risk category ECGC March 31, March 31,
classification 2008 2007
1 Insignificant A1 211.09 165.98
2 Low A2 19.07 11.02
3 Moderate B1 71.63 28.80
4 High B2 7.18 4.37
5 Very High C1 2.31 3.45
6 Restricted C2 2.36 1.97
7 Off Credit D 0.27 0.00
Total 313.91 215.59
b) No provision is considered necessary against exposure to country risk.
(Information regarding Issuer composition of Non-SLR investments [Ref. items 2.2(a) and 2.2(b)], Business ratios
[Ref. items 5(v) and 5(vi)], Maturity pattern of assets and liabilities [Ref. item 6] and Lending to sensitive sectors [Ref.
item 7.1] have been compiled by the management and relied upon by the Auditors.)
8. Miscellaneous:
8.1 Disclosure of penalties imposed by RBI:
The Reserve Bank of India has not imposed any penalty on the Bank u/s 46(4) of the Banking Regulation Act, 1949.
8.2 Fixed Assets:
i) Cost of premises includes Rs.4.02 crores (previous year Rs. 4.02 crores) in respect of properties for which execution
of documents and registration formalities are in progress. Of these properties, the Bank has not obtained full possession
of one property having WDV of Rs. 1.89 crores (previous year Rs. 1.96 crores) and has filed a suit for the same.
55

SCHEDULES (Contd.)
ii) Operating leases:

Transaction – I
(Rs. in crores)
Particulars 2007-08 2006-07

Description of the asset Wind Turbine Generator–37 Nos.
Gross carrying amount 25.68 25.68
Accumulated depreciation 6.79 5.43
Depreciation recognized during the current year 1.36 1.36
Contingent Rent recognized during the year 4.37 5.31
Minimum Lease Payments (MLP) MLP based on the actual consumption
of electricity at the contracted rates
by the lessee. Accordingly, future
minimum lease payments are
indeterminate.
Transaction – II
(Rs. in crores)
Particulars 2007-08 2006-07
Description of the asset Wind Turbine Generator – 88 Nos.
Gross carrying amount 72.45 72.45
Accumulated depreciation 14.12 10.29
Depreciation recognized during the current year 3.83 3.83
Minimum Lease Payments (MLP)
Not later than one year 12.00 11.00
Later than one year and not later than five years 36.25 48.25
Later than five years - -
iii) All premises owned by the Bank were revalued during the year and the resultant increase of Rs. 240.78 crores was
credited to Revaluation Reserve. Depreciation aggregating to Rs. 0.97 crores on revalued assets has been adjusted
to Revaluation Reserve.
8.3 Other Assets:
i) ‘Non-banking assets acquired in satisfaction of claims’ includes vehicles repossessed by the Bank, which are readily
saleable, aggregating to Rs.56.54 crores (previous year Rs. 28.10 crores).
ii) Other assets include cash collateral (including liquidity facility) of Rs. 210.08 crores (previous year Rs. 260.19 crores)
and stock of gold on consignment basis of Rs. 28.97 crores (previous year Rs. 16.05 crores).
8.4 Other Liabilities and Provisions:
Included in ‘Other Liabilities – Others’ are credit balances in nostro accounts aggregating Rs. 59.04 crores (previous year
Rs. 50.67 crores).
8.5 Contingent Liabilities:
Claims against the Bank not acknowledged as debts comprise tax demands in respect of which the Bank is in appeal of
Rs. 148.07 crores (previous year Rs. 126.56 crores) and the cases sub-judice Rs. 88.55 crores (previous year Rs. 95.18
crores). The above are based on the management’s estimate, and no significant liability is expected to arise out of the
same.
8.6 Miscellaneous income includes recovery from bad debts written off Rs. 42.30 crores (previous year Rs. 96.97 crores),
lease rentals Rs. 19.69 crores (previous year Rs. 19.61 crores) and others (processing charges, cheque return charges
and depository services charges, etc.) Rs. 102.72 crores (previous year Rs. 88.97 crores).
56

SCHEDULES (Contd.)
9. Employee Stock Option Scheme (“ESOS”):

The shareholders of the Bank had approved Employee Stock Option Scheme (ESOS) on September 18, 2007, enabling the
Board and /or the Compensation Committee to grant such number of equity shares, including Options, of the Bank not exceeding
7% of the aggregate number of issued and paid up equity shares of the Bank, in line with the guidelines of the Securities &
Exchange Board of India (SEBI). Pursuant thereto, the Compensation Committee of the Bank granted 1,00,00,000 options.
The date of grant of options is effective March 18, 2008. The ESOS scheme is equity settled where in the employees will
receive equity shares.
Activity in options outstanding under Employees Stock Option Scheme:
Particulars No. of Options

Options outstanding at the beginning of the year NIL
Options granted during the year 1,00,00,000
Options exercised during the year NIL
Options forfeited / lapsed during the year NIL
Options outstanding at the end of the year 1,00,00,000
Options exercisable NIL
The Options are vested over a period of 3 years
Fair value methodology:

The fair value of options used to compute proforma net income and earnings per equity share have been estimated using the
Black-Scholes-Merton option pricing model. The Bank estimated the volatility based on one-year historical share prices. The
various assumptions considered in the Pricing model for ESOSs granted during the year ended March 31, 2008 are:
Average Dividend yield 14.30%

Expected Volatility 7.80%
Risk free Interest Rates 7.48% to 7.60%
Expected life of options 1 year to 3 years
Expected forfeiture NIL
Impact of fair value method on net profit and EPS:

Had the compensation cost for the Bank’s Employee Stock Option Scheme (ESOS) outstanding been determined based on
the fair value approach, the Bank’s net profit and earnings per share would have been as per the proforma amounts indicated
below:
(Rs. in crores)
Year ended
March 31, 2008
Profit attributable to Equity Share holders (Rs. in crores) (Net profit after tax) 75.05
Add : Stock based compensation expense accounted 0.51
Less: Stock based compensation expense determined under fair value based method (Proforma) 0.67
Net Profit (Proforma) 74.89
Weighted average number of equity shares outstanding during the year 319,807,936
Nominal value of Equity Shares (Rs.) 10
Basic Earnings per Share (Rs.) 2.35
Basic Earnings per Share (Rs.) (Proforma) 2.34
Diluted Earnings per Share (Rs.) (Reported) 2.35
Diluted Earnings per Share (Rs.) (Proforma) 2.34
57

SCHEDULES (Contd.)
10. Compliance with Accounting Standard:

10.1 Accounting Standard 5 – Net Profit or Loss for the period, prior period items and changes in accounting policies
(AS-5) :
There has been no material change in Accounting Policies adopted during the year ended March 31, 2008 from those
followed for the year ended March 31, 2007.
10.2 Employee Benefits (AS-15):
Gratuity:
The benefit of Gratuity is funded defined benefit plan. For this purpose the company has obtained a qualifying insurance
policy from LIC of India.
(Rs. in crores)
Particulars Gratuity (Funded)
March 31, 2008
Changes in the present value of the obligation
1 Present Value of obligation 01/04/2007 7.16
2 Interest Cost 0.52
3 Current Service Cost 1.69
4 Past Service Cost -
5 Benefits Paid (3.74)
6 Actuarial (gain) loss on Obligation 3.19
7 Present Value of obligation 31/03/2008 8.82
Reconciliation of opening and closing balance of the fair value of the Plan Assets
1 Fair value of Plan Assets 01/04/2007 5.04
2 Expected Return on Plan assets 0.47
3 Contributions 4.24
4 Benefits Paid (3.74)
5 Actual Return on Plan Assets 0.04
6 Fair Value of Plan Assets as at March 31, 2008 6.05
Profit & Loss - Expenses
1 Current Service Cost 1.69
3 Expected Return on Plan assets (0.47)
4 Net Actuarial gain (loss) recognised in the year 3.15
5 Expenses Recognised in the statement of Profit & Loss 4.89
Actuarial Assumptions
1 Discount Rate 8.00% and 7.50%*
2 Expected Rate of Return on Plan Assets 8.00%
3 Expected Rate of Salary Increase 4.00% and 3.50%*
* Pertains to the employees of Vehicle Finance Division.

Superannuation:
The Bank contributed Rs. 0.04 crores to the employee’s superannuation plan for the year ended March 31, 2008.
Leave Encashment:
The company provides benefits to its employees under the Leave Encashment pay plan, which is a non-contributory
defined benefit plan. The employees of the company during the tenure of their employment are entitled to receive Leave
Encashment upto 180 days leave to the credit of their account as at beginning of every year.
58

SCHEDULES (Contd.)
(Rs. in crores)
Particulars March 31, 2008
1 Actuarial Value of Present Value of Obligation (PVO) Opening Balance 8.14
3 Service Cost 0.91
4 Benefits paid (1.43)
5 Actuarial (gain) loss on Obligation 0.12
6 Present Value of Obligation 31/03/2008 8.39
Balance Sheet Statement
1 Present Value of Obligation as at 31.03.08 8.39
2 Un-funded Liability as at 31.03.08 8.39
3 Un-funded Liability recognised in Balance Sheet 8.39
Profit & Loss Account
2 Service Cost 0.91
3 Gain (loss) recognised in the year 0.12
4 Net Gain / Loss 1.68
Actuarial Assumptions
1 Discount Rate 8.00% and 8.20%*
2 Expected Rate of Salary Increase 5.00% and 6.00%*
* Pertains to the employees of Vehicle Finance Division.
10.3 Segment Reporting (AS-17):
The Bank operates in four business segments, viz. Treasury, Corporate/ Wholesale Banking, Retail Banking and Other
Banking Operations. There are no significant residual operations carried by the Bank.
Summary:
a) As at 31st March 2008:
(Rs. in crores)
Business Treasury Corporate/ Retail Other Total
Segments Wholesale Banking Banking
Banking
Particulars 2007-08 2007-08 2007-08 2007-08 2007-08
Revenue 491.09 1040.68 1244.11 24.40 2800.28
Less: Inter-segment Revenue (622.04)
Total Income 2178.24
Result (86.67) 60.15 271.66 2.17 247.31
Unallocated Expenses 51.12
Operating Profit 196.19
Income Taxes and Other Provisions 121.14
Net Profit 75.05
Other Information
Segment Assets 8242.34 3619.44 10082.15 - 21943.93
Unallocated Assets 1317.95
Total Assets 23261.88
Segment Liabilities 1045.66 11084.34 8435.72 - 20565.72

Unallocated Liabilities 2696.16
Total Liabilities 23261.88
59

SCHEDULES (Contd.)
b) As at 31st March 2007:

(Rs. in crores)
Business Segments Treasury Other Banking Total

Particulars 2006-07 2006-07 2006-07
Revenue 453.17 1612.40 2065.57
Less: Inter-segment Revenue (321.18)
Total Income 1744.39
Result (14.19) 234.84 220.65
Unallocated Expenses 49.07
Operating Profit 171.58
Income Taxes and Other Provisions 103.36
Net Profit 68.22
Tax Adjustments of Previous Years (1.00)
Amount available for appropriation 67.22
Other Information
Segment Assets 7756.20 12386.56 20142.76
Unallocated Assets 784.38
Total Assets 20927.14
Segment Liabilities 616.57 18937.93 19554.50
Unallocated Liabilities 1372.64
Total Liabilities 20927.14
Pursuant to the guidelines issued by the Reserve Bank of India on Accounting Standard 17 (Segment Reporting) –
Enhancement of disclosures dated April 18, 2007, effective March 31, 2008, the additional segments of Corporate/
Wholesale Banking and Retail banking have been included for the year ended March 31, 2008.
Segmental Results relating to the year ended March 31, 2007 have been disclosed based on reportable segments
then in force and are hence not comparable with the figures for the current year.
Geographic Segments:
The business operations of the Bank are largely concentrated in India. Activities outside India are restricted to
resource mobilization in the international markets. Since the Bank does not have material earnings emanating from
foreign operations, the Bank is considered to operate only in domestic segment.
10.4 Related party transactions (AS-18):
The following is the information on transactions with related parties:
Key Management Personnel :
Mr. Bhaskar Ghose, Managing Director (upto January 31, 2008),
Mr. S. Nagarajan, Jt. Managing Director (upto December 22, 2007),
Mr. Romesh Sobti, Managing Director (from February 1, 2008)
Associates: IndusInd Information Technology Limited
IndusInd Marketing and Financial Services Private Limited
(formerly known as Allfin Services & Solutions Private Limited)
Allfin Marketing Services Private Limited
Allfin Distribution Private Limited
IBL Services & Solutions Private Limited
Allfin Insurance Specialities Private Limited
Allfin Insurance Services Private Limited
Alfin Wind Energy (a division of Ashok Leyland Project Services Limited)
Subsidiaries: ALF Insurance Services Private Limited
60

SCHEDULES (Contd.)
Summarized transactions with related parties for the year ended March 31, 2008:
(Rs. in crores)
Items/ Related Party Parent Subsidiaries Associates Key Relatives Total
(as per Management of key
ownership Personnel Management
of control) Personnel
Deposits - 0.60 2.99 0.13 - 3.72
Advances - - 5.01 - - 5.01
Investments - 0.50 0.60 - - 1.10
Interest paid - 0.05 0.09 0.02 - 0.16
Interest received - - - - - -
Rendering of services - - 17.53 - - 17.53
Receiving of services - - 43.87 - 0.02 43.89
Receiving of services-
Capitalized - - 5.26 - - 5.26
Management Contracts - - - 2.14 - 2.14
Other liabilities (creditors for
expenses, security
deposits etc) - - 15.08 - - 15.08
Receivable of services - - 5.95 - - 5.95
The following balances represent the maximum balance payable to/ receivable from the related parties during the year
ended March 31, 2008:
(Rs. in crores)
Items/ Related Party Subsidiaries Associates Key Relatives Total
Management of key
Personnel Management
Personnel
Deposits 0.60 11.48 1.00 - 13.08
Advances - 8.55 0.15 - 8.70
Investments 0.50 0.60 - - 1.10
Receivable of services - 7.43 - - 7.43
Summarised Transactions with related parties for the year ended March 31, 2007:
(Rs. in crores)
Items/ Related Party Parent Subsidiaries Associates Key Relatives Total
(as per Management of key
ownership Personnel Management
of control) Personnel
Deposits - 0.55 6.12 0.75 - 7.42
Advances - - 6.50 0.15 - 6.65
Investments - 0.50 0.60 - - 1.10
Interest paid - 0.04 0.09 - - 0.13
Interest received - - 0.01 0.01 - 0.02
Rendering of services - - 11.40 - - 11.40
Receiving of services - - 35.56 - - 35.56
Receiving of services-Capitalized 2.25 2.25
Management Contracts - - - 1.04 - 1.04
Sale of Shares 9.50 9.50
Redemption of Preference Shares 3.40 3.40
Profit on sale of shares - - 8.00 - - 8.00
Dividend on Preference shares - - 0.03 - - 0.03
Receivable of services - - 5.51 - - 5.51
61

SCHEDULES (Contd.)
The following balances represent the maximum balance payable to/ receivable from the related parties during the year ended
March 31, 2007:
(Rs. in crores)
Items/ Related Party Subsidiaries Associates Key Relatives Total
Management of key
Personnel Management
Personnel
Deposits 1.14 20.98 0.97 0.03 23.12
Advances - 13.10 0.15 - 13.25
Investments 0.50 8.50 - - 9.00
Receivable of services - 5.51 - - 5.51
10.5 The Bank does not have any non-cancelable operating leases during the year, where it is the lessee.
10.6 Earnings per share: (AS-20):
The numerators and denominators used to calculate the earning per share as per AS-20 are as under:
Year ended Year ended
March 31, March 31,
2008 2007
Net Profit as Reported (Rs. in crores) 75.05 67.22
Net Profit (Proforma) 74.89
Weighted average number of equity shares outstanding during the year 319,807,936 290,479,227
Nominal value of Equity Shares (Rs.) 10 10
Basic Earnings per Share (Rs.) 2.35 2.31
Basic Earnings per Share (Rs.) (Proforma) 2.34 -
Diluted Earnings per Share (Rs.) (Reported) 2.35 2.31
Diluted Earnings per Share (Rs.) (Proforma) 2.34 -
10.7 ALF Insurance Services Pvt. Ltd., subsidiary of the Bank, is yet to commence operations for want of necessary regulatory
approvals. Accordingly, no consolidated financial statements have been drawn up as per AS-21 “Consolidated Financial
Statements”.
10.8 Taxation:
(a). Provision for tax has been made after considering contingency provision as admissible deduction.
(b). Deferred Tax (AS-22): The major components of deferred tax assets/ liabilities as on March 31, 2008 are as under:
(Rs. in crores)
Timing difference on account of : 31.03.2008 31.03.2007

Deferred Tax Deferred Tax
Assets Liabilities Assets Liabilities
Difference between book depreciation and
depreciation under the Income Tax Act, 1961 - 34.81 - 36.16
Difference between Provisions for doubtful debts
and advances and amount allowable under
Section 36(1)(viia) of the Income Tax Act, 1961 55.62 - 42.57 -
Interest on securities - 26.88 - 19.61
Income Recognition 0.01 - 0.01 -
Others 1.82 - 2.09
Sub-total 57.45 61.69 44.67 55.77
Net closing balance carried to Balance Sheet
(included in Sch. V – Others) 4.24 11.10
62

SCHEDULES (Contd.)
10.9 “Provisions and Contingencies” as charged to Profit and Loss account for the year consist of :
(Rs. in crores)
March 31, March 31,

2008 2007
i) Income Tax / Wealth Tax / Deferred Tax/ Fringe Benefit Tax 39.23 39.16
ii) Depreciation on Investments 3.63 2.31
iii) Provision for non-performing assets including bad debts written off 60.90 55.92
iv) Provision towards Standard Assets 7.45 9.80
v). Other provisions and contingencies towards write off of other assets/
contingent obligations 9.93 (3.83)
Total 121.14 103.36
10.10 In the opinion of the Bank there is no impairment of its fixed Assets to any material extent as at March 31, 2008 requiring
recognition in terms of Accounting Standard 28.
11. A. Customer Complaints:
2007-08 2006-07
(a) No. of complaints pending at the beginning of the year 39 33
(b) No. of complaints received during the year 182 173
(c) No. of complaints redressed during the year 177 167
(d) No. of complaints pending at the end of the year 44 39
B. Awards passed by the Banking Ombudsman:

2007-08 2006-07
(a) No. of unimplemented Awards at the beginning of the year Nil Nil
(b) No. of Awards passed by the Banking Ombudsmen during the year Nil Nil
(c) No. of Awards implemented during the year Nil Nil
(d) No. of unimplemented Awards at the end of the year Nil Nil
(Complied by management and relied by auditors)

12. Suppliers/ service providers covered under Micro, Small Medium Enterprises Development Act, 2006, have not furnished the
information regarding filing of necessary memorandum with the appropriate authority. Hence, information required to be disclosed
under section 22 of the said Act is not given.
13. Previous year’s figures have been regrouped/ reclassified wherever necessary.
63

CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2008
(Rs. in crores)
For the year For the year
ended 31.3.2008 ended 31.3.2007
A. Cash Flow from Operating Activities
Net Profit after taxes 75.05 67.22
Adjustments for non-cash charges :
Depreciation on Fixed Assets 40.16 34.09
Provision on Investments 3.63 2.31
Tax Provisions (Income Tax/ Wealth Tax/ Deferred Tax) 39.23 40.15
Employees Stock Option Expenses 0.51 0
Loan loss and Other Provisions 37.29 61.90
Interest on Tier II / Upper Tier II bonds (treated separately) 76.58 57.29
(Profit) / Loss on sale of fixed assets (14.70) 0.61
Operating Profit before Working Capital changes 257.75 263.57
Adjustments for :
Increase in trade and Other Receivables (Advances and Other Assets) (1769.75) (1734.78)
Increase in Inventories (Investments) (741.67) (484.06)
Increase in Trade Payables (Deposits, Borrowings and Other Liabilities) 1991.82 2874.22
Cash generated from Operations (261.85) 918.95
Direct taxes paid (65.26) (34.94)
Net Cash from Operating Activities (327.11) 884.01
B. Cash Flow from Investing Activities
Purchase of Fixed Assets (56.98) (65.40)
Sale of Fixed Assets (Proceeds) 15.75 0.72
Net Cash used in Investing Activities (41.23) (64.68)
C. Cash Flow from Financing Activities
Proceeds from GDR issue - Capital - 29.49
- Premium - 116.47
Dividends paid (22.45) 0
Proceeds from Issue of Unsecured Non- Convertible Redeemable
Subordinated Tier II Bonds 50.00 50.00
Proceeds from Unsecured Non-convertible Redeemable Non-Cumulative
Subordinated Upper Tier II Bonds 208.90
Redemption of Sub-ordinated Tier II capital (52.00)
Interest on Tier II / Upper Tier II bonds (76.58) (57.29)
Net Cash used in Financing Activities (49.03) 295.57
Net increase in Cash and Cash Equivalents (417.37) 1114.90
Cash and Cash Equivalents as on the first day of the year 2595.40 1480.50
Cash and Cash Equivalents as on the last day of the year 2178.03 2595.40
Notes :
1. The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3 on Cash
Flow Statement issued by the Institute of Chartered Accountants of India (ICAI).
2. Figures in brackets indicate cash outflow.
3. Refer to note 15 under Schedule No. XVII.
4. Previous year’s figures have been regrouped and recast to conform to the current year’s classification.



Place : Mumbai
64

US DOLLARS DENOMINATED BALANCE SHEET AS AT MARCH 31, 2008

(Millions of US$)
1 USD = Rs. 39.985 As at 31.03.08 As at 31.03.07
CAPITAL AND LIABILITIES
Capital 80.03 80.03
Employee Stock Options Outstanding 0.13 0.00
Reserves and Surplus 257.40 184.27
Deposits 4,761.14 4,412.86
Borrowings 273.96 148.18
Other Liabilities & Provisions 444.99 408.41
TOTAL 5,817.65 5,233.75
ASSETS
Cash and Balances with Reserve Bank of India 381.71 255.39
Balances with Banks and Money at Call and Short Notice 163.00 393.70
Investments 1,658.04 1,473.47
Advances 3,200.03 2,772.09
Fixed Assets 156.35 92.43
Other Assets 258.52 246.67
TOTAL 5,817.65 5,233.75
Contingent Liabilities 7,748.39 5,192.38
Bills for Collection 440.47 365.48
PROFIT AND LOSS ACCOUNT FOR THE ENDED 31ST MARCH 2008
(Millions of US$)
1 USD = Rs. 39.985 Year ended Year ended
31.3.08 31.3.07
I INCOME
Interest Earned 480.23 375.20
Other Income 64.53 61.06
TOTAL 544.76 436.26
II EXPENDITURE
Interest Expended 395.11 307.33
Operating Expenses 100.59 86.02
Provisions and Contingencies 30.29 25.85
TOTAL 525.99 419.20
III PROFIT 18.77 17.06
Less: Tax Adjustments of previous years 0.00 0.25
AMOUNT AVAILABLE FOR APPROPRIATION 18.77 16.81
IV. APPROPRIATIONS
Transfer to
a) Statutory Reserve 4.69 4.26
b) Capital Reserve 0.56 0.55
c) Dividend (Proposed) 4.80 4.80
d) Corporate Dividend Tax 0.82 0.82
10.87 10.43
Balance carried over to Balance Sheet 7.90 6.38
TOTAL 18.77 16.81
65

SUBSIDIARY COMPANY
ALF Insurance Services Private Limited
DIRECTORS’ REPORT (ii) In our opinion, proper books of account as required by law have been kept by the
company so far as appears from our examination of those books;
Your Directors are pleased to present the Fifth Annual Report along with the audited accounts for the (iii) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement
year ended March 31, 2008. with the books of account;
(iv) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report
Financial Performance: comply with the accounting standards referred to in sub-section (3C) of section 211 of
(in Rupees) the Companies Act, 1956;
Particulars Year ended Year ended (v) On the basis of written representations received from the Directors, as on 31st March
March 31, March 31, 2008 and taken on record by the Board of Directors, we report that none of the Directors
2008 2007 is disqualified as on 31st March 2008 from being appointed as a Director in terms of
Interest Income 5,61,847 3,18,257 clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;
Total Income 5,61,847 3,18,257 (vi) In our opinion and to the best of our information and according to the explanations given
Administrative and Other Expenses 48,324 29,588 to us, the said accounts give the information required by the Companies Act, 1956, in the
manner so required and give a true and fair view in conformity with the accounting
Total Expenditure 48,324 29,588 principles generally accepted in India:
Net Profit before Tax 5,13,523 2,88,669 (a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st
Preliminary Expenses written off 3,210 3,210 March 2008,
Provision for Taxation 1,75,316 1,00,695 (b) in the case of the Profit and Loss Account of the Profit for the year ended on that
Profit After Tax 3,34,997 1,84,764 date.
Profit brought forward from previous year 5,07,638 3,22,874 For PRASAD & SRINATH
Profit carried to Balance Sheet 8,42,635 5,07,638 Chartered Accountants
Business
Your Company is in the Business of Insurance Corporate Broking. S.PRASAD
Outlook for the future Partner
Upon getting license from IRDA, your Company will be doing business with all the public sector M.No.12847
companies namely, New India Assurance Company Limited, Oriental Insurance Company Limited, Place: Chennai
United India Insurance Company Limited and National Insurance Company Limited. Date: May 26, 2008
Board of Directors
Mr. S .T. Krishnekumaar, Director, retires by rotation and he being eligible, offers himself for ANNEXURE
re-appointment. Referred to in paragraph 3 of our report of even date,
Directors’ Responsibility Statement 1) The Company does not have any Fixed Asset and hence maintenance of register and physical
a) In the preparation of annual accounts for the period ended March 31, 2008 the applicable verification does not arise.
accounting standards have been followed by the Company. 2) The Company does not have any stock of inventory and hence reporting on physical verification
does not arise.
b) The Directors have selected such accounting policies and applied them consistently and made 3) a) The Company has neither granted nor taken any loans, secured or unsecured to/from
judgments and estimates that are reasonable and prudent so as to give a true and fair view of companies, firms, or other parties covered in the register maintained under section 301 of
the state of affairs of the Company as at March 31, 2008 and the profit of the Company for the the Companies Act, 1956.
period ended on that date.
4) In our opinion and according to the information and explanations given to us, there is an
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting adequate internal control system commensurate with the size of the company and the nature
records in accordance with the provisions of the Companies Act, 1956 for safeguarding the of its business. During the course of our audit, we have not observed any continuing failure to
assets of the Company and for preventing and detecting fraud and other irregularities. correct major weaknesses in internal system.
d) The accounts of the Company have been prepared on a going concern basis. 5) a) According to the information and explanations given to us, we are of the opinion that the
Auditors transactions that need to be entered into the register maintained under section 301 of the
M/s. Prasad & Srinath, Chartered Accountants, Chennai, retire at the ensuing Annual General Companies Act, 1956 have been so entered.
Meeting and are eligible for re-appointment. b) None of the said transactions have exceeded Rs.5 Lakhs in value in respect of any party in
one financial year.
Secretarial Compliance Certificate
6) The Company has not accepted deposits from the Public during the year.
Secretarial Compliance Certificate pursuant to Section 383A of the Companies Act issued by Mr. G. 7) The Company does not have separate internal audit system. However, in our opinion the
Ramachandran, Company Secretary in practice is attached and the same forms part of this report. existing internal control procedures are sufficient considering the size and nature of business
Particulars of employees of the Company.
None of the employees are covered under Section 217(2A) of the Companies Act read with Companies 8) The Central Government has not prescribed maintenance of any cost records under Section
(Particulars of Employees) Rules, 1975. 209 (1) (d) of the Companies Act, 1956.
Conservation of Energy, Technology absorption and Foreign Exchange Earning / Outgo 9) a) The Company is regular in depositing applicable undisputed statutory dues with appropriate
Your Company has no activities relating to Conservation of Energy or Technology Absorption. Your statutory authorities.
Company did not have any foreign earnings or outgo. b) According to the information and explanations given to us, there were no disputed amounts
payable in respect of Income tax, Wealth tax, Sales tax, Customs duty, Excise duty,
Acknowledgement Service tax and Cess as at 31.03.2008 for a period of more than six months from the date
Your Directors wish to place on record their deep appreciation for the whole-hearted and sincere co- they became payable.
operation from its Bankers. Your Directors also wish to place on record their appreciation for the 10) The Company does not have accumulated losses. The Company has not incurred cash losses
unstinted co-operation and support extended by all the employees in achieving the performance of during the year covered by our audit and the immediately preceding year.
your Company. 11) The Company does not have any dues to a bank or to a financial institution or to Debenture
On behalf of the Board of Directors holders.
12) The Company has not granted any loans and advances on the basis of security by way of
C. M. Samabsivam pledge of shares, debentures and other securities.
S. T. Krishnekumaar 13) The Company is not a chit fund or a nidhi/ mutual benefit fund/ society. Therefore, the provisions
Directors of clause 4(xiii) of the Companies (Auditors’ Report) Order, 2003 are not applicable to the
Chennai Company.
May 26, 2008 14) The Company is not dealing in or trading in shares, securities, debentures and other investments.
Therefore, the provisions of clause 4(xiv) of the Companies (Auditors’ Report) Order, 2003 are
AUDITORS’ REPORT not applicable to the Company.
Auditors’ Report to the members of ALF Insurance Services Private Limited 15) The Company has not given any guarantee for loans taken by others from banks or financial
institutions.
1. We have audited the attached balance sheet of ALF Insurance Services Private Limited as at 16) The Company does not have any term loan.
31st March 2008, and the Profit and Loss Account for the year ended on that date annexed
thereto. These financial statements are the responsibility of the company’s management. Our 17) The Company has not raised funds on short-term basis.
responsibility is to express an opinion on these financial statements based on our audit. 18) The Company has not made any preferential allotment of shares to parties and companies
covered in the register maintained under section 301 of the Act.
2. We conducted our audit in accordance with the auditing standards generally accepted in India.
Those Standards require that we plan and perform the audit to obtain reasonable assurance 19) The Company has not issued any debentures.
about whether the financial statements are free of material misstatement. An audit includes 20) The Company has not raised money by way of public issues.
examining, on a test basis, evidence supporting the amounts and disclosures in the financial 21) During the course of our examination of the books of account carried out in accordance with
statements. An audit also includes assessing the accounting principles used and significant the generally accepted auditing practices in India, we have neither come across any instance
estimates made by management, as well as evaluating the overall financial statement of fraud on or by the Company, noticed or reported during the year, nor have we been informed
presentation. We believe that our audit provides a reasonable basis for our opinion. of such case by the management.
3. As required by the Companies (Auditors’ Report) Order, 2003 as amended by the Companies For PRASAD & SRINATH
(Auditors’ Report) (Amendment) Order, 2004, issued by the Government of India in terms of Chartered Accountants
sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the said Order. S. PRASAD
Partner
4. Further to our comments in the Annexure referred to above, we report that: M.No.12847
(i) We have obtained all the information and explanations, which to the best of our knowledge Place: Chennai
and belief were necessary for the purposes of our audit; Date: May 26, 2008
66
66 — Ceps-3 --- D:\Sales\Mohan\Indusind 9-7-08/\ALF Insurance 2008/pravin.9.7-skg-9-7-skg-22-7\vk31-7\AMD\21-8

BALANCE SHEET AS AT MARCH 31, 2008 SCHEDULES TO ACCOUNTS

March 31, March 31,
SOURCE OF FUNDS SCH March 31, March 31, 2008 2007
2008 2007 Rs. Rs. Rs. Rs.
Rs. Rs. Rs. Rs. 1. SHARE CAPITAL
Shareholders’ Funds Authorised
Share Capital 1 50,00,000 50,00,000 5,00,000 Equity Shares of
Reserves and Surplus 2 8,42,635 5,07,638 Rs.10/- each 50,00,000 50,00,000
Total 58,42,635 55,07,638 Issued, Subscribed and Paid up
5,00,000 equity shares of
APPLICATION OF FUNDS Rs.10/- each 50,00,000 50,00,000
Current Assets Loans and Advances 3 62,28,889 57,12,776 [The entire capital is held by
IndusInd Bank Ltd. and it’s nominees]
Less: Current Liabilities and Provisions 4 3,86,254 2,08,348
Net Current Assets 58,42,635 55,04,428 2. RESERVES AND SURPLUS
Preliminary Expenses - 3,210 Profit and Loss Account 8,42,635 5,07,638
Total 58,42,635 55,07,638 TOTAL 8,42,635 5,07,638
Schedules and Notes to the Accounts form part of this Balance Sheet 3. CURRENT ASSETS, LOANS AND
ADVANCES
As per our report of even date Interest Receivable 3,88,733 3,00,054
Tax Deducted at source 2,37,683 1,23,611
For and on behalf of For and on behalf of the Board
PRASAD & SRINATH Advance Tax Paid 11,206 0
Chartered Accountants Bank Balance (with Scheduled Bank)
In Current Account 32,832 89,772
S. PRASAD C.M.SAMBASIVAM S.T.KRISHNEKUMAAR In Fixed Deposit Account 55,58,435 51,99,339
Partner Director Director
M.NO.12847 62,28,889 57,12,776
Place : Chennai 4. Current Liabilities & Provisions

Date : May 26, 2008
a) Current liabilities
PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED Sundry Creditors 15,303 12,713
MARCH 31, 2008 b) Provisions
Provision for Taxation 3,70,951 1,95,635
March 31, March 31,
3,86,254 2,08,348
2008 2007
SCH Rs. Rs.
INCOME 5. Administrative Expenses
Interest On Fixed Deposit 5,61,847 3,18,257 Rates & Taxes 13,956 1,528
(TDS: Rs.114072; previous year Rs.86812)
Professional Charges 21,766 16,836
TOTAL INCOME (A) 5,61,847 3,18,257 Audit Fees(including service tax):
Statutory Audit Fees 11,236 11,224
EXPENDITURE
Certification 1,124 0
Administration 5 48,324 29,588 Bank Charges 242 0
Preliminary Expenses written -off 3,210 3,210
48,324 29,588
TOTAL EXPENDITURE (B) 51,534 32,798
Profit Before Tax (A-B) 5,10,313 2,85,459

Less: Provision for Taxation 1,73,454 96,157
Less: Provision for Taxation (for Prior Period) 1,862 4,538 ACCOUNTING POLICIES
Profit after Tax 3,34,997 1,84,764 1. Revenue Recognition
Profit brought forward from previous year 5,07,638 3,22,874 1.1 Interest on Fixed Deposit is accounted on accrual basis.
Profit carried to Balance Sheet 8,42,635 5,07,638 1.2 Retirement Benefits
The Company does not have any employees and hence provision towards gratuity and
encashment of leave has not been made in accounts.
Schedules and Notes to the Accounts form part of this Balance Sheet
2. The Company does not have any deferred tax liability.
As per our report of even date 3. The figures have been rounded off to nearest rupee.
4. Previous year figure have been regrouped wherever necessary.
For and on behalf of For and on behalf of the Board
PRASAD & SRINATH For and on behalf of For and on behalf of the Board
Chartered Accountants PRASAD & SRINATH
Chartered Accountants
S. PRASAD C.M.SAMBASIVAM S.T.KRISHNEKUMAAR
Partner Director Director S. PRASAD C.M.SAMBASIVAM S.T.KRISHNEKUMAAR
M.NO.12847 Partner Director Director
M.NO.12847
Place : Chennai
Date : May 26, 2008 Place : Chennai
Date : May 26, 2008
67

STATEMENT PURSUANT TO SEC.212 (1) (E) OF THE COMPANIES ACT, 1956
RELATING TO SUBSIDIARY COMPANY AS ON MARCH 31, 2008.
1 Name of the Subsidiary Company : ALF Insurance Services Pvt. Ltd.
2 Financial Year ending : March 31, 2008
3 Holding Company’s Interest : 4,99,998 equity shares of Rs.10/- face value.
4 Extent of holding : 100%
5 Profit (Loss) for the financial year of the subsidiary so far as it concerns : Rs.3,34,997
the member of the holding company and not dealt with in the books of
accounts of the holding company
6 Profit (Loss) for the financial year of the subsidiary so far as it concerns : Rs. Nil
the member of the holding company and dealt with in the books of
accounts of the holding company
7 Profit (Loss) for the previous financial year of the subsidiary so far as it : Rs.1,84,764
concerns the member of the holding company and dealt with in the
books of accounts of the holding company
8 Profit (Loss) for the previous financial year of the subsidiary so far as it : Rs. Nil
concerns the member of the holding company and dealt with in the
books of accounts of the holding company
INDUSIND BANK - LAST 10 YEARS

(Rs. in crores)
1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
Deposits 5018 6546 7187 8400 8598 11200 13114 15006 17645 19037
Advances 2662 3677 4237 5574 5348 7812 9000 9310 11084 12795
Capital 159 159 159 159 219 290 291 291 320 320
Reserves & Surplus 370 374 385 403 383 510 539 576 737 1029
Borrowings 41 55 41 87 237 2310 611 535 593 1095
Investments 2095 2731 2494 2485 2535 3972 4069 5410 5892 6630
Interest Income 594 637 729 710 743 986 1134 1188 1500 1920
Other Income 83 145 116 184 258 345 251 189 244 258
Interest Expenses 479 501 569 547 558 669 719 873 1229 1580
Operating Expenses(excluding depreciation) 66 68 75 74 93 180 220 281 310 362
Operating Profit(before depreciation) 132 213 201 273 350 482 446 223 205 236
Provisions & Contingencies(including depreciation) 95 157 160 222 260 220 236 186 137 161
Net Profit 37 56 41 51 90 262 210 37 68 75
Number of branches 26 27 32 40 53 61 115 137 170 180
Number of Extn. Counters 3 4 4 7 10 12 9 8 0 0
Number of OSAs 0 0 0 30 64 80 80 83 99 183
68

Bihar Valsad Mangalore Jabalpur

Branch Network Patna
Email: vamr@indusind.com Email: maka@indusind.com Email: jamp@indusind.com
Tel: (02632) 254665, 254666 Tel: (0824) 2425101 / 102 Tel: (0761) 4006180, 4010100
Andhra Pradesh Email: parp@indusind.com
Tel: (0612) 2500938 Vapi Marathalli Maharashtra
Ananthapur Email: mrka@indusind.com
Chandigarh Email: vach@indusind.com
Email: anap@indusind.com Tel: (080) 25233405, 65358822 Andheri
Tel: (0260) 2425175, 2428129
Tel: (08554) 244955, 249373 Chandgarh Email: boan@indusind.com
Warasia Mysore Tel: (022) 28237636 - 40
Banjara Hills Email: chss1@indusind.com
Email: baph@indusind.com Email: myka@indusind.com
Email: hyme@indusind.com Tel: (0172) 5001872 / 3
Tel: (0265) 2512595, 2512597 Tel: (0821) 4252061, 4262899 Aurangabad
Tel: (040) 23545274 / 47 Mohali Email: aumh@indusind.com
Haryana Shimoga
Chittoor Email: moha@indusind.com Tel: (0240) 2353760 / 56
Email: shka@indusind.com
Email: chap@indusind.com Tel: (0172) 5020821 / 832
Gurgaon Tel: (08182) 227722 Bandra
Tel: (08572) 221166, 230044 Chattisgarh Email: guud@indusind.com Email: basv@indusind.com
Kerala
Gajuwaka Ambikapur Tel: (0124) 2388883 - 5 Tel: (022) 26457800 / 8320
Email: gaju@indusind.com Email: amch@indusind.com Alappuzha
Hissar Chembur
Tel: (0891) 2514125, 2758223 Tel: (07774) 231802 / 3 Email: alke@indusind.com
Email: hiha@indusind.com Email: boch@indusind.com
Tel: (0477) 2230888 / 0997
Gudivada Jagdalpur Tel: (01662) 226340 / 2 Tel: (022) 25260881/82/85
Email: gdap@indusind.com Email: jgch@indusind.com Kakkanad
Karnal Email: koka@indusind.com Dadar
Tel: (0867) 249033, 249044 Tel: (07782) 222039 / 6091
Email: kaha@indusind.com Tel: (0484) 2413252 / 3211 Email: boda@indusind.com
Guntur Raipur Tel: (0184) 2268955 /56 Tel: (022) 24167911/17
Email: guap@indusind.com Email: raja@indusind.com Kannur
Panchkula Email: kake@indusind.com Fort
Tel: (08674) 2331001 / 2 Tel: (0771) 4033401 / 02
Email: panc@indusind.com Tel: (0497) 2705944, 3259660 Email: boms@indusind.com
Hyderabad Goa Tel: (0172) 5024380 / 4389 Tel: (022) 66366580 - 83
Email: hybe@indusind.com Kattappana
Madgaon Rohtak Email: ktke@indusind.com
Tel: (040) 27907660 / 64 Kandivali
Email: goma@indusind.com Email: roha@indusind.com Tel: (04868) 252470/71 Email: boka@indusind.com
Kadapa Tel: (0832) 2712238 – 42 Tel: (01262) 645715, 645669 Tel: (022) 28022079 / 80
Email: kaap@indusind.com Kazhakuttom
Panjim Email: katc@indusind.com
Tel: (08562) 243411 Himachal Pradesh Kolhapur
Email: gopa@indusind.com Tel: (0471) 2527550/1/2 Email: komh@indusind.com
Kodad Tel: (0832) 2429044 / 46 Shimla
Kochi Tel: (0231) 6512007/8
Email: koap@indusind.com Email: hhp@indusind.com
Gujarat
Tel: (08683) 256043 Tel: (0177) 2654187, 2652217 Email: koch1@indusind.com
Lokhandwala
Ahmedabad Tel: (0484) 2360888, 4422288 Email: bolo@indusind.com
Kurnool Email: ahar@indusind.com Jammu & Kashmir
Kollam Tel: (022) 66951107 -10
Email: kuap@indusind.com Tel: (079) 26426104 – 8 Srinagar Email: klke@indusind.com
Tel: (08518) 223425, 325420 Mahim
Amalsad Email: srjk@indusind.com Tel: (0474) 2766985 / 86
Tel: (0194) 2480755, 2480772 Email: bavs@indusind.com
Miryalaguda Email: amgu@indusind.com
Kottayam Tel: (022) 24455301, 24455563
Email: miap@indusind.com Tel: (02634) 273006 /07 / 11
Jharkhand Email: koke@indusind.com
Tel: (08689) 243050 Mulund
Bardoli Tel: (0481) 2303615, 2351737
Nellore Bokaro Email: bomu@indusind.com
Email: bard@indusind.com
Email: bojh@indusind.com Malappuram Tel: (022) 25927080 / 6808
Email: neap@indusind.com Tel: (02622) 229375 / 329
Tel: (06542) 233418 / 20 Email: make@indusind.com
Tel: (0861) 2306369, 6522208 Nagpur
Baroda Tel: (0483) 2735810, 3256575
Seethummadhara Email: baap@indusind.com Dhanbad Email: nass@indusind.com
Email: dhbm@indusind.com Palakkad Tel: (0712) 2547456, 2534188
Email: vjfs@indusind.com Tel: (0265) 2332409, 2326113
Tel: (0326) 2305700, 2309888 Email: pala@indusind.com
Tel: (0891) 2707326 / 29
Bhavnagar Tel: (0491) 2573900 / 901 Nariman Point
Vijayawada Email: bhgu@indusind.com Hazaribagh Email: bonp1@indusind.com
Email: hajh@indusind.com Perinthalmanna
Email: viap@indusind.com Tel: (0278) 2512055 / 2011 Tel: (022) 22022404 / 415
Tel: (06546) 224920 / 922 Email: peke@indusind.com
Tel: (0866) 2492633/44
Dharmaj Tel: (04933) 224600 / 1 Opera House
Visakhapatnam Email: dhar@indusind.com Jamshedpur Email: booh@indusind.com
Tel: (02697) 245096, 245102 Thiruvalla
Email: cdwa@indusind.com Email: jajh@indusind.com Tel: (022) 23857474 / 9494
Email: tike@indusind.com
Tel: (0891) 2702202 / 198 Tel: (0657) 3294929, 2756115
Gandhidham Tel: (0469) 2600241 /243 Panvel
Warangal Email: gagu@indusind.com Ranchi Email: pamr@indusind.com
Tel: (02836) 233541, 324789 Thiruvananthapuram
Email: waan@indusind.com Email: ramr@indusind.com Tel: (022) 27483252
Email: trmg@indusind.com
Tel: (0870) 2433555 Hazira Tel: (0651) 2330137, 2330147
Tel: (0471) 2339931, 2339932 Pune
Assam Email: hzgu@indusind.com Karnataka Thrissur Email: pugt@indusind.com
Tel: (0261) 2861223, 2861224
Dibrugarh Email: tris@indusind.com Tel: (020) 26343201 / 238
Bangalore
Email: dias@indusind.com Jamnagar Tel: (0487) 2323178, 2322762
Email: bgmg@indusind.com. Thane
Tel: (0373) 2323756, 2323759 Email: jagu@indusind.com
Tel: (080) 25592318 / 19 Madhya Pradesh Email: both@indusind.com
Tel: (0288) 2664322 / 5760
Guwahati Tel: (022) 25390387 / 88
Mehsana Basavanagudi Bhopal
Email: gugs@indusind.com Email: bgjn@indusind.com
Email: magu@indusind.com Email: bhnm@indusind.com Vashi
Tel: (0361) 2452864, 2463503 Tel: (080) 26610251-54
Tel: (02762) 241492 / 93 Tel: (0755) 4228090 /91 Email: bova@indusind.com
Jorhat Tel: (022) 27830026 / 1028
Morbi Bidadi Chhindwara
Email: joas@indusind.com Email: bika@indusind.com Email: chmp@indusind.com
Email: morb@indusind.com Mizoram
Tel: (0376) 2301408 Tel: (080) 27204805 Tel: (07162) 245204, 247917
Tel: (02822) 251808 / 260
Silchar Aizawl
Rajkot Bommassandra Gwalior Email: aimi@indusind.com
Email: sias@indusind.com Email: gwmp@indusind.com
Email: rara@indusind.com Email: bmka@indusind.com
Tezpur Tel: (0281) 2461893 / 94 Tel: (08110) 27836556 / 6557 Tel: (0751) 2235564 / 65 New Delhi
Email: teas@indusind.com
Surat Hubli Indore Barahkhambha
Tinsukia Email: surr@indusind.com Email: huka@indusind.com Email: inab@indusind.com Email: debk@indusind.com
Email: tias@indusind.com Tel: (0261) 2366823 / 24 Tel: (0836) 2358263 / 64 Tel: (0731) 2542696 / 7 / 8 Tel: (011) 23738040 / 8408
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Janakpuri Bikaner Madurai Noida
Email: dejp@indusind.com Email: bira@indusind.com Email: matn@indusind.com Email: nogb@indusind.com
Tel: (011) 41000141 – 43 Tel: (0151) 2201790, 2201793 Tel: (0452) 2520421, 2522850 Tel: (0120) 2517416 – 20
Nehru Place Jaipur Namakkal Varanasi

Email: denp@indusind.com Email: jach@indusind.com Email: natn@indusind.com Email: vams@indusind.com
Tel: (011) 26481119 / 20/ 36 Tel: (0141) 2387301-05 Tel: (04286) 231722 / 0064 Tel: (0542) 2207982 -5
Preet Vihar Jhunjhunu R. S. Puram Uttaranchal

Email: depv@indusind.com Email: jhra@indusind.com Email: cokm@indusind.com
Tel: (011) 22051623 /32 Tel: (01592) 236319, 236728 Dehradun
Tel: (0422) 2541409 / 29
Email: derr@indusind.com
Punjabi Bagh Jodhpur Tel: (0135) 2740411, 2740522
Salem
Email: depb@indusind.com Email: josr@indusind.com
Email: satn@indusind.com
Tel: (011) 25220037/38 Tel: (0291) 5102288 / 2289 West Bengal
Tel: (0427) 2443292, 2449517
Orissa Kota Asansol
Sankari
Email: kora@indusind.com Email: aswb@indusind.com
Balasore Email: sntn@indusind.com
Tel: (0744) 2366677 – 80 Tel: (0341) 2215665-8
Email: baor@indusind.com Tel: (04283) 241600
Tel: (06782) 240274 / 6 Nagaur Burra Bazar
Email: nara@indusind.com Sivakasi
Email: cakk@indusind.com
Barbil Email: sitn@indusind.com
Tel: (01582) 247184, 247185 Tel: (033) 22594856, 22594819
Email: bror@indusind.com Tel: (04562) 276736
Tel: (06767) 276821 Nasirabad Durgapur
Email: nsra@indusind.com Tiruchirapalli Email: duwb@indusind.com
Bhubaneswar Email: titn@indusind.com
Tel: (01491) 220452, 220456 Tel: (0343) 2543520/21
Email: bhkn@indusind.com Tel: (0431) 2412237
Tel: (0674) 2536124 / 6125 Shahpura Gariahat
Email: shra@indusind.com Tirupur Email: caga@indusind.com
Cuttack
Tel: (01422) 225388, 517231 Email: tico@indusind.com Tel: (033) 24653731 - 33
Email: cuor@indusind.com
Tel: (0421) 2242875, 2242885
Tel: (0671) 2321341 / 42 / 43 Sumerpur Kharagpur
Guali Email: sura@indusind.com Vellore Email: khwb@indusind.com
Email: guor@indusind.com Tel: (02933) 258127 / 128 Email: veta@indusind.com Tel: (03222) 228328/30
Tel: (06767) 244190 / 91 Tel: (0416) 2222263 / 43
Udaipur Kolkatta
Joda Email: udra@indusind.com Tripura Email: caps@indusind.com
Email: joor@indusind.com Tel: (0294) 2417294 / 295 Tel: (033) 30212400 / 01
Agartala
Punjab Sikkim Email: agtr@indusind.com Malda
Tel: (0381) 2320040, 2320061 Email: mawb@indusind.com
Amritsar Gangtok
Email: gasi@indusind.com Tel: (03512) 265762 / 5769
Email: ampu@indusind.com Dharmanagar
Tel: (0183) 5066708 / 808 Tel: (03592) 271157, 232571
Email: dhtr@indusind.com Siliguri
Tamil Nadu Email: siwb@indusind.com
Banga Union Territory Tel: (0353) 2777940/ 41
Email: phjs@indusind.com
Adyar
Tel: (01823) 263739, 501011 Pondicherry Stock Exchange
Email: maad@indusind.com
Email: potn@indusind.com Email: csex@indusind.com
Bhatinda Tel: (044) 42607575 - 79
Tel: (0413) 4210600, 4210601 Tel: (033) 22312723 / 24
Email: bapu@indusind.com
Annanagar
Tel: (0164) 2213466-68 Silvassa
Email: maan@indusind.com Offices Abroad
Tel: (044) 42180927 / 28 Email: sidn@indusind.com
Jallandhar
Tel: (0260) 2641712, 2993712 Dubai
Email: jall@indusind.com
Avinashi Email: ibldubai@indusind.ae
Tel: (0181) 5003480 / 580
Email: avin@indusind.com Uttar Pradesh Tel: (009714) 3978803
Khanna Tel: (04296) 273701 – 04
Agra London
Email: khgt@indusind.com
Chennai Email: agup@indusind.com Email:sharukh.wadia@indusind.com
Tel: (01628) 237924 – 25
Email: manb@indusind.com Tel: (0562) 3018380, 3018390 Tel: (0044) 207 4845585
Ludhiana Tel: (044) 28234788 / 99
Email: lufe@indusind.com Allahabad
Tel: (0161) 5043801 / 06 Coimbatore Email: alup@indusind.com
Email: coav@indusind.com Tel: (0532) 2260354, 2260353
Mansa Tel: (0422) 2213551 / 72
Email: mapu@indusind.com Aminabad
Tel: (01652) 500026 – 28 Coonoor Email: lumv@indusind.com
Email: cotn@indusind.com Tel: (0522) 2614336, 2622870
Phagwara Tel: (0423) 2232010, 2232020
Email: phgt@indusind.com Bareilly
Tel: (01824) 223422 / 24 - 6 Dharmapuri Email: baup@indusind.com
Email: dhtn@indusind.com Tel: (0581) 2572112 / 2113
Urban Estate Focal Point Tel: (04342) 269709, 269611
Email: lujs@indusind.com Hapur
Tel: (0161) 2678600, 5042010 Erode
Email: harr@indusind.com
Email: ermr@indusind.com
Tel: (0122) 2306085 / 86
Rajasthan Tel: (0424) 2259073 / 75
Ajmer Kanpur
Hosur
Email: ajra@indusind.com Email: kasn@indusind.com
Email: hotn@indusind.com
Tel: (0145) 2631999, 2428239 Tel: (04344) 240301, 240401 Tel: (0512) 2554057-60
Bhilwara Karur Lucknow

Email: bhra@indusind.com Email: katn@indusind.com Email: lula@indusind.com
Tel: (01482) 233200 – 202 Tel: (04324) 231402 / 3 Tel: (0522) 2620166-8
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Registered Office : PROXY FORM Folio No. ________________________
2401, General Thimmayya Road
(Cantonment), Pune 411 001 DPID-Client ID No. ________________
No. of shares held ________________

I/We ................................................... of ............................................. in the district of ............................................ being a member / members of the
above named Bank, hereby appoint .................................... of ..................................... in the district of ............................. or failing him ................................
of ...................................................... in the district of ............................................ as my / our proxy to vote for me / us on my / our behalf at the
Fourteenth Annual General Meeting of the Bank to be held at Hotel Sun-n-Sand, 262, Bund Garden Road, Pune - 411001 on Monday,
September 22, 2008 at 2.00 p.m. and at any adjournment thereof.
Revenue
Signed this ..................................................... day of ............................................, 2008 Stamp
Signature __________________
NOTE : This proxy form, in order to be effective and valid, should be duly stamped, completed and signed and must be deposited at the Registered
Office of the Bank not less than 48 hours before the time of the Meeting.

Registered Office : ATTENDANCE SLIP Folio No. ________________________

2401, General Thimmayya Road
DPID-Client ID No. ________________
(Cantonment), Pune 411 001
No. of shares held _________________
14 Annual General Meeting, Monday, September 22, 2008 at 2.00 p.m. at Hotel Sun-n-Sand, 262, Bund Garden Road, Pune - 411 001
th
I hereby record my presence at the 14th Annual General Meeting of the Bank to be held on Monday, September 22, 2008 at 2.00 p.m. at
Hotel Sun-n-Sand, 262, Bund Garden Road, Pune - 411001.
Name of the shareholder / proxy (in block letters) .....................................................................................................................................................................

Signature of the shareholder / proxy ..........................................................................................................................................................................................
NOTE : Shareholders attending the meeting in person or by proxy are requested to complete the attendance slip and hand it over to the Bank
officials at the entrance of the meeting hall.

BANK ACCOUNT PARTICULARS / ECS MANDATE FORM
Folio No. ________________________ No. of shares hled ________________

I/We ......................................................................................... do hereby authorise IndusInd Bank Limited to
* Print the following details on my / our Dividend Warrant
* Credit my dividend account directly to my Bank account by Electronic Clearing Services (ECS).
(* Strike out whichever is not applicable.)
Particulars of Bank Account:
A. Bank Name : ....................................................................................................................................................
B. Branch Name : ....................................................................................................................................................
Address with PIN code
(for ECS Mandate only)
C. 9 Digit Code Number of the Bank and
Branch (as appearing on the MICR Cheque) : .............................................................................................................................................
D. Account Type (Saving/Current/NRE/NRO) : .............................................................................................................................................
E. Account No. (as appearing on the cheque Book) : .............................................................................................................................................
I/We shall not hold the bank responsible if the ECS could not be implemented or the Bank discontinues the ECS, for any reason.
Intime Spectrum Registry Limited
MAIL TO Unit: IndusInd Bank Ltd., C-13, Pannalal Silk Mills Compound,
L.B.S. Marg, Bhandup (W), Mumbai 400 078 ....................................................................
Signature of the Shareholder
NOTE : Please attach the photocopy of a cheque or a blank cancelled cheque issued by your Bank relating to your above account for verifying the

accuracy of the 9 digit code number.

In case you are holding shares in demat form, kindly advise your Depository Participant to take note of your Bank account particulars /
ECS Mandate.
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Nation-wide presence
Building relationships through commitment
BUSINESS ACHIEVEMENTS 2007-2008
• Business turnover crossed Rs. 31,800 crores.
• Network of branches at 180 along with 183 off-site ATMs, in 147

geographical locations spread over 28 States and Union
Territories - besides 2 overseas representative offices (London and
Dubai).
• Highest A1+ rating for Certificates of Deposits from ICRA and the
highest P1+ rating for FDs from CRISIL.
• A strategic tie-up with Religare Securities for offering a value -

added “3-in-1 savings accounts” service providing the benefits of
savings account, depository services and internet trading facility.
• Clearing Bank arrangement with National Multi Commodity

Exchange Ltd. (NMCE), while continuing with successful
arrangements with MCX and NCDEX.
• Strategic partnership with Cholamandalam MS for Bancassurance.
• Bestowed with the prestigious "Corporate Excellence" award by

Amity International Business School during its 10th International
Business Summit (INBUSH) 2008. The award was presented by
H.E. Mr. Salohoddin Nasriddinov, Ambassador, Embassy of Tajikistan.
• Received recognition by BSE and NASSCOM Foundation for the

Best Corporate Social Responsibility Practice category.
• Featured in the Standard & Poor ESG India index which provided
the investors with exposure to liquid and tradable index of 50 of
the best performing stocks in the Indian market as measured by
environmental, social, and governance (ESG) parameters.
180 Branches spread over 147 locations as on March 31, 2008

Printed at INFOMEDIA INDIA LIMITED

14th Annual Report 2007-2008

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14th Annual Report 2007-2008

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Printed at INFOMEDIA INDIA LIMITED

1 CEPS 3/D:/SALES/Mohan/INDUSIND 9-7-08/File Indusind Cover I-IV.pmd/NSS/22/7/Sagam/11-8

• Business turnover crossed Rs. 31,800 crores.

• Network of branches at 180 along with 183 off-site ATMs, in 147

• A strategic tie-up with Religare Securities for offering a value -

• Clearing Bank arrangement with National Multi Commodity

• Strategic partnership with Cholamandalam MS for Bancassurance.

• Bestowed with the prestigious "Corporate Excellence" award by

• Received recognition by BSE and NASSCOM Foundation for the

180 Branches spread over 147 locations as on March 31, 2008

2 CEPS 3/D:/SALES/Mohan/INDUSIND 9-7-08/File Indusind Cover I-IV.pmd/NSS/22/7/Sagam/11-8

Mr. R. Seshasayee, Chairman

Mr. T. Anantha Narayanan

Dr. T. T. Ram Mohan

Mrs. Pallavi Shroff

Mr. Premchand Godha

Mr. Ajay Hinduja

Mr. Ashok Kini

Mr. Romesh Sobti, Managing Director & CEO Contents Page

Company Secretary Notice .............................................................. 4

Registered Office Corporate Office Consumer Finance Division (Chennai)

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EXPLANATORY STATEMENT UNDER SECTION 173(2) OF THE COMPANIES ACT, 1956

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MANAGEMENT DISCUSSION & ANALYSIS

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Deposits and Advances

Operational / Product Performance

Retail / Consumer Banking

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Details of Directors to be appointed / reappointed at the AGM

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Distribution of shareholding of IndusInd Bank as on March 31, 2008

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ii. Major Shareholders (with more than 1 percent shareholding)

iii. Total foreign shareholding

Listing details of the Bank’s Equity Shares

Bombay Stock Phiroz Jeejeebhoy Towers, 532187 Rs.2,55,000.00 paid on

National Stock Exchange Plaza, 5th Floor, INDUSINDBK Normal – Rs.2,53,600.00