Form 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

For the month of July, 2008

Commission File Number 001-15216

 

 

HDFC BANK LIMITED

(Translation of registrant’s name into English)

 

 

HDFC Bank House, Senapati Bapat Marg,

Lower Parel, Mumbai. 400 013, India

(Address of principal executive office)

 

 

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

Form 20-F  x    Form 40-F  ¨

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

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

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

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

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

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

 

 

 

SIGNATURES

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

 

  HDFC BANK LIMITED
              (Registrant)
Date: 28th July 2008   By  

/s/ Vinod Yennemadi

  Name:   Vinod Yennemadi
  Title:   Country Head – Finance, Taxation, Administration and Secretarial

EXHIBIT INDEX

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

Exhibit I

Description

Communication dated 28th July 2008 addressed to The New York Stock Exchange, New York, United States of America (USA) declaring the unaudited results for the First quarter ended 30th June 2008 and the press release in that regard.

Exhibit I

28th July 2008

To

The New York Stock Exchange,

New York,

USA

Dear Sir / Madam,

Re : Unaudited Financial Results for the quarter ended 30th June 2008

We attach herewith two files containing the unaudited financial results of the Bank for the First quarter ended 30 th June 2008 and the press release in respect thereof as approved by the Board of Directors at its meeting held today, 28th July 2008.

The aforesaid unaudited financial results have been submitted to the Stock Exchanges in India as per the listing requirements of those stock exchanges.

This is for your information and record.

 

Thanking you,
Yours faithfully,
For HDFC Bank Limited
Sd/
Sanjay Dongre
Executive Vice President (Legal) &
Company Secretary

LOGO

NEWS RELEASE

HDFC BANK LTD. - FINANCIAL RESULTS

(INDIAN GAAP)

FOR THE PERIOD APRIL – JUNE 2008

The Board of Directors of HDFC Bank Limited approved the bank’s (Indian GAAP) accounts for the quarter ended June 30, 2008 at their meeting held in Mumbai on Monday, July 28, 2008.

The merger of Centurion Bank of Punjab Ltd (CBoP) with HDFC Bank Limited became effective on May 23, 2008 as per the order of Reserve Bank of India (RBI) with April 1, 2008 as the appointed date. The results for the period ended June 2008 are therefore for the merged entity, whilst the results for the period ended June 2007 are on a standalone basis for HDFC Bank. The results are therefore not comparable.

FINANCIAL RESULTS:

Profit & Loss Account: Quarter ended June 30, 2008

Total income for the bank for the quarter ended June 30, 2008 grew by 59.6% to Rs.4,215.2 crores as against Rs.2,641.7 crores in the corresponding quarter ended June 30, 2007. Net revenues (net interest income plus other income) were Rs.2,316.9 crores for the quarter ended June 30, 2008, an increase of 48.7% over Rs.1,558.1 crores for the corresponding quarter of the previous year. Interest earned (net of loan origination costs and amortization of premia on investments held in the Held to Maturity (HTM) category) increased from Rs.2,069.2 crores in the quarter ended June 30, 2007 to Rs.3,621.7 crores in the quarter ended June 30, 2008, up by 75.0%. Net interest income (interest earned less interest expended) for the quarter ended June 30, 2008 increased by 74.9% to Rs.1,723.5 crores, driven by average asset growth of 68.0% and a core net interest margin of just over 4.1%.

LOGO

 

Fees and commission was the main contributor to other income for the quarter and increased by 37.3% to Rs.511.2 crores. The other two major components of other income were foreign exchange/derivatives revenues of Rs.157.4 crores (corresponding quarter ended June 30, 2007 Rs 146.5 crores) and (loss) on revaluation/sale of investments of Rs. (77.6) crores, as against profit of Rs.52.6 crores for the quarter ended June 30, 2007. Other income (non-interest revenue) for the quarter ended June 30, 2008 was Rs.593.4 crores as against Rs.572.5 crores for the quarter ended June 30, 2007. Operating expenses for the quarter ended June 30, 2008 were at 30.6% of total income and 55.7% of net revenues. Provisions and contingencies for the quarter were Rs.344.5 crores (against Rs.307.1 crores for the corresponding quarter ended June 30, 2007), comprising primarily of specific provisions for non-performing assets and general provisions for standard assets of Rs.324.4 crores against Rs. 299.7 crores for the quarter ended June 30, 2007. After providing Rs.218.7 crores for taxation, the Bank earned a Net Profit of Rs.464.4 crores, an increase of 44.6% over the quarter ended June 30, 2007.

Balance Sheet: As of June 30, 2008

Total balance sheet size increased by 59.5% from Rs.105,695.3 crores as of June 30, 2007 to Rs.168,598.7 crores as of June 30, 2008. Total deposits were Rs.130,918 crores, an increase of 60.4% from June 30, 2007. With savings account deposits of Rs.31,853 crores and current account deposits at Rs.26,866 crores, the CASA mix for the merged entity was around 44.9% of total deposits as at June 30, 2008. Net advances as at June 30, 2008 were Rs.96,797 crores, an increase of 79.8% over June 30, 2007. The Bank’s total customer assets (including advances, corporate debentures, investments in securitised paper, etc. net of loans securitized and participated out) were Rs.99,554 crores as of June 30, 2008.

OTHER UPDATE:

The Bank’s total Capital Adequacy Ratio (CAR) as at June 30, 2008 stood at 12.2% as against the regulatory minimum of 9.0%. Tier-I CAR was 9.3%.

LOGO

 

As of June 30, 2008, the Bank had a significantly larger distribution network with 1,229 branches and 2526 ATMs in 444 cities as against 761 branches and 1,977 ATMs in 327 cities as of March 31, 2008.

Portfolio quality as of June 30, 2008 remained healthy with gross non-performing assets at 1.5% of gross advances and net non-performing assets at 0.5% of net advances. The Bank’s provisioning policies for specific loan loss provisions remained higher than regulatory requirements.

Merger with Centurion Bank of Punjab Limited

The merger of Centurion Bank of Punjab Ltd (CBoP) with HDFC Bank Limited became effective on May 23, 2008 as per the order of Reserve Bank of India (RBI) dated May 20, 2008. The shareholders of erstwhile CBoP have been allotted 6,98,83,956 equity shares of Rs.10/- each pursuant to the share swap ratio of one equity share of Rs.10/- each of HDFC Bank Limited for every twenty nine equity shares of Re.1/- each held in Centurion Bank of Punjab Ltd. by them as on June 16, 2008. The merger has been accounted for as per the pooling of interest method of accounting in accordance with the scheme of amalgamation. Adjustments have been made to the amalgamation reserve to harmonize accounting policies of CBoP with that of HDFC Bank principally relating to provisioning norms on impaired loans and depreciation policies on fixed assets. Merger related expenses have also been adjusted against the amalgamation reserve.

Note:

Rs. = Indian Rupees

1 crore = 10 million

All figures and ratios are in accordance with Indian GAAP.

Certain statements are included in this release which contain words or phrases such as “will,” “aim,” “will likely result,” “believe,” “expect,” “will continue,” “anticipate,” “estimate,” “intend,” “plan,” “contemplate,” “seek to,” “future,” “objective,” “goal,” “project,” “should,” “will pursue” and similar expressions or variations of these expressions that are “forward-looking statements.” Actual results may differ materially from those suggested by the forward-looking statements due to certain risks or uncertainties associated with our expectations with respect to, but not limited to, our ability to implement our strategy successfully, the market acceptance of and demand for various banking services, future levels of our non-performing loans, our growth and expansion, the adequacy of our allowance for credit and investment losses, technological changes, volatility in investment income, cash flow projections and our exposure to market and operational risks. By their nature, certain of the market risk disclosures are only estimates and could be materially different from what may actually occur in the future. As a result, actual future gains, losses or impact on net income could materially differ from those that have been estimated.

LOGO

 

In addition, other factors that could cause actual results to differ materially from those estimated by the forward-looking statements contained in this document include, but are not limited to: general economic and political conditions in India and the other countries which have an impact on our business activities or investments; the monetary and interest rate policies of the government of India; inflation, deflation, unanticipated turbulence in interest rates, foreign exchange rates, equity prices or other rates or prices; the performance of the financial markets in India and globally; changes in Indian and foreign laws and regulations, including tax, accounting and banking regulations; changes in competition and the pricing environment in India; and regional or general changes in asset valuations.

HDFC BANK LIMITED

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED JUNE 30, 2008

(Rs. in lacs)

 

Particulars

    Quarter
ended
30.06.2008		     Quarter
ended
30.06.2007		     Year
ended
31.03.2008		  
          Unaudited     Unaudited     Audited  
1    Interest Earned (a)+(b)+(c)+(d)    362173     206916     1011500  
   a) Interest/discount on advances/bills    263638     145362     696673  
   b) Income on Investments    95121     56047     287204  
   c) Interest on balances with Reserve Bank of India and other inter bank funds    2426     5337     27239  
   d) Others    988     170     384  
2    Other Income    59342     57254     228315  
3    A) TOTAL INCOME (1) + (2)    421515     264170     1239815  
4    Interest Expended    189826     108364     488712  
5    Operating Expenses (i) + (ii)    128938     77438     374562  
   i) Employees cost    54058     28388     130135  
   ii) Other operating expenses    74880     49050     244427  
6    B) TOTAL EXPENDITURE (4)+(5) (excluding Provisions & Contingencies)    318764     185802     863274  
7    Operating Profit before Provisions and Contingencies (3) -(6)    102751     78368     376541  
8    Provisions (Other than tax) and Contingencies    34447     30712     148478  
9    Exceptional Items    —       —       —    
10    Profit / (Loss) from ordinary activities before tax (7-8-9)    68304     47656     228063  
11    Tax Expense    21869     15533     69045  
12    Net Profit / (Loss) from Ordinary Activities after tax (10-11)    46435     32123     159018  
13    Extraordinary items (net of tax expense)    —       —       —    
14    Net Profit / (Loss) (12-13)    46435     32123     159018  
15    Paid up equity share capital (Face Value of Rs.10/- each)    42462     33319     35443  
16    Reserves excluding revaluation reserves (as per balance sheet of previous accounting year)        1114280  
17    Analytical Ratios       
   (i) Percentage of shares held by Government of India    NIL     NIL     NIL  
   (ii) Capital Adequacy Ratio    12.2 %   13.1 %   13.6 %
   (iii) Earnings per share (Rs.)       
   (a) Basic EPS before & after extraordinary items (net of tax expense) -not annualized    11.0     10.0     46.2  
   (b) Diluted EPS before & after extraordinary items (net of tax expense) -not annualized    10.8     10.0     45.6  
   (iv) NPA Ratios       
   (a) Gross NPA    150274     71016     90697  
   (b) Net NPA    49607     21424     29852  
   (c) % of Gross NPA to Gross Advances    1.5 %   1.3 %   1.3 %
   (d) % of Net NPA to Net Advances    0.5 %   0.4 %   0.5 %
   (v) Return on assets (average) - not annualized    0.3 %   0.3 %   1.3 %
18    Public Shareholding       
   - No. of shares    342173776     250744008     271989920  
   - Percentage of Shareholding    80.6 %   75.3 %   76.7 %

Segment information in accordance with the Accounting Standard on Segment Reporting (AS 17) of the operating segments of the Bank is as under:

(Rs. in lacs)

 

Particulars

    Quarter
ended
30.06.2008		     Quarter
ended
30.06.2007		     Year
ended
31.03.2008		  
1    Segment Revenue       
a)    Treasury    105165     71908     165167  
b)    Retail Banking    327291     195610     909649  
c)    Wholesale Banking    239154     135860     673731  
d)    Other banking operations    39110     26108     127942  
e)    Unallocated    351     —       —    
  

Total

    711071     429486     1876489  
  

Less: Inter Segmental Revenue

    289556     165316     636674  
                     
  

Income from Operations

    421515     264170     1239815  
                     
2    Segment Results       
a)    Treasury    4350     12485     48832  
b)    Retail Banking    30600     10676     54015  
c)    Wholesale Banking    34223     24928     119796  
d)    Other banking operations    6378     5628     30987  
e)    Unallocated    (7247 )   (6061 )   (25567 )
                     
  

Total Profit Before Tax

    68304     47656     228063  
                     
3    Capital Employed       
  

(Segment Assets - Segment Liabilities)

       
a)    Treasury    4603013     3692146     5056093  
b)    Retail Banking    (3060561 )   (1385992 )   (1903697 )
c)    Wholesale Banking    (209018 )   (1317074 )   (2109915 )
d)    Other banking operations    353746     216149     325401  
e)    Unallocated    (1687180 )   (1205229 )   (1367882 )
                     
  

Total

    —       —       —    
                     

Business Segments have been identified and reported taking into account, the target customer profile, the nature of products and services, the differing risks and returns, the organization structure, the internal business reporting system and the guidelines prescribed by RBI.

Geographic Segments

Since the Bank does not have material earnings emanating outside India, the Bank is considered to operate in only the domestic segment.

Notes :

 

1 The above results have been approved by the Board at its meeting held on July 28, 2008.

 

2 Centurion Bank of Punjab Ltd. merged with HDFC Bank Ltd. effective May 23, 2008 as per the order of Reserve Bank of India (RBI) dated May 20, 2008. The shareholders of erstwhile Centurion Bank of Punjab Ltd. (eCBoP) were allotted 6,98,83,956 equity shares of Rs. 10/- each pursuant to the share swap ratio of one (1) equity share of Rs. 10/- each of HDFC Bank Ltd. for every twenty nine (29) equity shares of Re. 1/- each held in Centurion Bank of Punjab Ltd. by them as on June 16, 2008. The merger has been accounted for as per the pooling of interest method of accounting in accordance with the scheme of amalgamation.

 

3 The results for the quarter ended June 30, 2008 includes operations of eCBoP for the same period, on amalgamation of eCBoP with HDFC Bank Ltd. with effect from the appointed date of April 1, 2008 as per the Scheme of Amalgamation (Scheme). Hence the results for the quarter ended June 30, 2008 are not comparable with that of the corresponding period of the previous year.

 

4 Pursuant to the amalgamation of eCBoP with HDFC Bank Ltd. and post approval of the shareholders of the Bank at its extra-ordinary general meeting held on March 27, 2008, the Bank issued 2,62,00,220 warrants to HDFC Ltd. on a preferential basis during the quarter ended June 30, 2008. These warrants are convertible into equity shares.

 

5 During the quarter ended June 30, 2008, the Bank allotted 299,900 shares pursuant to the exercise of stock options by certain employees.

 

6 Other income relates to income from non-fund based banking activities including commission, fees, foreign exchange earnings, earnings from derivative transactions and profit and loss (including revaluation) from investments.

 

7 Provision for taxes includes Rs.7.0 crores towards provision for Fringe Benefit Tax for the quarter ended June 30, 2008.

 

8 As on June 30, 2008, the total number of branches (including extension counters) and the ATM network stood at 1229 branches and 2526 ATMs respectively

 

9 Information on investor complaints pursuant to Clause 41 of the listing agreement for the quarter ended June 30, 2008: Opening : nil ; Additions : 33 ; Disposals : 33 ; Closing position : nil.

 

10 These results for the quarter ended June 30, 2008, have been subjected to a "Limited Review" by the Statutory Auditors of the Bank.

 

11 Figures of the previous period have been regrouped/reclassified wherever necessary to conform to current period’s classification.

 

12 Rs. 10 lac = Rs. 1 million

Rs. 10 million = Rs. 1 crore

Place : Mumbai                Aditya Puri
Date : July 28, 2008                Managing Director

 

      (Rs. in lacs)

Summarised Balance Sheet

    As at 30-06-2008    As at 30-06-2007

CAPITAL AND LIABILITIES

      

Capital

    42462    33319

Reserves and Surplus

    1289326    776373

Employees’ Stock Options (Grants) Outstanding

    735    —  

Deposits

    13091759    8160448

Borrowings

    666350    277508

Other Liabilities and Provisions*

    1769236    1321878
         

Total

    16859868    10569526
         

ASSETS

      

Cash and balances with Reserve Bank of India

    1581384    847167

Balances with Banks and Money at Call and Short notice

    270119    363139

Investments

    4568491    3516539

Advances

    9679687    5383934

Fixed Assets

    149819    104359

Other Assets

    610368    354388
         

Total

    16859868    10569526
         

 

* Includes subordinated debt and unsecured non-convertible subordinated perpetual bonds of Rs. 352595 lacs as on June 30, 2008 (previous year: Rs. 325495 lacs).