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Housing & Urban Development Corporation Ltd.

BSE: 540530 Sector: Financials
NSE: HUDCO ISIN Code: INE031A01017
BSE 00:00 | 18 May 33.60 0.90
(2.75%)
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34.10

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NSE 00:00 | 18 May 33.65 1.05
(3.22%)
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34.10

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OPEN 32.65
PREVIOUS CLOSE 32.70
VOLUME 415298
52-Week high 58.25
52-Week low 30.60
P/E 4.50
Mkt Cap.(Rs cr) 6,726
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 32.65
CLOSE 32.70
VOLUME 415298
52-Week high 58.25
52-Week low 30.60
P/E 4.50
Mkt Cap.(Rs cr) 6,726
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Housing & Urban Development Corporation Ltd. (HUDCO) - Director Report

Company director report

Dear Members

The Board of Directors of your Company are delighted to present the 51stDirectors' Report along with Audited Financial Statements (both standalone andconsolidated) for the financial year ended on March 2021.

1. FINANCIAL PERFORMANCE AND HIGHLIGHTS

The important financial highlights on standalone basis for the year ended 31stMarch 2021 are as under:

(Rs. in crore)

Particulars 2020-21 2019-20
Revenue from Operations 7234.58 7532.12
Other Income 43.15 39.52
Total Income 7277.73 7571.64
Finance cost 4764.82 4847.81
Impairment on Financial instruments (73.63) 155.76
Other Expenses including Employee Benefit Exp. 357.90 393.54
Total expenditure 5049.09 5397.11
Profit before tax 2228.64 2174.53
Less:
Current Tax 427.50 453.00
Deferred tax 226.64 14.91
Adjustment of tax of earlier years (Net) (4.08) (1.80)
Profit after tax 1578.58 1708.42
Other Comprehensive Income (19.37) (16.64)
Total Comprehensive Income 1559.21 1691.78
Balance Surplus of previous year 7.46 0.04
Amount available for Appropriation 1566.67 1691.82
Less: Appropriation
Transfer to Special Reserve u/s 36(1)(viii) of Income Tax Act 1961 and u/s 29C of NHB Act 1987 440.00 500.00
Transfer to Debenture Redemption Reserve 439.83 439.83
Transfer to Reserve for Bad & Doubtful Debt 89.00 93.08
Interim Dividend 150.14 150.14
Transfer to Impairment Reserve 161.81 -
Tax on Interim dividend - 30.86
Net surplus after appropriations 285.90 477.91
Proposed final dividend 285.27 470.45
Surplus available after final dividend 0.63 7.46
EPS (Basic/Diluted) (in Rs.) 7.89 8.53

Financial year 2020-21 has thrown up unprecedented challenges for the business of theCompany due to pandemic. Financial year has started with nationwide lockdown in wake ofCOVID-19 pandemic the same has resulted in slowdown in economic activities.

During the period your Company has performed very well by witnessing a growth of 2.49% in Profit before Tax (PBT). Your Company has seen a growth of 6.85% in its Net worththat has reached Rs. 13189.05 crore in financial year 2020-21 from Rs. 12343.49 crore infinancial year 2019-20.

The financial year ended 31st March 2021 marked a full year since the WorldHealth Organisation declared the outbreak of COVID-19 as a pandemic. Countries across theglobe continued to face drastic economic and social disruptions along with tragic loss oflives and livelihoods. Eruptions of new waves and variants of the virus necessitatedrestrictions and lockdowns.

In accordance with Reserve Bank of India guidelines on COVID-19 Regulatory packagedated 27th March 2020 17th April 2020 and 23rd May2020 the Company had offered moratorium on the payment of instalments falling due between1st March 2020 to 31st August 2020 to eligible borrowers whoseaccount is Standard and not in default as per Board approved guidelines.

The extent to which the COVID-19 pandemic shall impact the Company's future resultsshall depend on developments which are highly uncertain including among other thingsany new information concerning the severity of the COVID-19 pandemic and any action tocontain its spread or mitigate its impact. The Company shall continue to closely monitorany material changes to future economic conditions. However operating in the GovernmentGuarantee as security with most of the Government borrowers additionally supported withbudgetary provision of the Government or mortgage as security we believe that we hold amuch stable asset class and better borrower profile which can withstand the pandemicrelatively better.

In April 2021 India witnessed a second wave of infections however HUDCO'soperations may not be impacted due to the reasons as mentioned in the foregoing para.

Consolidated Financial Statements

Pursuant to Section 129(3) of the Companies Act 2013 the Company has preparedConsolidated Financial Statement (CFS) in respect of only one Joint Venture Company namelyM/s Shristi Urban Infrastructure Development Limited and an appropriate disclosure statingthe reasons relating to non-consolidation of accounts of other three companies have beengiven in the CFS.

A Statement containing salient features of financial statements of Joint Venture andAssociate Companies has been given in the prescribed format AOC - 1 and is annexed aspart of the financial statements.

There are no material changes and commitments occurred subsequent to the close offinancial year of the Company and the date of this Board's report affecting the financialposition of the Company and its state of affairs.

Pursuant to Section 136 of the Companies Act 2013 the Audited Financial Statementsand all other documents required to be attached with the financial statements areavailable on the Company's website at www.hudco.org and are also be available forinspection till the date of the ensuing Annual General Meeting during business hours onall working days at the Registered Office of the Company.

2. DIVIDEND

Your Company is consistently rewarding its shareholders by way of dividend payment. TheBoard of Directors of your Company had earlier approved payment of interim dividend @ 7.50% i.e. Rs. 0.75 per equity share having face value of Rs. 10/- each totalling to Rs.150.14 crore on the paid-up equity share capital of the Company in March 2021 and thesame has been paid.

Further the Board of Directors have also recommended payment of final dividend @14.25 % i.e. Rs. 1.425 per equity share having face value of Rs. 10/- each for thefinancial year 2020-21 subject to approval of the shareholders at the ensuing 51stAnnual General Meeting.

In compliance with regulation 43-A of Securities and Exchange Board of India (ListingObligations and Disclosures Requirement) Regulations 2015 your Company has formulated‘Dividend Distribution Policy and the same is available on Company's website athttps://www.hudco.org// writereaddata/DDP.pdf.

As per guidelines issued by Department of Investment and Public Asset Management(DIPAM) Government of India Company is required to pay a minimum annual dividend of 30%of Profit after Tax (PAT) or 5% of the net-worth whichever is higher. After analysisvarious financial parameters cash flow position and available distributable profits theBoard of Directors have paid/recommended lower dividend for the financial year than asprescribed under DIPAM guidelines.

3. SHARE CAPITAL

During the year under report there is no change in the authorized issued subscribedand paid-up equity share capital of the Company. The Company has neither issued any shareswith differential voting right nor any Sweat Equity Shares during the year under report.

As on 31st March 2021 the authorized share capital of the Company was Rs.2500 crore with issued subscribed and paid-up equity share capital of Rs. 2001.90 crorecomprises of - President of India being promoter of the Company with 89.81% (held throughthe Ministry of Housing and Urban Affair (MoHUA) - 69.08% and Ministry of RuralDevelopment (MoRD) - 20.73% respectively) and the balance of 10.19% with the Public.

In order to achieve threshold limit of public shareholding in the Company to the levelof 25% as per SEBI Regulations President of India being the promoter through MoHUAGovernment of India has further divested 8% (160163774 equity shares of face value ofRs. 10/- each) of its holding in HUDCO in July/August 2021.

After divestment the shareholding of President of India in HUDCO has been reduced from89.81% to 81.81 %. The present shareholding after divestment is - President of India81.81% (held through MoHUA 61.08% and MoRD 20.73%) and public shareholding is 18.19%.

Listing of Shares and Payment of Listing Fee

The Equity Shares of the Company are listed on BSE Limited (BSE) and National StockExchange of India Limited (NSE). Further annual listing fee for the financial year2021-22 has been paid to the Stock Exchange(s).

Transfer of unclaimed Dividend and Shares to Investor Education & Protection Fund

As per provisions of Section 124 and 125 of the Companies Act 2013 no amount ofdividend remained unpaid or unclaimed for a period of 7 years or more from the date itbecame due for payment accordingly is not required to be transferred to InvestorEducation & Protection Fund (IEPF). Further there are no shares required to betransferred to IEPF account.

4. MEMORANDUM OF UNDERSTANDING (MoU)

Your Company is expected to be rated Excellent by Department of Public Enterprises(DPE) for its performance in terms of the Memorandum of Understanding (MoU) parameters forthe financial year 2019-20.

Further your Company has entered into MoU with its Administrative Ministry i.e.Ministry of Housing and Urban Affairs (MoHUA) for the financial year 2020-21 indicatingthe targets to be achieved for the key performance parameters. The financial year 2020-21has thrown up unprecedented challenges to the business of the Company due to the pandemicand for reasons beyond the control of your Company. Despite these it remained unditheredand put in unstinting efforts to attain optimal performance in 2020-21 in order to keep upwith its record ‘Excellent' rating that it has achieved in the last 8 years (2011-12to 2018-19).

5. LENDING ACTIVITIES

In the wake of outbreak of the COVID-19 pandemic the financial year 2020-21 startedwith unprecedented nation-wide lockdown which led to a slowdown in economic activities.Department of Expenditure Ministry of Finance in view of circumstances prevailing in thecurrent financial year had issued an Office Memorandum dated 4th June 2020directing the State Governments that no new proposals be initiated in financial year2020-21 except announced under PM Gareeb Kalyan Package Atma Nirbhar Package and anyother special package and schemes already approved in financial year 2020-21 and willremain suspended for one year till 31st March 2021. Thus State GovernmentAgencies initiated very few projects leading to a fewer opportunity for HUDCO to tap intothe business.

Despite the challenges posed HUDCO with its prudent business policies adopted by themanagement at all levels could register sanctions of Rs. 9202 crore and disbursement ofRs. 8323 crore against the previous year sanctions and disbursements of Rs. 19942 croreand Rs. 10122 crore respectively.

HUDCO in its glorious journey of 51 years since inception in 1970 has cumulativelysanctioned a total of 17301 housing and urban infrastructure projects with a total loanof Rs. 213082 crore and disbursements of Rs.179527 crore. Further your Company hassanctioned financial assistance to more than 192.45 lakh housing units both in rural andurban areas in the Country of which 183.19 lakh (95.19%) pertains to EWS / LIGcategories. In addition under HUDCO Niwas a retail lending window your Company hascumulative sanctioned financial assistance of Rs. 6846 crore to 3.86 lakh individuals anddisbursed an amount of Rs. 5160 crore.

Reserve Bank of India vide letter dated 22nd October 2020 has issuedrevised regulatory framework for Housing Finance Companies (HFCs). Since HUDCO existingoperational parameters does not fall under the revised framework as Housing FinanceCompany accordingly HUDCO has to convert itself to Non-Banking Finance Company - ICC orIFC within a period of six months as advised by RBI vide letter dated 26thMarch 2021 for which necessary action has been initiated. RBI further advised that theexemption from concentration/exposure norms granted previously by National Housing Bank/Reserve Bank of India would continue subject to the conditions as specified while grantingsuch exemptions.

Housing Operations

Under Housing sector during the year under review HUDCO has sanctioned projects witha loan assistance of Rs. 937 crore inclusive of Rs. 21 crore under HUDCO Niwas therebyfacilitating construction of 12488 dwelling units. Loan release for an amount of Rs.3701 crore (inclusive of Rs. 13 crore under HUDCO Niwas) has been made during currentyear.

Urban Infrastructure Lending

Under the Urban Infrastructure portfolio during the year HUDCO has sanctioned 32projects with a loan assistance of Rs. 8265 crore across various sectors like WaterSupply Metro Power Social Infrastructure Commercial Infrastructure Road &Transport etc. against which release of Rs. 4622 crore has been made.

HUDCO is actively participating in Government of India prestigious flagship program ofSmart City Mission. In the financial year 2020-21 HUDCO has provided financial assistanceof Rs 1000 crore to Bhopal Smart City. Other Key projects taken up during the year areKochi Metro Rail and Semi High-Speed Rail in Kerala.

Support to Government of India Flagship Programs

HUDCO as a premier techno-financial institution and an integral part of the Governmentof India Mission programs is assisting the Ministry of Housing and Urban Affairs inimplementation of its flagship programs - Pradhan Mantri Awas Yojana (Urban) - Housing forAll [ PMAY-HFA (Urban)] through scrutiny and inspection of sample projects/ DPRs.

PMAY(U) Mission seeks to address the housing requirement of the urban poor includingthe slum dwellers through the 4 verticals namely:

a) In-situ Slum Redevelopment (ISSR) (using land as a resource)

b) Credit Linked Subsidy Scheme (CLSS)

c) Affordable Housing in Partnership (AHP) and

d) Beneficiary Led Construction (BLC) - New Construction & Enhancement Projects.

During the financial year 2020-21 HUDCO has carried out site and desk scrutiny of 32projects with project cost of Rs. 2772.18 crore having central share of Rs. 1069.58 crorefor total of 71568 dwelling units in 30 towns/cities under 13 States/ Union Territoriesof India. Cumulatively till 31st March 2021 HUDCO has carried out site anddesk scrutiny for 489 projects with project cost of Rs. 46752.85 crore having centralshare of Rs. 14506.68 crore for total of 9.85 dwelling units (including 9.77 lakh EWS DUs)at 364 towns/cities under 34 States/ Union Territories of India.

As on 31st March 2021 HUDCO as Central Nodal Agency (CNA) under PradhanMantri Awas Yojna (Urban) - Credit Linked Subsidy Scheme (CLSS) has cumulativelydisbursed subsidy of Rs. 1101.26 crore to 49566 households since the launch of CLSS in2015-16 through 91 PLIs/Banks with whom MoU has been executed for implementation ofPMAY(U) -CLSS. During 2020-21 total subsidy amount of Rs. 538.34 crore was disbursed to23620 households which includes Rs. 334.73 crore disbursed to 13985 EWS/LIG households andRs. 203.61 crore to 9635 MIG households.

Further PMAY also provides business opportunity to HUDCO in the form of viability-gapfunding wherein HUDCO offers loan assistance to State Governments / State ImplementingInstitutions / Urban Local Bodies to meet their share in the total project cost. The year2022 being the last year of ‘Housing for All' mission there is immense scope forviability gap funding under PMAY HUDCO will take this opportunity to increase HUDCOsvisibility under HFA program.

Sectorial overview and government initiative

Support to Economically Weaker Sections - HUDCO continues to address the housing needsof the economically weaker sections of the society by offering financial assistance/loanto the Economically Weaker Sections (EWS) and Low-Income groups (LIG) segment of thesociety at a comparatively lower rate of interest. Your Company has cumulativelysanctioned financial assistance to more than 192.45 lakh housing units both in rural andurban areas in the Country of which 183.19 lakh (95.19%) pertains to EWS / LIGcategories.

HUDCO’s Support for projects in the North-Eastern Region - To support the projectsin the North-Eastern Region of the Country during the year your Company has sanctioned21 housing and urban infrastructure schemes with loan assistance of Rs. 1620.12 crore inthe States of Assam Meghalaya Arunachal Pradesh Manipur and Nagaland.

Consultancy Initiatives

HUDCO provides consultancy services in the area(s) of Architectural Design &Development; Urban & Regional Planning; Appraisal Scrutiny & Monitoring ofGovernment Projects; and Environmental Engineering for the housing and urban developmentsector through a dedicated team of qualified and experienced professionals from diversebackground such as Architects Planners Landscape Experts Geographers EngineersValuers GIS Expert and other allied professionals.

HUDCO has since inception successfully handled more than 300 projects which bearstestimony to the firm's commitment to produce the best in every project commissioned.During 2020-21 the consultancy activities owing to the pandemic COVID-19 were restrictedto a few niche areas like providing assistance to the Karnataka State Government inpreparation of the Housing for All Plan of Action preparation of DPR for comprehensiveEWS Housing Layout at Kumaragurupallam in Raj Bhavan constituency Puducherry under SmartCity Project Housing Sector 2020-21 and reports on appraisal of four projects awarded byDelhi Police Department while continuing work on the existing prestigious assignments.

As part of environmental consultancy during 2020-21 HUDCO as Third-Party AssessmentAgency for ‘Evaluation of 3 Central Sector Schemes namely; Pollution AbatementScheme Hazardous Substances Management Scheme and Control of Pollution Scheme implementedby Ministry of Environment Forest and Climate Change (MoEF&CC) under the Umbrellacategory of Environmental Protection (Group-I)' submitted the final reports toMoEF&CC besides undertaking appraisal of two Integrated Management Plans of PalaWetland and Tamdil Wetland Mizoram under National Plan of Conservation of AquaticEco-Systems (NPCA).

HUDCO Awards and Other works

HUDCO Consultancy has played a key role in information dissemination and increasingawareness about sustainable housing and urban development through exhibitions and awards.HUDCO Design Award instituted in 2012 to appreciate and invite innovative works done byprofessionals working in the field of Housing Heritage Conservation LandscapeEco-cities Green Buildings and Disaster Resistance Technology etc. as in previousyears received entries from all over India for 2020-21 and were evaluated by team ofeminent experts in the sector.

Another unique design competition the HUDCO NASA DESIGN TROPHY was organized on thetheme ‘Rental Housing Addressing Informality' engaging and facilitating interactionamong students of architecture from all over India. The aim was to sensitize the studentsof challenges brought to fore by the pandemic - impacting the poor migrant workersinformally employed/ people in the informal work force and to look at efficientadequate sustainable and affordable rental housing options for an improved quality oflife to meet their requirements in a desirable manner.

Besides this an e-publication of HUDCO Construction & Consultancy Services wascirculated expressing HUDCO's intent for rebuilding the economy and lives of people in thepost pandemic era.

6. FINANCIAL REVIEW

(i) Accounting Policies

During the year under report your Company has made certain modification/ additions inthe existing accounting policies. The above modification/additions in the accountingpolicies have no financial impact on the financial statements of the Company.

(ii) Income from Operations and Profitability

Your Company has reported total income for the financial year 2020-21 at Rs. 7277.73crore (previous year Rs. 7571.64 crore) inclusive of other income of Rs. 43.15 crore(previous year Rs. 39.52 crore). While the Profit before Tax (PBT) for the year was Rs2228.64 crore (previous year Rs. 2174.53 crore) and Profit after Tax (PAT) was Rs. 1578.58crore (previous year Rs. 1708.42 crore). Total comprehensive income for the year wasreported at Rs. 1559.21 crore (previous year Rs. 1691.78 crore).

(iii) Non-Performing Assets

The Default and NPA position of your Company is regularly monitored to keep a check onany fresh addition to NPAs and for resolution of old and chronic defaults and incompliance with the prudential guidelines for Non-Performing Assets (NPAs) under theHousing Finance Companies (NHB) Directions 2010 as amended from time to time. Thedefault and NPA position of all Regional Offices is regularly monitored by their regionallevel Default Monitoring & Review Committee and Default Monitoring & DefaultResolution (DMDR) Wing at Head Office. DMDR Wing at Head Office also undertakes jointreview of Regional Offices alongwith Operations & Law Wing through video conferences.In addition the overall default & NPA position is reviewed by Default

Monitoring & Resolution Committee (DMRC) Committee for Review of NPAs (a Boardlevel Committee) and Board of Directors.

As at the end of the financial year ended 31st March 2021 HUDCO reportedgross NPA of Rs. 3054.01 crore which constitutes 4.03% of total loan portfolio. The netNPA as on 31st March 2021 is Rs. 369.03 crore which constitutes 0.50% to netloan outstanding as against MoU target of 0.19%. During the year 2020-21 an amount of Rs.76.12 crore was recovered from NPA accounts. As on 31st March 2021 LoanOverdue to Net Loan Assets ratio is 9.85% as against MoU target of 8.90%.

The Company has made a total provision on loans (Impairment) as per ECL approach of Rs.2753.39 crore. Out of the above the provision on account of loans (Impairment) againstNPA (Stage - III) loans is Rs. 2684.98 crore.

As on 31st March 2021 out of HUDCO's total loan book pertaining to projectloans of Rs. 75506.28 crore government agencies constitute 96.71% while private sectorconstitutes 3.29%. In the case of loans to government sector (project loans) the grossNPA is Rs. 551.47 crore against loan portfolio of Rs. 73022.49 crore and provision of Rs.214.16 crore has been made towards NPA. Whereas in private sector (project loans) thegross NPA is Rs. 2483.79 crore against loan portfolio of Rs. 2483.79 crore and aprovision of Rs. 2452.06 crore has been made towards NPA. Further HUDCO is not makingany fresh sanctions to the private sector since March 2013.

(iv) Resource Mobilization

During the financial year 2020-21 the Company mobilized resources aggregating to Rs.7850 crore from domestic markets through diversified sources. This included long termresources of Rs. 6350 crore mobilized through issue of unsecured Taxable Bonds on privateplacement basis. Further the Company has mobilized Rs.1500 crore through issue ofCommercial Paper(s) for a period of one year. The tenure of the Bonds was decided based onmarket conditions and were linked to cumulative gaps in various time buckets as per theALM reports.

The Company also had approved Cash Credit/ Working Capital Demand Loan limits amountingto Rs. 8655 crore from various scheduled commercial banks for bridging any liquidity/ALM mismatches and meeting interim operational/ contingency requirements. The saidfacilities were available with the Company without any commitment charges towardsunutilized amounts.

As a part of prudent policy the short-term resources are suitably replaced at anopportune time with longer tenor alternate resources depending upon prevalent marketconditions internal liquidity position and actual operational requirements.

As on 31st March 2021 HUDCO's overall borrowings stood at Rs. 60977.96crore which comprised of long-term borrowings of Rs. 59477.96 crore and short-termborrowings of Rs. 1500 crore. Further as on 31st March 2021 the long-termborrowings to Net worth stood at 4.51 times as against 4.66 times as on 31stMarch 2020.

(v) Domestic and International Credit Rating Domestic

During the financial year 2020-21 the Company's long-term domestic borrowing programmewas awarded the highest credit rating of ‘CARE AAA [Triple A]; Stable' ‘[ICRA]AAA (Stable)' and ‘IND AAA/Stable' by CARE ICRA and India Ratings & Researchrespectively. The Company also got its short-term borrowing programme rated obtaining thehighest rating of ‘CARE A1+ [A One Plus]' ‘[ICRA] A1+'' and "IND A1+' bythe above-mentioned Credit Rating Agencies.

International

During the financial year 2020-21 two international credit rating agencies - Fitch andMoody's - have awarded ‘BBB- with Negative Outlook' and ‘Baa3 with NegativeOutlook' ratings respectively to your Company. Each of the above credit ratings isequivalent to India's sovereign rating and is of investment grade.

(vi) Cost of Borrowings

The overall weighted average cost of resources raised during the financial year 2020-21was 5.63% p.a. and for borrowings outstanding as on 31st March 2021 is 7.68%p.a. (as compared to 7.80% p.a. as on 31st March 2020). The weighted averageincremental cost of borrowing through taxable bonds worked out to 1 (one) bps lower thanthe Benchmark Yield of ‘AAA' Rated CPSEs of equivalent tenor prevailing at differentpoints in time when the borrowings were made during the course of the year therebyenabling achievement of Excellent category MoU target for cost of borrowings. As a resultthe Company was able to deliver debt financing for various Housing & Infrastructureprojects spread across the Country at competitive rates.

The Company was able to achieve this feat through constant monitoring of the marketsproper timing of its borrowings and appropriate selection of instruments.

(vii) Redemption of debt securities and repayment of loans (excluding the borrowingsavailed and repaid during the same financial year)

The Directors' are pleased to report that during the year under review the Companysuccessfully redeemed bonds and discharged its other debt obligations amounting to Rs8308.48 crore in an efficient manner. These included Bonds valued at Rs. 2589.35 croreTerm Loans/ Short-Term loans from Banks and financial institutions worth Rs. 4274.16crore foreign currency loans availed from Multilateral Agencies aggregating to Rs. 99.14crore Commercial Paper(s) of Rs.1200 crore and public deposits of Rs.145.83 crore. TheCompany is set to honour scheduled obligations towards redemption of Bonds repayment ofother debt obligations amounting to around Rs. 6445 crore during the next fiscal.

The Company's internal generations are adequate to meet the repayment/ redemptionobligations. Surplus funds if any after meeting the repayment obligations are investedprudently in the form of fixed deposits with banks.

The Company continues to maintain its impeccable track record of servicing its debt intime and there has never been a single instance of default.

(viii) Unclaimed amount under HUDCO Bonds

Bonds aggregating to Rs. 100075224/- (inclusive of interest amount of Rs.95075224) in respect of 3212 bondholders remained unpaid as on 31st March2021 as the same have yet not been claimed by the bond holders.

The details of amount remaining unclaimed are as under:

(in Rs.)

Financial Year

Principal

Interest

Total Amount

Amount No. of Holders Amount No. of Holders
2018-19 15000000 5 72954415 2687 87954415
2019-20 5000000 4 78077353 2910 83077353
2020-21 5000000 4 95075224 3212 100075224

In respect of the above unclaimed amount the bond holder(s) have been requested fromtime to time through emails/ letters etc. for submission of requisite documents forclaiming the amount of Principal/ Interest as may be due in their respective case(s).

In respect of Bonds the Company in terms of section 125 of the Companies Act 2013read with Investor Education and Protection Fund Authority (Accounting Audit Transferand Refund) Rules 2016 notified on 5th September 2016 is presentlytransferring unclaimed principal and/or interest or both (if any) which are paid on duedates as per the terms of the Bonds after 7 years from the maturity date of the Bonds toInvestor Education and Protection Fund (IEPF).

During the financial year 2020-21 an amount of Rs. 467120/- has been transferred toIEPF on account of Bonds as per the provisions of the Companies Act 2013.

(ix) Dematerialization of Bonds

During the financial year 2020-21 HUDCO has issued Unsecured Taxable Bonds indematerialized form only. With this all Taxable Bonds issued by the Company andoutstanding as on 31st March 2021 are in dematerialized form only. The Companyhas made necessary arrangement with NSDL and CDSL for issue of bonds in dematerializedform. The Company has also appointed Registrar & Transfer Agents (RTA) for maintainingthe continuous electronic connectivity with NSDL/CDSL and investors.

Investors can deal in these bonds as per the provisions of Depository Act 1996 asamended and such deals are cleared & settled in recognised Stock Exchanges subject toconditions specified by SEBI.

(x) HUDCO Public Deposit Scheme

HUDCO being a Housing Finance Company registered with National Housing Bank (NHB) isgoverned by provisions of Housing

Finance Companies (NHB) Directions 2010 relating to Public Deposits.

HUDCO had discontinued accepting/renewing Public Deposit under the Public DepositScheme with effect from 1st July 2019 accordingly during the financial year2020-21 no fresh deposits were accepted/renewed by HUDCO. Deposits of Rs. 145.83 crorewere matured/paid to 693 depositors. The total amount outstanding under HUDCO PublicDeposit Scheme was Rs. 22.78 crore from 523 depositors as on 31st March 2021.

(xi) Unclaimed amount under HUDCO Public Deposit Scheme

As on 31st March 2021 deposit(s) amounting to Rs 3630882/- (inclusive ofPrincipal and Interest) from 30 depositors remains unclaimed.

In respect of unclaimed Deposits the Deposit holder(s) have been requested from timeto time through email/ letter etc. for submission of requisite documents for claimingthe unclaimed amount.

During the financial year 2020-21 an amount of Rs 844201/- remained unclaimed formore than seven years from the date of maturity and was transferred to the ‘InvestorEducation and Protection Fund' (IEPF) as per the provisions of the Companies Act 2013and rules made thereunder.

(xii) Deployment of Resources at the close of the year

At the close of the financial year 2020-21 the total resources of your Company stoodat Rs. 76959.05 crore. Out of this Equity Share Capital amounted to Rs. 2001.90 croreReserves & Surplus stood at Rs. 11187.15 crore Loans from Financial InstitutionsCommercial Banks Multilateral Institutions Public Deposits and Market Borrowings throughBonds and Commercial paper accounted for Rs. 60977.96 crore Deferred Tax Liabilities(Net) amounted to Rs. 633.68 crore and other liabilities & provisions stood at Rs.2158.36 crore. These funds were deployed as Long/Short Term Loan & Advances of Rs.74291.89 crore Fixed Assets (net of depreciation) of Rs. 120.15 crore (including capitalwork-in-progress Intangible Assets under development and Intangible Assets) Investmentsof Rs. 250.87 crore Cash & Bank Balances of Rs. 1427.40 crore and other assets of Rs.868.74 crore.

7. RISK MANAGEMENT IN HUDCO

HUDCO has a prudent and efficient risk management framework. The Company has in placeRisk Management Policy and Operating Manual in compliance with the directions given byNational Housing Bank (NHB) for management of the various risks. The Company hasimplemented an integrated risk management approach through which it reviews and assesssignificant risks on a regular basis to ensure that there is a robust system of riskcontrols and mitigation in place. Major risks identified for the Company being in lendingoperations are credit risk operational risk liquidity risk market risk and foreigncurrency risk etc.

In compliance with the SEBI (LODR) Regulations 2015 the Company has in place a‘Risk Management Committee' (RMC) which is headed by Part-time Official (Government)Director and comprises of Director (Corporate Planning) and Director (Finance) as itsmembers. The Committee reviews the decisions/ recommendations of its three sub-committeesnamely:

• Assets & Liabilities Management Committee;

• Credit Risk Management Committee; and

• Operational Risk Management Committee

Assets & Liabilities Management Committee (ALCO) reviews the liquidity risks andensures management of Assets and Liabilities mismatches through liquidity gap analysisinterest rate sensitivity analysis. The Assets Liabilities mismatch if any are beingmanaged through the committed Bank lines within the permissible limits as per NHBguidelines. During the year 14 number of ALCO meetings were held.

Credit Risk Management Committee (CRMC) oversees and ensures that the credit policiesare put in place and are consistently applied while appraising the proposal for sanctionof loan and for ascertaining the credit worthiness of the applicant/ borrowing agency.During the year 4 meetings of the CRMC were held.

Operational Risk Management Committee (ORMC) oversees and ensures the mitigation ofoperational risk both internal as well as external like Technology risk Employee riskCustomer risk Capital Asset risk and External risk etc. to which your Company issusceptible by establishing & strengthening internal control systems and proceduresand by providing adequate training to the employees. During the year 4 meetings of theORMC were held.

Constant efforts were made by the Company for management and mitigation of the variousrisks which are briefly described as under:

a) Credit Risk

To manage credit risks associated with business the Company has in place a strong andeffective credit appraisal mechanism containing comprehensive appraisal techniques/guidelines ensuring timely repayments of principal & interest amount.

b) Operational Risk

To manage the operational risks both internal as well as external associated with theoperations of the Company like technology risk employee risk capital asset riskexternal risk etc. the Company has established a strong reporting and monitoringmechanism. The requisite information on the Operational risk is obtained through quarterlyreports of ‘Operational risk Factors and Key Risk Indicator (KRIs) from RegionalOffices/ departments which are further reviewed and analysed for mitigation of operationalrisk.

c) Liquidity Risk

For management of liquidity risk the Company has effective Asset Liability ManagementSystem. The liquidity risk is being monitored with the help of liquidity gap analysis.Further the funds are mobilized at competitive rates through various strategies viz.bonds term loans etc. and the mismatch in the Asset and Liabilities if any aremanaged through the committed Bank lines.

d) Market Risk

The various market risks arising from fluctuations in interest rates and foreigncurrency exchange rates are periodically reviewed by the Company. Further based on costof funds and market scenario the lending rates are determined. The interest rate risk isbeing monitored with the help of interest rate sensitivity analysis under the AssetLiability Management System.

e) Foreign Currency Risk

The Company has a Foreign Currency Risk Management policy for mitigation of risksassociated with Foreign Currency fluctuations. To cover the risks associated with exchangerate and interest rate your Company has entered into hedging transactions. As on 31stMarch 2021 the total foreign currency liabilities are USD 26.20 million (INR 180.49crore) and JPY 870.53 million (INR 58.52 crore) and 50.90 % of the foreign currencyexchange rate risk is covered through hedging instruments.

8. JOINT VENTURE ASSOCIATE AND SUBSIDIARY COMPANY

As on 31st March 2021 your Company has three Joint Venture(s) namelyPragati Social Infrastructure & Development Limited (PSIDL); Shristi UrbanInfrastructure Development Limited (SUIDL); Signa Infrastructure India Limited (SIIL) oneAssociate namely; Ind Bank Housing Limited (IBHL) and do not have any subsidiary Company.

HUDCO had invested Rs. 2.14 crore in the Joint Venture Companies {PSIDL - Rs. 0.13crore (26%) SUIDL-Rs. 2.00 crore (40%) and SIIL-Rs. 0.01 crore (26%)}. HUDCO has decidedto exit from these Joint Ventures as the performance of these Joint Ventures was notfound to be satisfactory. The Company is in the process of exiting from these JointVentures.

In the case of IBHL an associate Company HUDCO has invested Rs. 2.50 crore being 25%of its paid-up equity share capital and HUDCO is also exploring possibility to dilute itsstake. The investment in HUDCO books is appearing at Rs. 1 only.

9. INTERNAL FINANCIAL CONTROL POLICY AND INTERNAL AUDIT

Your Company has adequate Internal Financial Controls (IFC) system for ensuring theorderly and efficient conduct of its business adherence with the laid down policies andprocedures safeguard of assets of the Company prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timely preparationof reliable financial information commensurate with the operations of the Company. Thesystem also includes Risk Control Matrices and Process Flow Charts to depict the processto initiate authorise process record and report transactions; the points within theprocess at which misstatements could occur; and control activities that are designed toprevent or detect such misstatements including providing greater transparency tosegregation of duties. The Chartered Accountant firm appointed for reviewing and testingof the operating efficiency of existing Internal Financial Controls has tested the overallcontrols and found them satisfactory and working effectively during the year. Being acontinuous process appropriate steps have been taken for further strengthening theInternal Financial Control Systems.

Internal Audit

Your Company has a separate Internal Audit Department and head Internal Audit directlyreports to the Chairman & Managing Director. During the year under review internalaudit of all the Regional Offices and major divisions of the Corporate Office wereoutsourced and carried out by Chartered Accountant firms and by in-house internal auditteam. Comprehensive Internal Audit at Regional Offices have been carried out by CharteredAccountant firms. The significant Internal Audit observations compiled by Internal AuditDepartment were put up for consideration of the Audit Committee. Necessary action as perthe direction of the Audit Committee is taken by the Internal Audit Department. Directionshave also been issued to all concerned for adherence to the policies guidelines andprocedures and for timely compliance of Audit Observation.

10. INFORMATION TECHNOLOGY

With a view to manage its business in a more professional and efficient manner both onoperational and financial front your Company is in process of implementing ERP(Enterprise Resource Planning) and E-office system both at its Head Office and RegionalOffices spread all over the country.

HUDCO is implementing complete integrated solution with required Network upgradationIT security and Disaster Recovery arrangements for enabling faster decision making in itsvarious segments like accounting human resources lending business intelligent andbeyond in a secured data environment for which it has appointed M/s Intellect DesignArena Ltd as System Integrator M/s Deloitte India as Project Management Consultant andM/s Inspira as its Infrastructure Managed Service Provider. All the layer(s) required forimplementation of ERP system have been made broadly operational. In technology stacklayer Lending GL & HRMS modules have been deployed and HRMS module has been madepartially operational. Data migration and other activities are under process.

To support the ‘Green Initiatives' of Government of India and to make HUDCO apaperless organization your Company has taken initiative of implementing NIC's e-OfficeFile Management System at Head Office Regional Office - NCR and Human SettlementManagement Institute (HSMI) and is in process of implementation in all other regionaloffices.

11. HUDCO - AN ISO 9001:2015 CERTIFIED COMPANY

HUDCO is an ISO 9001:2015 certified Company from National Accreditation Board forCertification Bodies (NABCB)/ United Accreditation Service (UKAS) through M/s UnitedRegistrar of Systems (URS) Certification Limited. The certification is valid for its majorbusiness processes covering Project and Retail Financing Services Resource Mobilisationfor funding Consultancy Services through the Head Office and all Regional/DevelopmentOffices. Human Settlement Management Institute (HSMI) is also certified for TrainingResearch & Networking. HUDCO has implemented the revised framework of QualityManagement System under ISO 9001:2015 for optimization of organizational effectiveness byintroducing elements of robust risk framework policy in its appraisal process. Customerfocus for continual improvements of system and processes is the key milestone businessoperations. QMS awareness cum audit training has been provided at Corporate Office HSMIand various Regional Offices for HUDCO officials.

12. HUMAN SETTLEMENT MANAGEMENT INSTITUTE

During the financial year 2020-21 Human Settlement Management Institute (HSMI) theResearch & Training Wing of HUDCO has undertaken 44 Webinars/ Training Programmescovering 4712 professionals with following breakup:

a) 13 Webinars/ Training programmes for State Agencies/ ULB officials/ HUDCO officialscovering 1247 participants;

b) 18 Webinars/ Online In-house Training programmes for HUDCO officials in thediscipline of Law Finance Projects IT and others

on various topics with 3073 participations;

c) 6 webinars for international participants of ITEC programme for 23 officers/professionals from various countries;

d) 1 e-ITEC online Training Programme for 14 participants of Brunei Daru ssalam;

e) 4 Webinars/ Online Training programmes in association with CITYNET for 331 domestic/international participants; and

f) 2 Training programmes in physical form for in-service officials sponsored by DoPTcovering 24 participants.

Under HUDCO Chair Programme sponsored by HSMI during the year one Research Study on‘State of the Cities: India' has been completed by Institute of Social Sciences NewDelhi.

During the year 2020-2110 agencies were awarded ‘Best Practices Awards' and 2were awarded ‘Certificates of Appreciation' out of 127 entries under 7 themes ofHUDCO Best Practices Awards to improve the living environment in the Habitat Sector. Thetotal evaluation/ selection process was conducted on e-platform during the pandemic by apanel of jury comprising of eminent professionals. The awards were announced during theonline celebration of World Habitat Day 2020 organised by the Ministry of Housing andUrban Affairs Government of India.

During the year a special issue of ‘Coffee Table Book' with compilation ofaward-winning entries under best practices since introduction of the HUDCO Best PracticesAward in 2011-12 was released on-line during World Habitat Day celebration by Hon'bleMinister of Housing and Urban Affairs Government of India. Further two issues of‘Shelter' journal were released on-line in April & October 2020.

13. HUMAN RESOURCES

Your Company has a multi-disciplinary talent pool of professional from ProjectsFinance Law Information Technology Human Resources Public Relations etc. HUDCO overthe decades has evolved as a ‘knowledge organization' and people capabilitydevelopment for its diverse workforce continues to be priority area.

To sustain in this competitive dynamic market the Company regularly arrangescapacity-building programmes for its employees under various functional areas. However2020-21 was a year of pandemic therefore to avoid the health hazard the online mode wasfollowed for imparting training during the year in different professional fields. Therewere 35 online training programmes conducted in various spheres relevant to Companyoperations and for up gradation of employee's skills. A special thrust on health talks andonline interaction of employees with health expert was also conducted in view of thepandemic and overall well-being of the employees to draw a work life balance in suchchallenging times.

HUDCO has always been conscious of women empowerment and gender equality and this isreflected in its yearly celebration of Women's Day on 8th March. This yearalso there was an interaction of the management with women employees at Corporate Officeand Regional Offices (through online mode) by observing all pandemic protocols. Adedicated workshop was also organized on ‘Empowerment of Women through Spirituality'.

As on 31st March 2021 HUDCO has a strength of 753 employees (comprising of631 Executives and 122 Non-Executives) including 2 Functional Directors' 1 ChiefVigilance Offer and 229 women employees. The women employees constitute 30.41% of thetotal workforce. The Company maintains healthy cordial and harmonious relations at alllevels.

HUDCO has been complying with all the directives and guidelines issued by theGovernment of India regarding reservation for SC/ST/ OBC/PwD/ Ex-Servicemen/ EWS. As on 31stMarch 2021 the category-wise details along with the percentage are as under:

Total Employees SC ST OBC PwD Ex-Servicemen
753 129 54 89 16 5
percentage 17.13 7.17 11.82 2.12 0.66

14. VIGILANCE

As per the directions of Central Vigilance Commission (CVC) Government of India fromtime to time the Corporate Vigilance Department (CVD) continued to strive for improvingthe systems and procedures and strengthen the mechanism to ensure pre-emptive actions andadvising reformatory measures in the possible areas prone to corruption/financialirregularities as a part of preventive vigilance such as e-procurements; e-payments;creating general awareness amongst the officials; adoption of Integrity Pact whereverapplicable; digitalization of system/process to avoid manual intervention etc.

Vigilance Awareness Week was observed by the Company from 27th October to 2ndNovember 2020 wherein various programmes were organized in the Head Office as well as atall the 21 Regional Offices throughout the Country. The programmes were the theme centricdeclared by the CVC i.e. ‘Vigilant India Prosperous India'. During the year oneday on-line training programme on ‘Preventive Vigilance' was organized on 15thFebruary 2021 for the officials of HUDCO. During the year routine and specificinspection of some Regional Offices was conducted which included random check ofactivities of Regional Office and specific examination of certain cases.

15. OFFICIAL LANGUAGE

During the year your Company has taken various initiatives for progressive use ofRajbhasha Hindi in official work of HUDCO. To encourage the use of official languageHUDCO celebrated ‘Rajbhasha Fortnight' in the month of September 2020 in itsCorporate Office and Regional Offices throughout the Country.

During the period online competitions and workshops were organized and the prize(s) ofRs. 169000 were awarded to the winners of various components of HUDCO's Hindipromotional scheme Rajbhasha Utkarsh Yojna.

Further Parliamentary Committee on Official Language inspected HUDCO's CorporateOffice on 6th October 2020. The Committee has expressed its satisfaction withsome observations over the implementation of Official Language Policy in the CorporateOffice. It is also referential to mention that our Thiruvananthapuram and GuwahatiRegional Offices have won the first prize and Ahmedabad Regional Office has won the secondprize respectively from their concerned Town Official Language Implementation Committees(TOLIC/Narakas) for the best execution of Official Language policy in these offices.

HUDCO's Corporate Office has published its e-magazine ‘Aawas Dhvani' besidesBhopal Dehradun Jaipur Raipur Chandigarh Mumbai Bangalore Bhubaneswar ChennaiKolkata and Thiruvananthapuram Regional Offices have also published their in-housemagazine for promoting the official language in HUDCO system.

Department of Official Language (DoL) Ministry of Home Affairs Government of Indiahas assigned important responsibility to HUDCO for implementing Hindi in 50 PSU's locatedin Delhi through NARAKAS DILLI UPKRM-2. With a view to promote Hindi and to achieve thetarget as set by DoL NARAKAS has organized 55 Hindi promotional activities/ programmeswhich include NARAKAS meetings Sammelan workshops training programmes competitionsseminars award ceremony for the excellent work in Hindi. NARAKAS has been awarded with 3rdprize for the excellent performance in Hindi for the ‘A' region during 2019-20 by theDoL.

16. COMPLIANCES OF VARIOUS ACTS/ GUIDELINES

Disclosure under the Sexual Harassment of Women at Workplace (Prevention Prohibitionand Redressal) Act 2013

HUDCO has constituted an ‘Internal Complaint Committee' headed by a senior levelwoman official of the Company for redressal of complaints against sexual harassment ofwomen employees in compliance of Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013. Sexual Harassment in any form has been made as amisconduct under HUDCO (Conduct Discipline and Appeal) Rules.

There was no complaint pending at the beginning of the year and no complaint wasreceived during the year.

Public Grievance Redressal Mechanism of HUDCO

All matters related to Public Grievance(s) raised at Centralized Public GrievanceRedress and Monitoring System (CPGRAMS) portal of Government of India and GrievanceRegistration & Information Database System (GRIDS) portal of National Housing Bankhave been dealt with by the Company in accordance with the laid down guidelines/proceduresissued by Government of India and National Housing Bank respectively. The grievanceredressal procedure of HUDCO has been further streamlined and appropriate grievanceredressal mechanism and escalation matrix for receiving registering and disposal has beenput in place for each of its offices. During the year all grievances have been resolvedin a time bound manner.

Implementation of Micro Small & Medium Enterprises (MSME) Policy

In compliance of the Public Procurement Policy for Micro and Small Enterprises issuedby the Government of India vide Micro and Small Enterprises (MSEs) Order 2012 yourCompany during the year 2020-21 has made procurement amounting to Rs. 5.54 crore fromMSEs constituting 59.98 % of its total annual procurement inclusive of 6.77% ofprocurement made from MSEs owned by SC/ ST entrepreneurs amounting to Rs. 0.062 crore.Further your Company has made procurement from women entrepreneurs amounting to Rs. 0.031crore constituting 3.36% of the total procurement. The Company has made all the paymentsdue to MSME's within the stipulated time period and there has been no delay.

Right to Information Act

HUDCO has set up an appropriate mechanism to comply with all RTI matters received underthe Right to Information Act 2005 and all matters pertaining to RTI during the year havebeen dealt within the time frame as prescribed therein.

In order to achieve efficiency and to function in a transparent manner the Company hasproactively suo moto disclosed information effecting larger Public Interests on itswebsite thus reducing the need for filling RTI applications under the RTI Act byindividuals.

During the period under review all matters within the ambit of RTI Act 2005 have beendealt within the prescribed timelines and there has not been any instance ofnon-compliance by the Company. Further no penalties / stricture / adverse remarks havebeen imposed w.r.t. RTI on the Company by any Statutory Authority.

17. DIRECTORS’ RESPONSIBILITY STATEMENT

As per requirement of section 134(5) of the Companies Act 2013 your Directors'confirm that:

a) in preparation of the annual accounts the applicable accounting standards have beenfollowed and no material departures have been made from the same;

b) such accounting policies have been selected and applied them consistently (exceptfor changes in accounting policies as disclosed in the Note to Accounts to the FinancialStatements) and made judgments and estimates that are reasonable and prudent to give atrue and fair view of the state of affairs of the Company at the end of the financial yearand of the profit of the Company for the year under review;

c) proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with provisions of Companies Act 2013 for safeguarding the assetsof the Company and for preventing and detecting fraud and other irregularities;

d) the annual accounts have been prepared on a ‘going concern' basis;

e) the Company has laid down Internal Financial Controls to be followed and suchinternal financial controls are adequate and were operating effectively; and

f) proper systems have been devised to ensure compliance with the provisions of allapplicable laws and such systems were adequate and operating effectively.

18. MANAGEMENT DISCUSSION & ANALYSIS REPORT

In terms of the SEBI (LODR) Regulations 2015 and DPE guidelines Management Discussion& Analysis Report for the year ended 31st March 2021 is annexed and formspart to this report.

19. CORPORATE GOVERNANCE

In compliance of the SEBI (LODR) Regulations 2015 and DPE guidelines on CorporateGovernance a report on Corporate Governance together with certificate from Malhotra Arora& Associates Company Secretaries in Practice regarding compliance of the conditionsof Corporate Governance is annexed and forms part to this report.

20. BUSINESS RESPONSIBILITY REPORT

In terms of regulation 34(2) of the SEBI (LODR) Regulations 2015 the ‘BusinessResponsibility Report' for the year ended 31st March 2021 is annexed and formspart to this report.

21. DIRECTORS AND KEY MANAGERIAL PERSONNEL

HUDCO being a Government Company where power to appoint Chairman & ManagingDirector Whole Time Directors' Government Nominee Directors' and Independent Directors'on the Board of the Company is vested with the President of India and the same isexercised through the Administrative Ministry i.e. Ministry of Housing and Urban Affairs(MoHUA) Government of India.

During the year under report following changes took place in the composition of theBoard of Directors:

Chairman & Managing Director (CMD)

a) Shri M. Nagaraj (DIN: 05184848) Director (Corporate Planning) was assigned thecurrent charge of the post of CMD HUDCO by MoHUA Government of India in two spells ofthree months each i.e. from 7th January 2020 to 6th April 2020and from 27th May 2020 to 26th August 2020 respectively;

b) Shri Shiv Das Meena I.A.S. (DIN: 01881010) Additional Secretary MoHUA Governmentof India was assigned the additional charge of the post of CMD HUDCO by the MoHUAGovernment of India during the period with effect from 21st April 2020 to 18thMay 2020; and

c) Shri Kamran Rizvi I.A.S. (DIN: 01653503) Additional Secretary MoHUA Governmentof India was assigned the additional charge of the post of CMD HUDCO by the MoHUAGovernment of India for a period of six month with effect from 22nd October2020 who was subsequently appointed as an Additional Director in terms of section 161 ofthe Companies Act 2013 and Articles of Association of the Company.

Part-time Non-official (Independent) Director

Smt. Pratima Dayal (DIN: 06992866) and Dr. Sudip Kumar Nanda (DIN: 00315376) ceased tobe Part-time Non-official (Independent) Director(s) with effect from 18thApril 2020 on completion of their term as per terms and conditions of their appointment.

As per requirements of section 152 of the Companies Act 2013 [including any statutorymodification(s) or re-enactment(s) thereof for time being in force read with theapplicable rules as amended] and Articles of Association of the Company Shri M. Nagaraj(DIN: 05184848) Director (Corporate Planning) being longest in office among theDirectors' since his last appointment is liable to retire by rotation and being eligibleoffers himself for reappointment at the ensuing Annual General Meeting.

After the closure of the financial year under report MoHUA Government of India videorder dated 1st July 2021 has extended the additional charge of the post ofCMD HUDCO assigned to Shri Kamran Rizvi I.A.S. Additional Secretary MoHUA Governmentof India for a further period of 6 months with effect from 22nd April 2021 ortill appointment of a regular incumbent to the post or until further orders whichever isthe earliest;

Your Board placed on record its sincere appreciation for the valuable contribution madeby outgoing Directors' during their association/ tenure with the Company and extended awarm welcome to new Directors' for being part of HUDCO Board.

The Board of Directors of your Company recommends reappointment of Shri M. Nagaraj(DIN: 05184848) Director (Corporate Planning) and Shri Kamran Rizvi as Chairman &Managing Director (Additional Charge) for approval of the members at the 51stAnnual General Meeting on the same terms and conditions as approved by the President ofIndia.

Pursuant to the provisions of Section 149(6) of the Companies Act and Regulation16(1)(b) of the SEBI (LODR) Regulations 2015 declaration from the Independent Directors'could not be obtained since the Company does not have any Independent Director on itsBoard.

Based on the confirmation received from Directors' none of them are disqualified forbeing appointed/ reappointed as directors in terms of Section 164 of the Companies Act2013 and other applicable laws if any and are not related to each other.

KEY MANAGERIAL PERSONNEL

The details of Key Managerial Personnel including changes occurred during the year andthereafter are as under:

Sl. Name of Key Managerial Personnel No. Designation
1. Shri Muniappa Nagaraj (From 07.01.2020 to 06.04.2020 & 27.05.2020 to 26.08.2020 ) Chairman & Managing Director (Current Charge)
2. Shri Shiv Das Meena (From 21.04.2020 to 18.05.2020) Chairman & Managing Director (Additional Charge)
3. Shri Kamran Rizvi (From 22.10.2020 onwards) Chairman & Managing Director (Additional Charge)
4. Shri Muniappa Nagaraj Director - Corporate Planning
5. Shri D. Guhan Director - Finance & Chief Financial Officer
6. Shri Harish Kumar Sharma Company Secretary

22. SECRETARIAL AUDITORS & AUDIT REPORT

In compliance of section 204 of the Companies Act 2013 and rules made thereunder M/sMalhotra Arora & Associates Company Secretaries in Practice has been appointed asSecretarial Auditors for the financial year 2020-21.

Secretarial Audit Report given by the Auditors confirming compliance to the applicableprovisions of the Companies Act 2013 SEBI (LODR) Regulations 2015 and other applicablelaws. They have referred to certain observations which are selfexplanatory.

23. AUDITORS & AUDITORS REPORT

As per section 139(5) of the Companies Act 2013 the Statutory Auditors of yourCompany is appointed by Comptroller and Auditor General of India (CAG). M/S APRA &Associates LLP (regd. no. DE2438) Chatered Accountants New Delhi has been appionted asStatutory Auditors of your Company for the financial year 2021-22 by the CAG.

M/s Prem Gupta & Co. Chartered Accountants (firm reg. no. 000425N) New Delhi theStatutory Auditors had conducted the audit of the financial statements (both standaloneand consolidated) for the financial year 2020-21 and submitted their report thereon. Thecomments of the Statutory Auditors on the financial statements along with management replythereon are annexed and forms part of the report. Notes on financial statement referred toin the Auditors Report are self-explanatory.

Comments of Comptroller and Auditor General of India (CAG)

The comments of the CAG on the audited financial statements (both standalone andconsolidated) for the financial year 2020-21 under section 143 of the Companies Act 2013are in process and will be made part of the Director's Report by way of addendum alongwith management reply thereon if requires.

24. STATUTORY DISCLOSURES

(i) Corporate Social Responsibility Committee

As on 31st March 2021 the composition of ‘Corporate SocialResponsibility' Committee of the Board consists of three members namely: Shri M. NagarajDirector (Corporate Planning) Shri Amrit Abhijat Part-time Official (Government)Director and Shri D. Guhan Director (Finance). The Committee was headed by Director(Corporate Planning).

In the absence of Independent Directors' the Committee was constituted from theavailable Board members as process of appointment of Independent Director(s) is in processwith the Ministry of Housing and Urban Affairs Government of India being theAdministrative Ministry and appointing authority. On appointment of IndependentDirectors' the Committee will be reconstituted to make its composition in conformity withthe provisions of the Companies Act 2013.

The Corporate Social Responsibility Policy (CSR Policy) of the Company laying down theguidelines and the activities to be undertaken by the Company is available on Company'swebsite at the following link: https://www.hudco.org/writereaddata/ csrpolicy.pdf

During the year the Company has spent/released a total amount of Rs. 7.44 crore on CSRactivities however based on utilization certificate received from the agencies anamount of Rs. 5.74 crore has been booked in the financial statements as an amount utilizedduring the financial year 2020-21.

In compliance with the Ministry of Corporate Affairs Government of India notificationdated 22nd January 2021 the Company has transferred an amount of Rs.801941235/- to the Special Account opened with State Bank of India named as‘Unspent Corporate Social Responsibility Account' being the unspent amount out oftotal amount available/allocated for the CSR activities within the schedule time.

Further the requisite amount not relating to ongoing projects i.e. with respect toprojects which have been closed /not been sanctioned out of allocated CSR budget will betransferred to a fund specified in Schedule VII of the Companies Act 2013 within thestipulated time period i.e. up to 30th September 2021.

The Annual Report on CSR activities for the financial year 2020-21 giving reasons as tonon-spending of entire amount earmarked for CSR activities along with other details isannexed hereto forming part of the Directors' Report;

(ii) Board and its Committees

The details as to the composition of the Board and its various Committees scope &terms of reference number of meetings held and attended by directors/members during theyear along with other particulars are given in the annexed Corporate Governance Reportforming part to this report;

(iii) Particulars of Loans Guarantee or Investments

The necessary disclosures with respect to loan made guarantee given or securitiesprovided by the Company in its ordinary course of business have not been given sinceprovisions of section 186 of the Companies Act 2013 are not applicable to your Companybeing a Housing Finance Company. The detail with respect to investments made by theCompany forms part of the financial statements for the year 2020-21;

(iv) Extract of Annual Return

In compliance of section 92(3) of the Companies Act 2013 read with the rules madethereunder the extract of Annual Return as at 3151 March 2021 is annexed andforms part to this report. The same may also be assessed at Company website at:

https://www.hudco.org//Site/FormTemplete/frmTemp1PLargeTC1CP.aspx?MnId=391&ParentID=326

(v) Energy Conservation Technology Absorption and Foreign Exchange Earning &Outgo.

Energy Conservation and Technology Absorption

There are no significant particulars relating to conservation of energy and technologyabsorption as your Company does not own any manufacturing unit/ facility.

As HUDCO is an energy conscious organization and is fully committed to support theGovernment of India programmes towards conservation of energy for which it has takennumber of measures/initiatives on continuous basis towards conservation and optimumutilization of energy in all its offices like replacing CFL with LED lights maximum useof natural lights in its day-to-day operations and replacement of high-power consumingequipment's with low energy consuming equipment's.

During the year the Company has not absorbed any technology indigenous/ imported.Further no technology was imported during the last three years.

Foreign Exchange Earnings and Outgo

During the year the inflow on account of foreign exchange transaction was Rs. 1.18crore (previous year Rs. 2.82 crore) while foreign exchange outgo/ expenditure was Rs.3.30 crore (previous year Rs. 7.08 crore);

(vi) As per notification dated 5th June 2015 issued by the Ministry ofCorporate Affairs Government of India Government Companies are exempted from complyingwith provisions of section 197 of the Companies Act 2013. As your Company is a GovernmentCompany hence such particulars have not been included as part of the Directors' Report;

(vii) During the financial year all the existing related party transactions were on anarm's length basis and were in the ordinary course of business. There are no materiallysignificant related party transaction(s) made by the Company which may have a conflictwith the interest of the Company. Further there was no contract or arrangement enteredinto by the Company as listed under section 188 of the Companies Act 2013;

(viii) The Company has followed the applicable Secretarial Standards issued byInstitute of Company Secretaries of India (ICSI);

(ix) There is no change in the nature of business of the Company during the year;

(x) There are no significant and material orders passed by the Regulators or Courts orTribunals impacting the going concern status and operations of your Company in future;

(xii) As per notification dated 5th June 2015 issued by the Ministry ofCorporate Affairs Government of India Government Companies are exempted from complyingwith provisions of section 178(3) of the Companies Act 2013 with respect to matterspertaining to Company's Policy on Directors'' appointment and remuneration includingcriteria for determining qualifications positive attributes independence of a directorand other matters provided therein;

(xiii) The Auditors have not reported any material case of frauds by the Company or onthe Company by its Officers or Employees under section 143(12) of Companies Act 2013hence disclosure under section 134(3)(ca) of the Act is not required;

(xiv) Pursuant to the requirements of SEBI (LODR) Regulations 2015 and DPE Guidelineson Corporate Governance all the Board members and Senior Management personnel haveaffirmed compliance with the Code of Conduct for the financial year ending 31st March2021. A declaration made by Chairman & Managing Director in this regard is annexed andforms part of this report; and

(xv) As per regulation 25(10) of the SEBI (LODR) Regulations 2015 top 500 listedCompanies are required to have Directors' & Officers Insurance for all Independentdirectors with effect from 1st October 2018. HUDCO had in place D&O Policyfor Independent Directors' valid up to 11th March 2021. As HUDCO does nothave any Independent Director on its Board since 18th April 2020 forappointment of whom request has been made to the Ministry of Housing and Urban AffairsGovernment of India being the Administrative Ministry and Appointing Authority and thesame is in process hence the insurance policy for Independent Directors' has not beenobtained and the process for obtaining the same will be initiated on appointment ofIndependent Directors' by the Administrative Ministry.

25. FUTURE OUTLOOK - MEDIUM AND LONG TERM STRATEGIES

The rampant spread of COVID-19 pandemic has disrupted the economy of the World atlarge to which India is not an exception. The World Bank and Credit Rating agencies havedowngraded India's growth for the fiscal 2021. HUDCO being a leading housing financeCompany supporting housing and housing related infrastructure activities have impacted onits operations post COVID-19 pandemic.

The future outlook both medium and long-term strategies are summarised hereunder:

a) The Atal Mission for Rejuvenation and Urban Transformation (AMRUT) Mission has beenallocated Rs. 7300 crore in the budget estimates of 2021-22; HUDCO will make all outefforts to tap potential business for viability gap funding;

b) Inadequacies in health infrastructure during COVID-19 pandemic posed lot ofchallenges to administration all over the Country which necessitates most modern andnewer health facilities all over Country HUDCO would continue to fund SocialInfrastructure Projects like Health Center Government Hospitals Medical Colleges etc.being a priority sector lending for HUDCO as the State Governments would be requiringhuge funds to expand their Health Care Infrastructure;

c) HUDCO may fund Urban Metro Rail projects of all major cities as the Government iskeen to expand the metro network in different cities and looking for externalparticipation for such projects;

d) The Government of India has launched for ‘Swach Bharat Mission- 2.0' (SBM-2)with an allocation of Rs. 1.41 lakh crore for five years from 2021 till 2026 to focus onsafe sanitation water harvesting and recycling. ‘Swach Bharat Mission' a flagshipprogram of Government of India where HUDCO has not funded any project under this missionand State Governments will be approached for financing such projects;

e) As part of the Pradhan Mantri Awas Yojana (PMAY) - Urban Housing for All aflagship program of Ministry of Housing and Urban Affairs Government of India HUDCO isproviding all the necessary support like appraisal and monitoring of projects in variousStates. Further for meeting the funds requirement of State/Urban Local Bodies (ULB) sharein projects under PMAY also HUDCO is offering loan assistance to meet the gap beyond thegrant available from Government of India. As a nominated Central Nodal Agency (CNA) forCLSS HUDCO is committed in making the scheme a grand success so that a large number ofbeneficiaries avail the subsidy under the programme and are able to fulfill their dream ofowning a house of their own; and

f) Smart city project is one of the diversified fields in the core infrastructuresector for HUDCO financing. An allocation of Rs. 6450 crore has been made for this missionin the Union budget of 2021-22. Further Nitti Aayog has also envisaged that Privateinvestment needs to be encouraged in infrastructure through a renewed public-privatepartnership (PPP) mechanism on the lines suggested by the Kelkar Committee. Theseopportunities can be utilized by HUDCO by encouraging funding to entities which arepromoted by government or backed by the government.

26. STATUTORY AND OTHER INFORMATION REQUIREMENT

The various information required as per the Companies Act 2013 Securities andExchange Board of India (Listing Obligations and

Disclosures Requirement) Regulations 2015 and DPE guidelines are annexed to thisreport are as under:

Particulars Annexure
Management Discussion & Analysis Report 1
Corporate Governance Report 2
Business Responsibility Report 3
Secretarial Audit Report 4
Annual Report on CSR Activities 5
Extract of Annual Return 6
Declaration of the Code of Conduct 7
Management Reply to the comments of the Statutory Auditors on the financial statements 8
Comments of the Comptroller and Auditors General of India 9

27. ACKNOWLEDGEMENTS

The Board of Directors of your Company expresses their sincere gratitude to theGovernment of India especially the Ministry of Housing and Urban Affairs Ministry ofRural Development Ministry of Finance Reserve Bank of India National Housing BankMinistry of Corporate Affairs Department of Public Enterprises Regulatory/ StatutoryAuthorities and various other departments of the Central/ State Governments for thecontinued guidance co-operation and support.

The Board also expresses its gratitude to the Shareholders bondholders public depositholders Bankers Financial Institutions the State Governments Housing BoardsDevelopment Authorities Municipal/Local Bodies and other Borrowers etc. for theirconfidence and trust with the Company.

The Board also wish to place on record its thanks to BSE Limited National StockExchange of India Limited National Securities Depository Limited Central DepositoryServices (India) Limited Credit Rating Agencies Registrar & Transfer Agents andother agencies for extending their continued cooperation and support.

The Board also thanks the Comptroller & Auditor General of India StatutoryAuditors Secretarial Auditors and other professionals associated with the Company forproviding their valuable contribution.

The Board of Directors would also like to place on record its sincere appreciation forthe continued and unstinting efforts put in by the dedicated employees at all levelstowards the growth of the Company.

For and on behalf of the Board of Directors
Sd/-
Kamran Rizvi
Chairman & Managing Director
Place : New Delhi (DIN: 01653503)
Dated : 6th September 2021

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