<dhhead>DIRECTORS’ REPORT</dhhead>

Dear Members,


Your directors are pleased to present the 55th Annual Report on the
business and operations of the Company along with Audited Standalone and Consolidated
Financial Statements for the year ended 31st March, 2025.


1. FINANCIAL PERFORMANCE AND HIGHLIGHTS 



The financial highlights of your Company for the Financial Year 2024-25
are briefly mentioned below to give an overview of accomplishments on all fronts:


(Rs. in Crore)




  

    
Particulars
    
2024-25
    
2023-24
  
  

    
Revenue from Operations
    
10311.29
    
7784.29
  
  

    
Other Income
    
37.09
    
163.81
  
  

    
Total Income
    
10348.38
    
7948.10
  
  

    
Finance cost
    
6747.45
    
4960.82
  
  

    
Impairment on Financial instruments
    
(410.50)
    
(208.09)
  
  

    
. OtherExpensesincludingEmployeeBenefit Exp
    
374.77
    
351.93
  
  

    
Total expenditure
    
6711.72
    
5104.66
  
  

    
Profit before tax
    
3636.66
    
2843.44
  
  

    
Less:
    
 
    
 
  
  

    
Current Tax
    
637.00
    
510.50
  
  

    
Deferred tax
    
292.90
    
215.68
  
  

    
Adjustment of tax of earlier years (Net)
    
(2.38)
    
0.52
  
  

    
Profit after tax
    
2709.14
    
2116.74
  
  

    
Other Comprehensive Income
    
(164.80)
    
19.78
  
  

    
Total Comprehensive Income
    
2544.34
    
2136.52
  
  

    
Balance Surplus of previous year
    
215.14
    
5.09
  
  

    
Amount available for Appropriation
    
2759.48
    
2141.61
  
  

    
Less: Appropriation
    
 
    
 
  
  

    
Transfer to Special Reserve u/s 36(1)(viii)
    of Income Tax Act, 1961 and u/s 29C of
    
550.00
    
550.00
  
  

    
NHB Act, 1987
    
 
    
 
  
  

    
Transfer to Reserve Fund u/s 45IC of RBI Act,
    1934
    
542.00
    
-
  
  

    
Transfer to Debenture Redemption Reserve
    
239.58
    
239.58
  
  

    
Transfer to Reserve for Bad & Doubtful
    Debt
    
135.00
    
120.00
  
  

    
Interim Dividend
    
620.59
    
300.29
  
  

    
Transfer to Impairment Reserve
    
102.96
    
173.44
  
  

    
Other Comprehensive Income (Net) on account
    of Hedge Accounting
    
(161.63)
    
12.65
  
  

    
Net surplus after appropriations
    
730.98
    
745.65
  
  

    
Proposedfinal
    
210.20
    
530.51
  
  

    
Surplus available after final dividend
    
520.78
    
215.14
  
  

    
EPS (Basic/Diluted) (in Rs.)
    
13.53
    
10.57
  


During the period, your Company has performed very well by witnessing a
growth of 27.90% in Profit Before Tax (PBT). Your Company has seen a growth of 8.16% in
its Net Worth that has reached Rs. 17,969.79 Crore in Financial Year 2024-25 from Rs.
16,614.30 Crore in Financial Year 2023-24.


Consolidated Financial Statements 


Pursuant to Section 129(3) of the Companies Act, 2013, the Company has
prepared Consolidated Financial Statement (CFS) in respect of only one Associate Company
namely, M/s Shristi Urban Infrastructure Development Limited and an appropriate disclosure
stating the reasons relating to non-consolidation of accounts of other three companies
have been given in the CFS.

A Statement containing salient features of Financial Statements of
Joint Venture and Associate Companies, has been given in the prescribed format "AOC
1" and is annexed as part of the Consolidated Financial Statements. There are no
material changes and commitments, occurred subsequent to the close of Financial Year of
the Company and the date of this Board’s report, affecting the financial position of
the Company and its state of affairs. Pursuant to Section 136 of the Companies Act, 2013,
the Audited Financial Statements and all other documents required to be attached with the
Financial Statements are available on the Company’s website at www.hudco.org.in and
are also available for inspection till the date of the ensuing Annual General Meeting
during business hours on all working days at the Registered Office of the Company.


2. DIVIDEND 



Your Company is consistently rewarding its shareholders by way of
dividend payment. The Board of Directors of your Company had earlier approved payment of
1st Interim Dividend @20.50 %, i.e., Rs. 2.05 per equity share having Face Value of Rs.
10/- each totalling to Rs. 410.39 Crore on the Paid-up Equity Share Capital of the Company
in January, 2025 and the same has since been paid and 2nd Interim Dividend
@10.50 %, i.e., Rs. 1.05 per equity share having Face Value of Rs. 10/- each totalling to
Rs. 210.20 Crore on the Paid-up Equity Share Capital of the Company in March, 2025 and the
same has since been paid. Further, the Board of Directors, has also recommended payment of
Final Dividend @ 10.50 %, i.e. Rs. 1.05 per Equity Share having Face Value of Rs. 10/-
each for the Financial Year 2024-25, subject to approval of the Shareholders at the
ensuing 55th Annual General Meeting.

In compliance with regulation 43A of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company
has formulated ‘Dividend Distribution Policy and the same is available on
Company’s website at https://www.hudco.org.in//writereaddata/DDP.pdf As per
guidelines issued by Department of Investment and Public Asset Management (DIPAM),
Government of India, the Company is required to pay a minimum Annual Dividend of 30% of
Profit after whichever is higher, subject to maximum limit prescribed by RBI. However,
Financial sector CPSES like NBFCs may pay minimum annual dividend of 30% of PAT subject to
the limit, if any, under any extant legal provisions. After analysis of various financial
parameters (including CRAR, Net NPA etc.), Cash Flow Position and available distributable
profits, the Board of Directors have paid/recommended Total Dividend of Rs. 4.15 per Share
(41.50%)


3. SHARE CAPITAL 



As on 31st March, 2025, the authorized share capital of the Company was
Rs. 2,500 Crore with issued, subscribed and paid-up equity share capital of Rs. 2,001.90
Crore. The paid-up share capital comprises promoter’s shareholding of 75.00% held by
the President of India through the Ministry of Housing and Urban Affairs (MoHUA) - 54.27%
and Ministry of Rural Development (MoRD) - 20.73% and the balance 25.00% is held by the
Public. There is no change in the authorized, issued, subscribed and paid-up equity share
capital of the Company during the year. The Company
hasnotissuedanyshareswithdifferentialvoting right/ Sweat Equity Shares during the year
under report. 


Listing of securities and payment of listing fee 


The securities of the Company are listed at BSE Limited (BSE) and
National Stock Exchange of India Limited (NSE) and the annual listing fee for the
Financial Year 2025-26 has been paid to the Stock Exchanges. 


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


In compliance of the provisions of Section 125 of the Companies Act,
2013 as well as Rule made thereon and read with Regulation 61A of Securities and Exchange
Board of India (LODR) (Fifth Amendment) Regulations, 2021, the dividend amounts and
amounts of principal and interest thereon in respect of debt securities, which remain
unpaid/unclaimed for a period of seven years, are transferred to the Investor Education
& Protection Fund (IEPF) of the Central Government. Accordingly, during the Financial
Year 2024-25, an amount of Rs. 92,323/- pertaining to unclaimed final dividend for the
Financial Year 2016-17 has been transferred to Investor Education and Protection Fund.


Equity Shares transferred to IEPF


In terms of Section 124(6) of the Companies Act, 2013 and IEPF
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as well as in accordance
with the circulars/notifications issued by the MCA from time to time, the shares in
respect of which the dividend has not been paid or claimed for a consecutive period of
seven years or more, is required to be transferred to Investor Education and Protection
Fund (IEPF) Authority account.

Accordingly, during the Financial Year 2024-25, 19378 equity shares
pertaining to final dividend for the Financial Year 2016-17 were transferred to the Demat
Account of the IEPF Authority opened with NSDL. Details of the shareholders whose
unclaimed/shares were transferred to the IEPF Account is available on the website at the
following link:
https://www.hudco.org.in//writereaddata/shares-transferred-to-IEPF-authority-16-17.pdf
Members may check their details on the aforesaid web-link.


Claim from IEPF Account


Any person, whose shares or unclaimed dividend etc. has been
transferred to the IEPF, may claim the shares under provision to sub-section (6) of
section 124 or apply for refund under clause (a) of sub-section (3) of section 125 or
under proviso to sub-section (3) of section 125, as the case may be, to the Authority by
making an online application in Form IEPF-5.


4. MEMORANDUM OF UNDERSTANDING (MoU)



An annual MoU with the Ministry of Housing and Urban Affairs (MoHUA),
serves as the framework for measuring your
company’sperformanceacrossagreedfinancialand non-financialparameters, against annual
targets set by the Department of Public Enterprises (DPE). We are proud to share that your
company was awarded ‘Excellent’ MoU Rating by the DPE for its performance in
Financial Year 2023 24 - a testament to its continued commitment to excellence and impact.
During Financial Year 2024-25, your Company demonstrated an outstanding performance across
both operational and financial metrics, exceeding its own performance benchmarks. This
reflects the Company’s strong and financial discipline. There are 12 MoU parameters
and 6 compliance parameters in the annual MoU signed with MoHUA for Financial Year
2024-25. The actual achievements in respect of key parameters are as presented in the
following table: MoU 2024:25: Actual achievement of key performance parameters


  

    
Sl. No. MoU Parameter
    
MoU Target
    
Actual achievement
  
  

    
1. Loan disbursed to Total Funds Available
    
100%
    
99.99%
  
  

    
2. Overdue Loans to Total loans (net)
    
2.46%
    
2.02%
  
  

    
3. Net NPA / Total loans (net)
    
0.35%
    
0.25%
  
  

    
4. Cost of raising funds
    through bonds as compared to similarly rated CPSEs (Margin over Reuters)
    
(-) 5.93 bps
    
(-) 6.6 bps
  
  

    
5. Acceptance/ Rejection of
    invoices of Goods & Services through TReDS Portal within specified time
    

    

  
  

    
5.(i) On-boarding of CPSE on
    all operating TReDs portals
    
Onboarding on all operating
    TReDS portals.
    
Onboarded on all 4 TReDS
    portals: RXIL; M1 Exchange; Invoice Mart; and C2 treds.
  
  

    
5.(ii) Integration of
    CPSE’s enterprise resource planning (ERP) or vendor invoice management (VIM) system
    with GeM portal
    
Successful completion of
    integration.
    
Integration of HUDCO’s
    ERP with GeM portal completed.
  
  

    
5.(iii) Timely payment to MSE
    vendors within 45 days from the appointed day
    
Submission of Self-Certified
    TReDS Reports on timely payment to DPE for all four quarters
    
Self-Certified TReDs Reports
    submitted to DPE
  


The Company continues its tradition of excellence, with internal
evaluations indicating another year of ‘Excellent’ MoU Rating for Financial Year
2024-25 from the Department of Public Enterprises (DPE), subject to their final
evaluation.


5. LENDING ACTIVITIES 



HUDCO, the premier techno-financing institution under the Ministry of
Housing and Urban Affairs, Government of India, has successfully completed another year
marked by excellence and challenges, with immense satisfaction in its service to the
nation. Demonstrating strong performance on both operational and financial fronts, HUDCO
has consistently contributed to nation-building by financing infrastructure and housing
projects across the country.

In the Financial Year 2024-25, HUDCO, through its prudent business
policies and proactive management, has achieved sanctions amounting to Rs. 1,27,952.49
Crore and disbursements of Rs. 40,037.51 Crore, compared to the previous year’s
sanctions and disbursements of Rs. 82,386.55 Crore and Rs. 17,987.03 Crore, respectively.

HUDCO, in its remarkable 55-years journey since its inception in 1970,
has cumulatively sanctioned 17,441 housing and urban infrastructure projects, with a total
loan amount of Rs. 4,38,706.11 Crore and disbursements totalling Rs. 2,59,812.55 Crore.
Additionally, the Company has sanctioned financial assistance for over 201.78 Lakh housing
across both rural and urban areas of the Country, of which 188.71 Lakh units (93.52%) fall
under the EWS/LIG categories.


Housing Operations 


Under the Housing sector, during the year under review, HUDCO has
sanctioned 3 projects with loan assistance of Rs. 5,621.35 Crore, facilitating the
construction of 41,754 dwelling units. During the year, loan amount of Rs. 820.37 Crore
was disbursed.


Urban Infrastructure Lending


Under the Urban Infrastructure portfolio, HUDCO sanctioned 76 projects
with total loan assistance of Rs. 1,22,331.14 Crore, spanning various sectors such as
Water Supply, Transport Nagar, Social Infrastructure, Commercial Infrastructure, Road
& Transport, Power, and others. Additionally, an amount of Rs. 39,217.14 Crore was
disbursed during the year towards various schemes.


In the Financial Year 2024-25, major projects sanctioned are as under:

Housing – HUDCO sanctioned a loan of Rs. 4,451.35 Crore during
the year to Andhra Pradesh Township and Infrastructure Development Corporation (APTIDCO)
for the construction of 41,502 Dwelling Units (DUs) under the Affordable Housing in
Partnership (AHP) vertical of Pradhan Mantri Awas Yojana (Urban) Phase 1.0, the Government
of India’s flagship scheme for "Housing for All".


Core Infrastructure – HUDCO is actively
involvedintheGovernmentofIndia’sprestigiousflagshipprogram, the Jal

Jeevan Mission. In the Financial Year 2024-25, HUDCO provided
additional financial assistance of Rs. 1,576.78 Crore to the Rajasthan Water Supply and
Sewerage Corporation (RWSSC) for the balance state share of projects already covered under
Phase I and Phase II of Jal Jeevan Mission. The aim of the project is to provide
Functional Household Tap Connection (FHTC) to every rural household, ensuring Har Ghar Nal
Se Jal (HGNSJ) by 2027, with a service level of 55 litres per capita per day (lpcd). The
project cost will be shared equally between the Government of Rajasthan and the Government
of India at a 50:50 ratio. In order to instill the ‘sense of ownership’ among
the community/ user groups for better implementation and long-term operation &
maintenance of the scheme as well as bringing in transparency, Gram Panchayat/ Village
Water and Sanitation Committee (VWSC)/ Paani Samiti are implementing the in-village piped
water supply infrastructure and related source development. HUDCO has disbursed the loan
amount of Rs. 1290.00 Crore in this project during the year. HUDCO has sanctioned a scheme
with a loan amount of Rs. 4500 Crore to the Eastern Rajasthan Canal Project Corporation
Limited (ERCPCL) for Construction work of Ramgarh Barrages, Mahalpur Barrages under
Navnera-Galwa-Bisalpur-Isarda (NGBI) Link Project to meet out the drinking water needs of
the various districts of Eastern Rajasthan. This project is being developed for meeting
the drinking water demand in the State of Rajasthan in line with Jal Jeevan Mission
objectives. WRD, Govt. of Rajasthan has planned this project for diversion of surplus
water of Parvati, Kul, Kalisindh and Mez rivers by utilizing the existing / under
construction infrastructures to meet out the projected drinking water need of the area as
well Industrial water requirement for the area.


Roads & Transport sector – HUDCO has sanctioned a scheme
with a Loan amount of Rs. 27000.00 Crore to Bangalore Development Authority (BDA) for Land
acquisition and Construction of Bangalore Business Corridor - Peripheral Ring Road (PRR)
project at Bengaluru. The projectis trafficcongestion,
large-scaleinfrastructureinitiativeaimedateasing supporting urban expansion, and boosting
economic development in and around the city.

Further, HUDCO has sanctioned a scheme with a Loan amount of Rs.
11000.00 Crore to Andhra Pradesh Capital

Region Development Authority (APCRDA) for construction of housing,
office components in Amaravathi new Capital city of the state of Andhra Pradesh. 

HUDCO has sanctioned three major projects in Maharashtra State under
the "Sudharit Hybrid Annuity Model". The projects are for Construction,
Development, Maintenance and operations of road packages in Sambhaji Nagar Region (Loan
amount of Rs. 3,423.00 Crore), in Konkan Region (Loan amount of Rs. 2,603.36 Crore) and in
Nagpur Region (Loan amount of Rs. 2,371.00 Crore) of Maharashtra.


Power sector – HUDCO has sanctioned a scheme with a Loan
amount of Rs. 4,238.68 Crore to Maharashtra State Power Generation Company Limited
(MahaGenco) for Feeder-level Solarisation Power Projects under Mukhya Mantri Saur Krishi
Vahini Yojana (MSKVY) 2.0 in various Districts of Maharashtra which is providing reliable
daytime electricity to farmers by setting up decentralized solar power plants near
agricultural feeders.

HUDCO has sanctioned a scheme with a Loan amount of Rs. 1,073.75 Crore
to Chenab Valley Power Project Limited (CVPPL) for Development of 1000 MW (4 x 250 MW)
Pakal Dul Hydro Electric (H.E) Project on the River Marusudar in District Kishtwar, Jammu
& Kashmir, which is in line with Governmental schemes and initiatives promoting
implementation of renewable projects.

HUDCO has sanctioned major projects in Andhra Pradesh State (i)
Erection of new substations and other system improvement works in transmission networks
across the State of Andhra Pradesh by APTRANSCO with a loan amount of Rs. 1,542.00 Crore
and (ii) Augmentation of Power transformers, replacement of aged/obsolete equipment &
strengthening /improvement works in transmission network across the state of Andhra
Pradesh with a loan amount of Rs. 800.88 Crore by APTRANSCO and (iii) Installation of
Distribution Transformer in three Districts of Andhra Pradesh with a loan amount of Rs.
351.45 Crore by AP Central Power Distribution Corporation Ltd.

HUDCO has sanctioned a scheme with an amount of Rs. 1,551.32 Crore to
Karnataka Power Company Ltd. (KPCL) for Establishment of Flue Gas Desulphurization plant
for Units 1 & 2 (2x500 MW) and Unit 3 (1x700MW) of Bellary Thermal Power Station at
Kudithini, Bellary District, Karnataka.

Further, HUDCO has sanctioned a scheme with an amount of Rs. 571 Crore
to Transmission Corporation of Telangana for Erection/ upgradation/ Augmentation of
Electrical sub-stations in the state of Telangana.


Commercial Infrastructure – HUDCO has sanctioned a project of
Rs. 1,000 Crore to the Telangana State Industrial Infrastructure Corporation for land
acquisition and the development of industrial parks and National Investment and
Manufacturing Zones (NIMZ) in Telangana. During the year, an amount of Rs. 380 Crore was
disbursed. The project focuses on economic diversification and industrial growth,
attracting domestic and foreign investment, promoting sustainable and inclusive
development, and making a strategic contribution to the ‘Make in India’
initiative, among other objectives.

HUDCO has sanctioned a project loan of Rs. 500 Crore to India
International Convention and Exhibition Centre Limited (IICC) for the
Convention-cum-Exhibition Centre at Dwarka, Delhi and disbursed Rs. 150 Crore during the
year. This project is a flagship infrastructure initiative by the Government of India
international trade, supporting government events and diplomacy, and aligning with the
‘Make in India’ and ‘Digital India’ initiatives, among other
objectives.


Sectorial overview and government initiative:

Support to Economically Weaker Sections – HUDCO has made
dedicated efforts to reach the underserved and support the flagship programmes of the
Government of India. The organization continues to address the of the weaker sections of
society by providing financial assistance/loans to the Economically Weaker Sections (EWS)
and Low-Income Groups (LIG) at comparatively lower interest rates. Additionally, the
Company has sanctioned financial assistance for more than 201.78 Lakh housing units across
both rural and urban areas in the country, with 188.71 Lakh (93.52%) of these units
allocated to the EWS/LIG categories.


HUDCO’s Support for projects in the North-Eastern Region – During
the year, HUDCO has supported projects in the North-Eastern Region, and sanctioned and
disbursed a scheme with loan amount of Rs. 55.00 Crore to Tripura State Electricity
Corporation (TSECL) for implementation of power project under centrally sponsored schemes
-DDUGJY, IPDS, Saubhagya Schemes in Tripura.

Further, HUDCO has sanctioned a scheme with an amount of Rs. 13.5 Crore
to Public Works Dept. of Nagaland for Construction of District Office Complex at
Mokokchung and a scheme with an amount of Rs. 1.16 Crore to CAWD of Nagaland for
Construction of Office Complex at Phek and has disbursed a total amount of Rs. 1.66 Crore
to Govt. of Nagaland.


HUDCO’s role in Government of India scheme(s) – Pradhan
Mantri Awas Yojana


HUDCO is committed to supporting the Ministry of Housing and Urban
Affairs (MoHUA) in the implementation of PMAY-U 2.0, which was launched on September 17,
2024. PMAY-U 2.0 aims to provide financial assistance to One Crore urban poor and
middle-class families (EWS/LIG/MIG categories) to construct, purchase, or rent affordable
houses in urban areas over five years, starting from September 1, 2024.

HUDCO has been entrusted by MoHUA for desk and/or site scrutiny in
respect of Affordable Housing in Partnership vertical and also designated as one of the
Central Nodal Agency under (AHP)andBeneficiary the Interest Subsidy Scheme (ISS) vertical.
Further, for meeting fund requirement of State/ULB/Beneficiary share, HUDCO also
offersviability gap funding/ loan assistance to meet the requirement beyond the grant
available from the Government of India, Consultancy support to implementing agencies for
preparation of Detailed Project Report and for Capacity Building Workshops.

The Ministry of Housing and Urban Affairs (MoHUA), in collaboration
with the Housing and Urban Development Corporation Limited (HUDCO), organized a National
Workshop on Pradhan Mantri Awas Yojana Urban (PMAY-U) 2.0 at the India Habitat Centre, New
Delhi. The workshop brought together the Principal Secretaries and Secretaries of
different States/UTs, PMAY-U Mission Directors of States/UTs. The event was inaugurated by
Shri Minister of Housing and Urban Affairs and Power, who reiterated the government’s
commitment to ‘Housing for All’. HUDCO has played an important role in
successful implementation of earlier phase of PMAY(U). Under PMAY(U), as on 31.03.2025,
HUDCO has funded 16 Nos. of MoU signed between HUDCO & MoHUA for ISS schemes in the 5
states Chhattisgarh, Uttarakhand, Andhra Pradesh, Telangana & Kerala with total loan
assistance of Rs. 18,398 Crore covering 9,98,321 dwelling units, out of which an amount of
Rs. 13,141 Crore has been disbursed. Further, in respect of PMAY(U)-CLSS, HUDCO, as CNA,
has released cumulative gross CLSS subsidy of Rs. 2666.84 Crore to 1,13,137 beneficiaries
of EWS/LIG/MIG category throughout the country. As part of Desk-cum-site scrutiny,
cumulatively up to 31st March, 2025, HUDCO has carried out site and/or desk
scrutiny of 630 projects for construction of 12,96,268 Dwelling Units (DU) in 450
town/cities under 34 States/UTs of India with project cost of Rs. 60,46,757 Crore having
central share of Rs. 19,15,978 Crore. The above 630 projects undertaken include 62 AHP,
545 BLC (New Construction/ Enhancement) and 23 ISSR projects. While under PMAY(G), HUDCO
has sanctioned and disbursed the loan assistance of Rs. 4,273 Crore covering 7,93,407
dwelling units in the 2 states Andhra Pradesh & Uttar Pradesh.


Consultancy Initiatives 


As one of its core activities, HUDCO has provided consultancy support
for numerous projects across India encompassing urban & regional planning,
architecture, environmental engineering, construction and project management with focus
green and environmentally sustainable solutions. HUDCO’s Pan-India presence with its
Regional Offices covering all state capitals, enhances its consultancy outreach. Notable
consultancy interventions include: y Development of tourism infrastructure in heritage
cities such as Somnath, Varanasi, Bodhgaya, Fatehpur Sikri, Ajanta Caves, Mahabalipuram,
Kanyakumari, Haridwar, Thirunallur, Sarnath & Dholavira; y Pilgrim & Cultural
Centre at Solophok, Namchi, Sikkim; y HAL Residential Township at Bengaluru, Karnataka; y
Dharohar Bhawan Office of the Archaeological Survey of India at Tilak Marg, New Delhi y
Development Plans for multiple towns in various States as well as ‘Slum Free City
Plan of Action’ and ‘Housing for All Plan of Action’ under the Govt. of
India Programmes. y Project Feasibility Reports and Detailed Project Reports for Solid
Waste Management and Drainage for various IAF Airfield Stations and BSUP projects. y
Design & Execution of Municipal Solid Waste Management facilities at Tura and
Shillong, Meghalaya. y DPR for Storm Water Drainage System for various Industrial Sectors
of Noida. y Third Party Appraisal/ Evaluation of Government of India Schemes/Programmes
under the umbrella category of Environment Protection and Integrated Management Plans of
various Wetlands across the country under ‘National Plan for Conservation of Aquatic
Eco-systems’.

HUDCO has been recipient of various national and international award
for its consultancy assignments.


Consultancy Initiatives during 2024-25


Consultancy Services has been an important contributor towards the
overall image and brand building of HUDCO and has assisted in providing value addition to
the overall services offered Services Wing, has extended a distinct thrust to the
fee-based consultancy remaining responsive to its client’s diverse requirements and
establishing HUDCO as a nationally recognized premier techno financial institution. The
nation-wide Offices of HUDCO, reaching out through its presence in all State capitals,
help in enhancing the networkofRegional versatility and outreach of HUDCO’s
consultancy works. 

The consultancy offered by HUDCO is based on the ethos of balancing
growth with sensitive & sustainable development concerns. HUDCO has taken responsible
initiatives to facilitate and create liveable cities through pragmatic solutions that
reflect the local culture and concerns while providing integrated sustainable solutions
towards planning and design challenges in the urban sector. The multi-disciplinary team of
professionals in consultancy operations has evolved through 55 years of committed
experience and a rich legacy of pioneering projects executed by HUDCO utilising its
inherent strengths.

HUDCO has been continuing work on prestigious assignments having long
gestation periods. HUDCO is providing Comprehensive Architectural Consultancy for
Affordable Housing namely Shehjar Apartments situated at Bemina in Srinagar. Five towers
have been completed and occupied since last year and further works are under way. has
taken up consultancy for preparation of Detailed Project Reports covering urban
HUDCO’sRegionalOffice, and redevelopment aspects for Kota Development Authority, Kota
Nagar infrastructuredevelopment,beautification Nigam (North and South). HUDCO has office
spaces in prime locations in Delhi and other state capitals. Designs have been prepared
for the renovation and modernization of the offices i.e. HUDCO House, Lodhi Road, New
Delhi, HUDCO Bhawan, India Habitat Centre, Lodhi Road, New Delhi and Regional Office
Bhubaneshwar. Planning and design are underway for expansion of the HUDCO Regional Offices
at Ahmedabad, Jammu and Kolkata.

In the area of Urban and Regional Planning, HUDCO has been assigned the
prestigious assignment of "Preparation of LUMR (Land Use Map & Register) &
LUDCP (Land Use & Development Control Plan) for Bidhannagar Municipal Corporation, a
city in West Bengal popularly known as Salt Lake City of Kolkata. HUDCO is also engaged in
preparing the "Integrated Master Plan for Rajgir Regional Planning Area (RRPA) and
Nalanda Mahavihara World Heritage Site in the State of Bihar", on the GIS platform.
HUDCO has finalisedthe Existing Land Use (ELU) of the entire RRPA extending over 400 sq.
km as well as Situational Analysis and is finalising the Draft Development Plan for RRPA.
HUDCO has also been engaged in undertaking consultancy projects related to environmental
engineering such as water supply, sewerage, drainage and solid waste management and is now
opening up to new areas of civil engineering / urban infrastructure. HUDCO is empanelled
with Ministry of Environment Forest & Climate Change (MoEF&CC) as an Institution
for Independent Appraisal of Integrated Management Plans (IMP) under the National Plan for
Conservation of Aquatic Ecosystems (NPCA)- a centrally sponsored scheme. Under NCPA, HUDCO
has completed appraisal of 25 IMPs in total, of which, during the Financial Year 2024-25,
HUDCO has completed appraisal of IMPs for eight Wetlands across India, namely; Renuka
Wetland (Himachal Pradesh), Yabik Nikpu lake and Yabik Takar lake (Arunachal Pradesh),
Seuya Lake, Yingchong Lake, Vinsemya Lake, Yingthroi Lake and Tapi Lake Wetlands in
Nagaland. HUDCO is also empanelled with the Finance (G&T) Department, Govt. of
Rajasthan as a consultancy organization, and has been awarded three consultancy projects,
for preparation of Detailed Project Reports (DPRs.) for Development and Beautification
alongwith Comprehensive Sewerage and Drainage Plans for the cities of Sojat, Mount Abu and
Jaitaran (Rajasthan) by the respective Municipal Councils. The works on these projects are
in progress.

During Financial Year 2024-25, HUDCO has empanelled more than 400
consultants in nineteen categories including new areas of Public Transport and Highway
Engineering, Mass Transit Systems, Development for solar parks/ Renewable Energy Power
Parks, Assets monetization, etc. to augment and diversify its consultancy services. 


HUDCO - National Association of Students of Architecture (NASA) Design
Trophy 


Aligning with its overarching institutional objective of raising
awareness about design as an effectiveelement for positive change, HUDCO, as in the past
years is associated with the National Association of Students of Architecture (NASA) for
HUDCO-NASA Design Trophy 2025 with the theme ‘Designing Affordable and Sustainable
Rental Housing using


Innovative Technology’. The primary goal is to engage students
to devise an effective rental housing solution that involves affordability, spatial
flexibility, and sustainability, innovation in construction, and technological
advancements. The aim of this theme is to facilitate students and young professionals to
explore innovative and sustainable rental housing solutions keeping in mind the concept of
‘For the Youth, by the Youth’. The winning entries for the Trophy are brought
out as e-publications for wide dissemination.


6. FINANCIAL REVIEW (i) Accounting Policies 



During the year under report, there are no changes/modifications in the
existing accounting policies.


(ii) Income from Operations and Profitability


Your Company has reported Total Income for the Financial Year 2024-25
at Rs. 10348.38 Crore (Previous Year-Rs.7948.10 Crore) inclusive of Other Income of Rs.
37.09 Crore (Previous Year-Rs. 163.81 Crore). While the Profit Before Tax (PBT) for the
Financial Year was Rs.3636.66 Crore (Previous Year-Rs. 2843.44 Crore) and Profit after Tax
(PAT) was Rs.2709.14 Crore (Previous Year-Rs. 2116.74 Crore). Total Comprehensive Income
for the Financial Year was reported as Rs. 2544.34 Crore (Previous Year-Rs. 2136.52
Crore).


(iii) Non-Performing Assets


Your Company commands a pristine Asset Quality, with one of lowest
level of NPAs. There are dedicated departments for ensuring recovery, monitoring of
projects and Stressed Asset Management. The delays, defaults and their recoverability is
closely monitored with regard to the entire Loan Portfolio, which enables identification
of early warning signals like delayed repayments, underlying causes and timely initiation
of resolution/recovery actions, wherever required. On occurrence of default in the
borrower’s account, necessary steps which may involve action(s) including, but not
limited to, follow-up with the borrower for regularization of account(s) through
letters/e-mails, convening meetings, Special Mention Account (SMA) reporting to RBI,
credit information reporting to Central Repository of Information on Large Credits
(CRILC), CIBIL etc. are initiated in time bound manner.

HUDCO is continuously focusing on resolving the stressed assets through
various frameworks including Legal/ RBI and Insolvency and Bankruptcy Code (IBC) 2016.
Stressed Asset Management Department along with Corporate Law Wing regularly undertakes
joint review with each Regional Office with regard to the NPAs, the legal status of
recovery proceedings and possibility of resolution through various available modes and the
status of the same is periodically informed to the Committee for Review of NPAs (a Board
level Committee) and Board of Directors. 

As a result of diligent efforts and strategic approach in managing
Stressed Assets portfolio, at the end of the Financial Year ended 31st March, 2025, your
company reported Gross NPA of Rs. 2,090.64 Crore, which constitutes 1.67% of total loan
portfolio. The Net NPA as on 31st March 2025 stood at Rs. 304.36 Crore, constituting 0.25%
to net loan outstanding, as against MoU target of 0.35%. During the year 2024-25, an
amount of Rs. 659.54 Crore was recovered from the accounts (Project loans) which were in
NPA as on 31.03.2024 including complete resolution of six NPA Accounts with Principal
Outstanding of Rs.358.02 Crore through IBC/ OTS/DRT. A total impairment provision of
Rs.1811.19 Crore as per the ECL Approach, including Rs.1786.28 Crore towards the provision
against NPA (Stage - III) loans was made by the Company, exhibiting adequate provision
coverage ratio of 85.44%. 


(iv) Resource Mobilization its borrowing portfolio to meet its
operational requirements During theyear,theCompanyconstantlydiversified and optimize cost
of funds. During the Financial Year 2024-25, the Company mobilized its borrowings from
diversified resources aggregating to Rs.51,133.39 Crore from domestic and international
markets, which included Rs. 14,768.50 Crore mobilized through issue of Unsecured, Taxable,
Bonds, Rs.10,067.00 Crore by way of rupee term loans from banks, Rs.4555.68 Crore by way
of short-term loan from banks, Rs.15563.34 Crore through FCNR(B) and Rs.6178.87 Crore
through ECB route. The Company’s borrowing is planned taking into consideration ALM
gaps, interest mismatches and the prevailing market conditions.

Further, for maintaining adequate liquidity and meeting interim
operational/ contingency requirements, credit lines of Rs.13,899 Crores were available as
on 31st March, 2025 from various scheduled commercial banks. The said facilities, for
short-term funding, were available with the Company, without any commitment charges
towards unutilized amounts.

As a part of prudent policy, the short-term resources are suitably
replaced at an opportune time with longer tenor alternate resources depending upon
prevalent market conditions, internal liquidity position and actual operational
requirements. The Company also reviews the fund position on daily basis and parks surplus
funds, if any, in fixed deposits with scheduled commercial banks as per the board approved
policy with an objective of reducing the negative carry to the extent possible. As per RBI
prescribed Liquidity Coverage Ratio (LCR) framework, NBFC shall maintain an adequate level
of unencumbered HQLA that can be converted into cash to meet its liquidity needs for a 30
calendar-day time horizon under a significantly severe liquidity stress scenario, as
specified in guidelines. The Company has been complying with the said directions by
maintaining sufficient liquidity buffer in the form of HQLA, as prescribed.

As on 31 HUDCO has a diversified st March,2025, HUDCO’s overall
borrowings stood at Rs.1,07,280.61 Crores, which comprised of long/Mid-term borrowings of
Rs.1,02,724.93 Crores, including foreign currency borrowings to the tune of Rs. 22,626.93
Crores and short-term borrowings of Rs.4555.68 Crores. Further, as on 31st March, 2025,
the long-term borrowings to Net worth, stood at 5.72 times, as against

4.05 times as on 31st March, 2024:

The composition of outstanding borrowings as on 31st March, 2025 is as
under:


(v) Domestic and International Credit Rating Domestic


During the Financial Year 2024-25, the Company’s long-term
domestic borrowing programme was awarded the highest credit rating of ‘IND
AAA/Stable’, ‘[ICRA] AAA (Stable)’ and ‘CARE AAA [Triple A];
Stable’ by M/s India Ratings & Research (IRRPL), M/s ICRA and M/s CARE Ratings,
respectively. The Company also got its short-term borrowing programme rated, obtaining the
highest rating of "IND A1+’, ‘[ICRA] A1+’’ and ‘CARE A1+ [A
OnePlus]’, by the above-mentioned Credit Rating Agencies.


International


As on 31st March, 2025, HUDCO for its International Borrowing Programme
continued to enjoy International Credit Rating of ‘BBB-’ with Stable outlook and
‘Baa3’ with Stable outlook, respectively, from FITCH and Moody’s,
International Credit Rating Agencies. HUDCO has also been assigned ‘BBB+’ with
stable outlook by Japan Credit Rating Agency(JCR). Both the assigned ratings are of
investment grade and are at the Sovereign ceiling and equivalent as that of our Country.


(vi) Cost of Borrowings


The overall weighted average cost of resources raised during the year
was 6.75% p.a. and for borrowings outstanding as on 31st March, 2025 is 7.29% p.a. (7.63%
p.a. as on 31st March, 2024). The weighted average incremental cost of borrowing through
taxable bonds/ debentures, worked out to 6.60 bps lower than the Reuters Benchmark Yield
of ‘AAA’ Rated CPSEs of equivalent tenor prevailing at different points of time
when the borrowings were made during the course of the year, thereby enabling achievement
of Excellent category MoU target for cost of borrowings.

During Financial Year 2024-25, the Company, through international
market, raised ECB borrowings denominated in JPY 109 billion equivalent to USD 732.18
million at a cost of (TONA +0.634% avg margin) with 5.73% being the overall average cost
of the borrowings (including hedged cost). The company also raised FCNR(B) borrowings to
the tune of USD 1830 million equivalent to Rs. 15,563.34 Crores, at an average cost of
6.06%.

As a result, the Company was able to deliver debt financing for various
Housing & Infrastructure projects, spread across the Country, at competitive rates.
The Company was able to achieve this feat through constant monitoring of the markets,
proper timing of its borrowings and appropriate selection of instruments.

HUDCO has hedged its foreign currency borrowings through the
derivatives using Currency Interest Rate Swap (CIRS) and Options structures. Further,
HUDCO has adopted Hedge accounting under IND AS 109 for its FCNR and ECB exposures from
the initial date of foreign currency borrowings.


(vii) Redemption of debt securities and repayment of loans (excluding
the borrowings availed and repaid during the same Financial Year)


The Directors are pleased to report that during the year under review,
the Company successfully redeemed bonds/ debentures and discharged its other debt
obligationsamountingtoRs.10,241.15Croresinanefficient manner, without a single instance of
delay or default in debt servicing. These included Bonds/ debentures valued at Rs.1000
Crore, Term Loans from Banks and financial institutions worth Rs.9,230.40 Crore, foreign
currency loans availed from Multilateral Agencies aggregating to Rs.10.75 Crore. The
Company is set to honour scheduled obligations towards redemption of Bonds and other long
term debt obligations amounting to around Rs.27,401.44 Crore during the next fiscal.

The Company’s internal generations are adequate to meet the
repayment/ redemption obligations. Surplus funds, if any, after meeting the repayment
obligations are invested prudently in the form of fixed deposits with banks. The Company
continues to maintain its impeccable track record of servicing its debt in time and there
has never been a single instance of default.


(viii) Unclaimed amount under HUDCO Bonds


An amount of Rs. 18,00,28,821 (inclusive of interest amount of Rs.
9,84,03,821) in respect of 3755 bondholders has remained unpaid as on 31st March 2025 as
the same has not yet been claimed by the bondholders. The details of amount remaining
unclaimed are as under:


  

    
Financial
    
Principal
    
 
    
Interest
    
Total Amount
  
  

    
Year
    
Amount (Rs.)
    
No. of holders
    
No. of NCDs
    
Amount (Rs.)
    
No. of holders
    
No. of NCDs
    
(Rs.)
  
  

    
2024-25
    
8,16,25,000
    
306
    
79150
    
9,84,03,821
    
3449
    
1144226
    
18,00,28,821
  
  

    
2023-24
    
7,49,67,000
    
276
    
72492
    
9,73,85,869
    
3335
    
1191090
    
17,23,52,869
  
  

    
2022-23
    
3,95,10,000
    
141
    
37035
    
9,42,19,791
    
3351
    
1124904
    
13,37,29,791
  


In respect of the above unclaimed Bonds, the bond holder(s) have been
requested from time to time through email/ letter etc. for submission of requisite
documents for claiming the amount of Principal/ Interest, as may be due in their
respective case(s).

In respect of Bonds, the company in terms of SEBI (Listing Obligations
and Disclosure Requirements) (Fifth Amendments) Regulations 2021 dated 7th September,
2021, is presently transferring principal and/or interest, or both (if any) which remains
unclaimed for 7 years from the date of payment to Investor Education and Protection Fund
(IEPF) constituted in terms of Section 125 of the Companies Act, 2013.

During the Financial year 2024-25, an amount of Rs. 77,04,953/- has
been transferred to IEPF on account of Bonds, as per the provisions of SEBI (Listing
Obligations and Disclosure Requirements) (Fifth Amendments) Regulations 2021 dated 7th
September, 2021.


(ix) Dematerialization of Bonds


During the Financial Year 2024-25, HUDCO has issued Unsecured, Taxable
Bonds/ Debentures in dematerialized form only. With this, all Taxable Bonds/ Debentures,
issued by the Company and outstanding as on 31st March, 2025 are in dematerialized form
only. The Company has made necessary arrangement with NSDL and CDSL for issue of bonds in
dematerialized form. The Company has also appointed Registrar & Transfer Agents (RTA)
for maintaining the continuous electronic connectivity with NSDL/CDSL and investors.

Investors can deal in these Bonds/ Debentures as per the provisions of
Depository Act, 1996, as amended and such deals are cleared & settled in recognised
Stock Exchanges subject to conditions specified by SEBI.


(x) HUDCO Public Deposit Scheme


HUDCO had discontinued accepting / renewing Public Deposit under the
Public Deposit Scheme w.e.f. 1st July, 2019, no fresh deposits were accepted/renewed by
HUDCO thereafter. Deposits of Rs.0.04 Crore were matured/ paid to 4 depositors in the
Financial Year 2024-25. Accordingly, the outstanding amount under HUDCO Public Deposit
Scheme was NIL as on 31st March, 2025 except Unclaimed amount under HUDCO Public Deposit

Scheme.


(xi) Unclaimed amount under HUDCO Public Deposit Scheme


During the Financial Year 2024-25, an amount of Rs. NIL remained
unclaimed for more than seven years from the date of maturity and was transferred to the
‘Investor Education and Protection Fund’ (IEPF), as per the provisions of the
Companies Act, 2013 and rules made thereunder.

As on 31st March, 2025, deposit(s) amounting to Rs. 1,83,631/-
(inclusive of Principal and Interest) from 9 depositors remains unclaimed.


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


At the close of the Financial Year 2024-25, the total resources of your
Company stood at Rs. 1,28,497.39 Crore. Out of this, Equity Share Capital amounted to Rs.
2,001.90 Crore, Reserves & Surplus stood at Rs. 15,967.89 Crore, Loans from Financial
Institutions, Commercial Banks, Multilateral Institutions, Public Deposits and Market
Borrowings through Bonds and Commercial Paper accounted for Rs. 1,07,296.76 Crore,
Deferred Tax Liabilities (Net) amounted to Rs.1,465.93 Crore and Other Liabilities &
Provisions stood at Rs. 1,764.91 Crore. These funds were deployed as Long/Short Term Loan
& Advances of Rs. 1,24,340.71 Crore, Fixed Assets (net of depreciation) of Rs. 103.93
Crore (including Capital Work-in-Progress, Intangible Assets under development and
Intangible Assets), Investments of Rs. 1,319.62 Crore, Cash & Bank Balances of Rs.
64.54 Crore and Other Assets of Rs. 2,668.59 Crore.


7. RISK MANAGEMENT IN HUDCO 



In compliance with the directions given by the Reserve Bank of India
(RBI), HUDCO has in place Comprehensive Risk Management Policy and Risk Register cum Early
Warning Signals through which it reviews and assesses significant risks on a regular basis
to ensure that there is a robust system of risk control and mitigation. Major risks
identified for your Company, being in lending operations, are credit risk, operational
risk, liquidity risk, market risk, interest rate risk and foreign currency risk etc.

In compliance with the SEBI (LODR) Regulations, 2015, your Company has
in place a Board Level Committee i.e. ‘Risk Management Committee’ (RMC). The
Chairperson of RMC is member of the Board of Directors. The RMC ensures with the
organisation’s objectives. The Committee also ensures the thatrisksareeffectively
development and oversight of the
organisation’spolicyandframeworkandprovidesgovernanceforeffectiveRisk Management. The
RMC reviews various recommendations of the two sub-committees namely: -

Assets & Liabilities Management Committee (ALCO); and

Credit & Operational Risk Management Sub-Committee (CORMSC)


Assets & Liabilities Management Committee (ALCO) reviews the
market risk & liquidity risk and ensures management of assets and liabilities
mismatches through liquidity gap analysis, interest rate sensitivity analysis. The Assets-
Liabilities mismatch, if any, are being managed through the committed bank lines, within
the permissible limits. During the year, 17 meetings of ALCO were held.


Credit & Operational Risk Management Sub Committee (CORMSC):
The CORMSC periodically monitors credit and operational risks in the Company. The
sub-committee oversees and ensures that the credit policies are put in place and monitors
the credit risk by reviewing asset quality & asset classification as well as reviews
the migration of loan assets.

The sub-committee also monitors and ensures mitigation of internal and
external operational risks including Information Technology & Cyber Security risk,
Employee Risk, Compliance Risk, Fraud Risk, Legal Risk, Reputational Risk, etc. This is
achieved by strengthening internal control systems, establishing policies &
procedures, and providing adequate training to employees. During the year, 06 meetings of
the erstwhile sub committees i.e. CRMC & ORMC were held.

With the prudent policies and professional approach of the management,
HUDCO has been successful in mitigating various risks, briefly described as under: -a)
Operational Risk: To manage the operational risks both internal as well as external,
associated with the operations of the Company like Information Technology & Cyber
Security Risk, Employee Risk, Compliance Risk, Fraud Risk, Legal Risk, Reputational Risk
etc., your Company has established a strong reporting and monitoring mechanism. The
Company has implemented a comprehensive Risk Register through which all operational risks
are measured and categorised as high, moderate or low and necessary steps are taken to
manage these risks. b) Credit Risk: To manage credit risks associated with
business, your Company has in place a strong and effective credit appraisal mechanism
containing comprehensive appraisal techniques/ guidelines etc. ensuring timely repayments
of principal & interest amount. c) Liquidity Risk: For management of liquidity
risk, your Company has effective Asset Liability Management System. 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, ECB, etc., and the
mismatch in the assets and liabilities, if any, are managed through committed bank lines.
In order to mitigate the liquidity risk, there is mix of strategies including forward
looking resource mobilisation based on project disbursements and maturing obligations d)
Market Risk: The various market risks arising from fluctuations in interest rates and
foreign currency exchange rates are periodically reviewed by the Company. The interest
rate risk is being monitored with the help of interest rate sensitivity analysis under the
Asset Liability Management System. Further, based on cost of funds and market scenario,
the lending rates are determined. e) Foreign Currency Risk: The Company has a
Foreign Currency Risk Management Policy for mitigation of risks associated with foreign
currency fluctuations. To cover the risks associated with exchange rate and interest rate,
your Company has entered into hedging transactions. As on 31st March, 2025, the total
foreign currency liabilities are USD 1837.75 million (INR 15717.74 Crore) and JPY 124
billion (INR 6178.87 Crore) and 99.79 % of the foreign currency exchange rate risk is
covered through hedging instruments.


8. JOINT VENTURE, ASSOCIATE AND SUBSIDIARY COMPANY



As on 31st March, 2025, HUDCO has three Joint Venture(s) Companies,
namely, Pragati Social Infrastructure & Development Limited (PSIDL), Shristi Urban
Infrastructure Development Limited (SUIDL), Signa Infrastructure India Limited (SIIL) and
Associate namely Ind Bank Housing Limited (IBHL). Further HUDCO does not have any
subsidiary. HUDCO had invested Rs. 2.14 Crore in the Joint Venture Companies {PSIDL Rs.
0.13 Crore (26%), SUIDL Rs. 2.00 Crore (40%) and SIIL Rs. 0.01 Crore (26%)}. HUDCO has
decided to exit from joint venture companies by invoking the exit clauses, as the
performance of these joint ventures was not found to be satisfactory. The Company is in
the process of exiting from these joint ventures, for which necessary steps are being
taken. The investment in respect of PSIDL and SIIL is being shown as Re. 1/- in HUDCO
books while accounts of SUIDL are being consolidated with HUDCO accounts. Presently, HUDCO
is valuing its stake in IBHL at Re. 1/- only, since there is very limited trading in the
stock market. Reserve Bank of India vide letterdated10 of Registration (CoR) granted th
October2023 has informed that Certificate by National Housing Bank to IBHL has been
cancelled vide order dated 21st September, 2023 hence, IBHL is no longer an HFC. In the
case of IBHL, an associate company, HUDCO has investment of Rs. 2.50 Crore which
constitutes 25% of paid-up capital in IBHL. 


9. INTERNAL FINANCIAL CONTROL POLICY AND INTERNAL AUDIT



Your Company has an adequate and effective Internal Financial Control
(IFC) system in place for ensuring the orderly and efficient conduct of its business. This
includes adherence with the laid down policies and procedures, safeguarding of the assets
of the Company, prevention and detection of frauds and errors, accuracy and completeness
of the accounting records and the timely preparation of reliable financial information
commensurate with the operations of the Company. 

The IFC system is aligned with the Company’s ERP System and
incorporates well-defined Risk Control Matrices and Process Flow Charts that depict the
process to initiate, authorize, process, record and report transactions, and prevent or
detect errors. Risk Control Matrices have been defined based on risk and control framework
covering all major business processes. Internal Audit periodically carries out the Control
Testing of these matrices to validate its effectiveness. Further, the flowcharts
contribute to better clarity and strengthen the overall control environment. 


Internal Audit


Your company has a separate Internal Audit Department and head Internal
Audit directly reports to the Chairman & Managing Director. In order to strengthen and
streamline all the auditable activities, Internal Audit Department of your Company has
implemented Risk Based Internal Audit framework in line with the RBI’s guidelines on
Risk Based Internal Audit System. During the year under review, Risk Based Internal Audit
of Corporate Office and all the Regional Offices was conducted. put up for consideration
of the Audit Committee. Necessary action as Thesignificant per the directions of the Audit
Committee is taken by the Internal Audit Department. Internal audit plays pivotal role in
adherence to the policies, guidelines and procedures.


10. INFORMATION TECHNOLOGY


The ERP system was initiated with the goal of streamlining our business
operations, centralizing inter-departmental data and ensuring accurate reporting. The ERP
integrates critical business processes broadly includes Lending, Finance, Procurement,
Borrowings and Human Resource modules. The implemented ERP system is playing a vital role
in driving operational efficiency and transparency across the company. 


11. HUMAN SETTLEMENT MANAGEMENT INSTITUTE 


Human Settlement Management Institute (HSMI) of HUDCO is involved in
both Research & Training activities in urban sector. HSMI provides a forum for
interaction for administrators, professionals, researchers, and others engaged with the
issues of human settlement development. 


Training Activities


From 1985 to date, HUDCO’s HSMI has benefitted57,068 officials
through 1835 training programmes and continues to provide training support to
professionals. Till March 2025, HSMI also provided training to 1330 overseas professionals
through 56 ITEC (Indian Technical & Economic Cooperation) courses sponsored by the
Ministry of External Affairs, Government of India.


Capacity Building and Training conducted in Financial Year: 2024-25

For HUDCO and other CPSEs officers


In the Financial Year 2024-25, HUDCO’s HSMI conducted 7 Webinars,
2 Hybrid, and 3 Offline Training Programmes and imparted training to 1456 officers,
officers . as well as officers from other CPSEs


Webinars


The seven webinars were conducted on themes like Cyber Hygiene and
Security, Reservation in Services for SC/ST/ OBC/Ex. SM/PwD, Ethics and Governance,
Investment, Pension and Retirement Benefits, HR systems and procedures, Procurement
through GeM, and Systems and Procedures of the Operation wing of HUDCO. 


Hybrid Training Programmes


Two Hybrid training programmes were conducted on "CKYC" and
"RBI Regulations and Compliances" for HUDCO officers from the Corporate Office
and Regional Offices across the country. The Hybrid training programmes were also attended
by officers from other CPSEs such as IREDA, REC, and IIFCL.


Offline Training Programmes


A 2-week Induction Programme was organized to familiarize newly
appointed trainee officers about HUDCO and its Operations. Furthermore, as part of
capacity-building initiative for HUDCO officers in the emerging sector, two training
programmes were organized on "Demystifying the Power Sector with Special Focus on
Financing" and "Insights into Financing Power Projects and Energy Transition in
India."


For International Participants under ITEC


HUDCO’s HSMI also conducted 3 ITEC training courses sponsored by
the Ministry of External Affairs, Government of India, on "Towards Sustainable
Mobility in Developing Urban Context", "Low Carbon Urban Infrastructure and
Financing" and "Right to Adequate Housing in the context of Habitat III New
Urban Agenda Policy, Planning and Practices". The ITEC courses were conducted for 72
overseas professionals from 33 countries. The courses showcased various Government of
India programmes, projects, and initiatives taken up across the country such as Metro,
Social Housing under Pradhan Mantri Awas Yojana (PMAY) and low-carbon urban infrastructure
development.


Publications


HUDCO’s HSMI comes out with a bi-annual ISSN magazine
"Shelter", on themes relevant to the housing and urban development sector.
Shelter features a wide range of articles that provide in-depth insights into creating
sustainable, inclusive and resilient urban environments.

The April 2024 issue centered on ‘COP28’ and was unveiled at
the HUDCO Annual Day function and the October 2024 issue focusing on "Engaging Youth
to Create a Better Urban Future" was unveiled during the World Habitat Day function.


Compendium on the ‘Best Practices Awards:


HUDCO’s HSMI also takes out a compendium on the ‘Best
Practices Awards’ annually to document the prize-winning entries. The compendium is a
celebration and recognition of the innovative efforts of ULBs, NGOs, and other parastatal
agencies in the urban development sector. The compendium facilitates the dissemination of
best practices in areas such as Urban Governance, Housing, Urban Poverty and
Infrastructure, Urban Transport, Disaster Preparedness & Mitigation, etc., and serves
as a repository of best practices for urban practitioners.

The compendium on Best Practices Award for the award cycle 2023-24 was
released by the Hon’ble Cabinet Minister of State, MoHUA, Shri Tokhan Sahu, during
the World Habitat Day function observed on 9th October 2024.


12. HUMAN RESOURCES 


HUDCO believes that the success of any Company is majorly attributable
to its people. Your Company is proud of its human resource as it’s the most important
asset and its sole differentiating factor of competitive advantage, driving desired
business outcomes. The christening of HUDCO as a ‘NAVRATNA’ company is the
result of substantial efforts made to align human resources over the years, to achieve
this goal.

Your Company provides attractive compensation, best in class benefits
superannuation benefits including post-retiral medical facilities and rewards (both
monetary and non-monetary). Your Company has embraced technology and digitalization and
put in place enabling Systems like HRMS and e-office for providing superior employee
experience. Employee development and Employee Engagement is attached utmost priority at
HUDCO. Your Company undertakes regular training interventions for the employee development
and also various employee engagement initiatives.

As on 31st March, 2025, HUDCO has a workforce of 619 employees which
includes 190 women employees which constitutes 30.69% of its total strength. Women
representation is spread across various hierarchical levels. Furthermore, to strengthen
workforce in the light of separations on account of superannuation, and keeping with the
professional needs of the organization in the context of company becoming an IFC and
resultant projected growth, HUDCO has recruited professionals at both Lateral and Trainee
Officer level.


Succession Planning:


HUDCO’s succession planning Policy ensures that the Company is
prepared with a plan to support operations and service continuity when the Key Persons and
Senior Management Personnel leave their position. The Succession Planning Policy also
ensures, systematic and long-term development of internal candidates in the leadership
band, also keeping in view the potential available in the Managerial Band and to replace
whenever the need arises due to death, disability, retirement and other unforeseen
occurrences.

With a view to focus on HUDCO’s diverse nature of business,
arising out of its various techno-financial and operational spheres, the Succession
Planning Process covers the Pivotal (key) roles within the targeted levels, besides the
Leadership positions.


13. VIGILANCE 

Role of Vigilance Department in Enhancing Trust and Accountability 


Corporate Vigilance Department is working as per the mandate of Central
Vigilance Commission (CVC) which primarily aims at Preventive & Corrective vigilance
by listing improvements in the existing policies of various functional departments such as
Operations (loan sanctions and releases), HR, Administration, Finance etc.

In addition to regular periodic reporting and compliance of
institutions such as CVC, MoHUA etc., review of OTS cases, review of tenders/contracts
awarded, monitoring of rotational transfer (as per sensitive posts guidelines), field
inspection of Regional Offices etc. are also carried out on periodic basis byVigilance
Wing.

Vigilance Awareness Week was observed by the

Corporation from 28th October to 3rd November,
2024 in the Head Office as well as at all the Regional During the week, various programmes
were organized Corporate Office and at the premises of 21 Regional

include training on relevant subjects to enhance capacity building of
Organization. The programmes were theme centric, declared by the CVC i.e. "Culture of
Integrity for Nation’s Prosperity" ( lR;fu"Bk dh laL—fr 


jk"V? dh lef) )


14. OFFICIAL LANGUAGE 


During the year, your Company took various initiatives Vigilance
Awareness Week to promote the progressive use of official language in HUDCO’s
official work. For the implementation of Official Language policies, "Hindi
Pakhwada" was organized located across the country. The "Hindi
duringSeptember,2024at HUDCOCorporate Offices andtheRegional Pakhwada" began on 14th
September, 2024 at Bharat Mandapam, New Delhi with the celebration of Hindi Diwas and the
4th All India Official Language Conference. During Hindi Pakhwada, various competitions,
workshops, poetry conventions and seminars were organized at HUDCO Corporate Office as
well in the Regional Offices. During the period, on 12th November, 2024 the Joint Director
(Implementation), as a representative of the Official Language, Department, Ministry of
HomeAffairs,Government of India, carried out Rajbhasha inspection of HUDCO Corporate
Office wherein HUDCO was well appreciated for the efforts made by HUDCO for maintaining
library & Hindi Training Computer Lab, publishing in-house Magazines and Rajbhasha
Exhibition etc. In addition to this the third Sub-Committee for the Parliamentary Official
Language Committee carried out Rajbhasha Inspection at the HUDCO Office Corporate st
November, 2024. is also relevant to mention that the Parliamentary Committee praised
HUDCO’s Questionnaire and the coordination during the above inspection. 


15. COMPLIANCES OF VARIOUS ACTS/ GUIDELINES


HUDCO has been complying with all the directives and guidelines issued
by the Government of India regarding reservation for SC/ST/OBC/PwD/ Ex-Servicemen/ EWs.


Disclosure under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013


An Internal Complaints Committee to examine the cases related to sexual
harassment is in place in HUDCO. This Committee is headed by aseniorwomenofficer of the
Company for redressal of complaints, harassment as per Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013. 

Sexual harassment, in any form, is a misconduct under HUDCO (Conduct,
Discipline and Appeal) Rules. During the year under review, details of complaints are as
follows:


  

    
Number of Sexual Harassment Complaints
    received
    
Nil
  
  

    
Number of complaints disposed of
    
Nil
  
  

    
Number of cases pending for more than 90 days
    
Nil
  



Disclosure under Maternity Benefit Act, 1961


During the year under review, the Company was complied with the
provisions of Maternity Benefit Act, 1961 including Maternity leave provisions, Salary and
benefits and other related employee entitlements.


Public Grievance Redressal Mechanism of HUDCO


HUDCO has an appropriate Grievance Redressal Mechanism System and a
procedure for receiving, registering and disposing of complaints and grievances in each of
its offices. HUDCO is attending grievances received via email / letters, and Centralized
Public Grievance Redress and Monitoring System (CPGRAMS) Portal. Complaints can also be
lodged in the Government of India Portal for Public Grievances. HUDCO Website is linked to
this external link www.pgportal. gov.in by Department of Administrative Reforms &
Public Grievances. The first level officeris Customer Relation Officer designated in each
of its Regional Offices.After the first level channel, the petitioner may escalate the
grievance to Regional Head at second level, if the satisfactory response is not received
from the channel as per first level. Your Company has Grievance Redressal Officer to
examine public issues and provide an impartial resolution, if the query has not been
resolved to the desired satisfaction as per second level, the complaint may be escalated
to the Grievance Redressal Officer at Corporate Office. Grievances are also escalated at
Director (Corporate Planning) level at CorporateOffice who is designated as Appellate
Authority. In case the public they may appeal to the Officer-in-Charge of the
RegionalOffice of DNBS of the of HUDCO, at pan India basis, is available at HUDCO website
www.hudco.org.in. 


Implementation of Micro, Small & Medium Enterprises (MSME) Policy


The Government of India, Ministry of Micro, Small & Medium
Enterprises (MSME), has advised Central Ministry / Department CPSEs that 25% of overall
annual procurement, be procured through MSMEs, 4% of overall procurement through MSEs,
owned SC/ST and 3% of overall procurement from MSME women entrepreneurs. During the
Financial Year 2024-25, HUDCO has made total procurement of Rs. 24.1714 Crore.

In compliance of the Public Procurement Policy for Micro and Small
Enterprises, issued by the Government of India vide Micro and Small Enterprise (MSEs)
Order, 2012, during the Financial Year 2024-25, HUDCO has made procurement amounting to
Rs. 15.3616 Crore from MSMEs, constituting 63.55% of its total annual procurement
inclusive of 4.25% from MSEs owned by SC/ST entrepreneurs amounting to Rs. 1.0280 Crore
and 6.06% from Women Entrepreneurs constituting Rs. 1.4653 Crore. HUDCO has also made all
payments due to MSMEs within the stipulated period, i.e., within 45 days and there has
been no delay.


Right to Information Act 


RTI Act is implemented in all the areas of functioning of HUDCO. The
various offices /CAPIO’s of HUDCO have been sensitized about the RTI Act and in
bringing about transparency in their day to day functioning in order to achieve maximum
efficiency.

All measures are undertaken to adhere to various requirements /
timelines prescribed in the RTI Act. Directions contained in Section 4(1)(b) of the RTI
Act regarding suo-moto disclosure of information affecting larger Public Interests on
HUDCO’s website is also adhered to strictly so that public have to resort to use this
Act, to a minimum. Further, HUDCO has secured 99% score in Transparency Audit for the year
2023-24, and a 100% score for the year 2024-25, conducted by a Third-Party on the panel of
Central Information Commission.


Environment, Social and Governance (ESG) Policy


In order to positively impact the environment, customers, employees,
and the community at large, the Board approved Environment, Social & Governance (ESG)
Policy framework of the Company during the Financial Year 2024-25, which is in line with
HUDCO’s Vision and Mission statements that recognize the importance of sustainable
development and responsible corporate citizenship. The ESG Policy framework articulates
the Company’s commitment to ESG and long-term value creation for internal and
external stakeholders including customers, employees, investors, regulators, business
partners and community members. HUDCO envisions becoming a leading catalyst in providing
housing and for sustainable urban development in India, with its commitment focused on
Environmental Sustainability by financing and supporting projects that mitigate climate
change, enhance resource efficiency, and preserve natural ecosystems; Social
Responsibility to promote social inclusion and equitable development by prioritizing
financing for sustainable affordable housing & infrastructure projects; and Governance
Excellence through transparency and ethical conduct. The Policy defines key focus areas in
each of these three segments.


16. DIRECTORS’ RESPONSIBILITY STATEMENT


As per requirements 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 been followed and no material departures have been made from the
same; b) such Accounting Policies have been selected and applied them consistently and
made judgments and estimates that are reasonable and prudent to give a true and fair view
of the State of Affairs of the Company at the end of the Financial Year and of the Profit
of the Company for the Financial Year under review; c) proper and sufficient care has been
taken for the with provisions of Companies Act, 2013 for safeguarding the assets of 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 such Internal Financial Controls are
adequate and were operating effectively; and f) proper systems have been devised to ensure
compliance with the provisions of all applicable laws and such systems were adequate and
operating effectively.


17. MANAGEMENT DISCUSSIONS & ANALYSIS REPORT 


The Management Discussions & Analysis Report, stipulated in terms
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and DPE
guidelines, for the year ended 31st March, 2025, is annexed and forms part to the
Directors’ Report.


18. CORPORATE GOVERNANCE 


The Corporate Governance Report as stipulated under Regulation 34(3) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and DPE
guidelines, together with a certificate from M/s VAP & Associates, Company Secretaries
in Practice, on compliance with the Corporate Governance norms is annexed and forms part
to the Directors’

Report.


19. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT


In compliance with Regulation 34 of the SEBI (LODR) Regulations, 2015,
Mehta & Mehta, Company Secretaries, have conducted Reasonable Assurance Audit for
Financial Year 2024-25. The Business Responsibility & Sustainability Report and
Reasonable Assurance Report for BRSR Core are annexed and forms part to the
Directors’ Report.


20. DIRECTORS AND KEY MANAGERIAL PERSONNEL


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


Appointment of Part-time Official (Government) Director


MoHUA, Government of India vide order dated 27th September, 2024 has
conveyed the appointment of Shri Solomon Arokiaraj, I.A.S., then Joint Secretary,
Infrastructure Policy & Planning, Department of Economic Affairs, GoI as Part-time
OfficialDirector in place of Shri Kuldip Narayan on the Board of HUDCO, with immediate
orders.

In compliance with the provisions of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board, upon the
recommendation of Nomination & Remuneration Committee, appointed Shri Solomon
Arokiaraj, as Part-time Official Director (Additional Director) (liable to retire by
rotation) w.e.f. 29th October, 2024, till the date of the ensuing Annual
General Meeting of the Company.


Declarations of Independence by Non-official(Independent)Directors


During the year, pursuant to the provisions of Section 149(6) of the
Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015, all the
Non-official (Independent) Directors, have given their declarations as to their
Independence. Based on the confirmation received from Directors, none of them are
disqualified for being appointed/ re-appointed as directors in terms of Section 164 of the
Companies Act, 2013 and other applicable laws, if any and are not related to each other.


Rotation of Director in the ensuing Annual General meeting


As per requirements of Section 152 of the Companies Act, 2013
[including any statutory modification(s) or re-enactment(s) thereof, for time being in
force, read with the applicable rules, as amended] and Articles of Association of the
Company, Shri M. Nagaraj (DIN: 05184848), Director (Corporate Planning) being longest in
office among the Directors since his last appointment, is liable to retire by rotation and
being eligible, offers himself for re-appointment at the ensuing Annual General Meeting.
The Board recommends re-appointment of Shri M. Nagaraj, as Director (Corporate Planning)
for approval of the members at the ensuing Annual General Meeting on the same terms &
conditions as approved by the President of India.


Cessation of Directors


Shri D. Guhan ceased to be Director (Finance) and Chief Financial
Officer w.e.f. 31.05.2024 consequent upon superannuation.

Shri Kuldip Narayan ceased to be Part-time OfficialDirectorw.e.f.27 th
September, 2024 pursuant to Government Order. Further, Dr. Ravindra Kumar Ray, Dr. Siyaram
Singh and Smt. Sabitha Bojan ceased to be Part-time Non-official (Independent) Director(s)
with effect from 21st November, 2024 on completion of their term as per terms and
conditions of their appointment.


After closure of the Financial Year

Appointment of Part-time Non-official (Independent) Directors


MoHUA, GoI, vide separate orders dated 7th April, 2025 has re-appointed
Smt. Sabitha Bojan (DIN: 09398364) and
appointedShriKantilalChaturbhaiPatel(DIN:06610367)asNon-Official (Independent) Directors
on the Board of the Company for a period of one year from the date of issue of the orders
or until further orders, whichever is earlier. In compliance with the provisions of the
Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board, upon recommendation of Nomination & Remuneration
Committee, reappointed Smt. Sabitha Bojan and appointed Shri Kantilal Chaturbhai Patel as
Non-Official (Independent) Directors (Additional Director) (not liable to retire by
rotation) on the Board of the Company w.e.f. 28th April, 2025 till the date of the next
Annual General Meeting of the Company. Further, MoHUA, GoI, vide order dated 15th May,
2025 has re-appointed Dr. Ravindra Kumar Ray (DIN: 09394495) as Non- Official Director on
the Board of the Company for a period of one year from the date of issue of the orders or
until further orders, whichever is earlier.

In compliance with the provisions of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board, upon
recommendation of Nomination & Remuneration Committee, reappointed Dr. Ravindra Kumar
Ray as Non-Official (Independent) Director (Additional Director) (not liable to retire by
rotation) on the Board of the Company w.e.f. 29th May, 2025 till the date of the next
Annual General Meeting of the Company.


KEY MANAGERIAL PERSONNEL


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


  

    
Sl. No. Name of Key Managerial Personnel
    
Designation
  
  

    
1. Shri Sanjay Kulshrestha
    
Chairman & Managing Director
  
  

    
2. Shri Muniappa Nagaraj
    
Director (Corporate Planning)
  
  

    
3. Shri Daljeet Singh Khatri
    
Director (Finance) (from
    14.08.2024) and Chief Financial Officer (from 25.09.2024)
  
  

    
4. Shri Vikas Goyal
    
Company Secretary & ComplianceOfficer
  
  

    
5. Shri D. Guhan
    
Director (Finance) and Chief Financial
    Officer(up to 31.05.2024)
  
  

    
6. Smt. Reva Sethi
    
Executive Director (Finance)
    & Chief Financial Officer (from 28.06.2024 to 25.09.2024)
  
  

    
7. Shri L.V.S. Sudhakar Babu
    
Key Managerial Personnel (from 22.01.2025)
  


The Board placed on the record its appreciation for the valuable
services rendered by Shri Kuldip Narayan, as Part-time Official Director during his tenure
and Dr. Ravindra Kumar Ray, Dr. Siyaram Singh and Smt. Sabitha Bojan as Non-official
(Independent) Directors during their tenure with the Company and extends warm welcome to
Shri Solomon Arokiaraj as Part-time Official Director and Shri KantilalChaturbhai Patel,
Smt. Sabitha Bojan and Dr. Ravindra Kumar Ray, Non-official (Independent) Directors on the
Board of the Company.


21. SECRETARIAL AUDITORS & AUDIT REPORT


In compliance of the provisions of Section 204 of the Companies Act,
2013, and Regulation 24A of SEBI (LODR) Regulation 2015, VAP & Associates, Company
Secretaries, Secretarial Auditors have conducted Secretarial Audit for Financial Year
2024-25 and have in their report confirms that the Company has complied with the
provisions of the Act, Rules, Regulations and Guidelines applicable to the Company and
there were no qualifications,reservations, or adverse remarks except certain observations,
which are self-explanatory. The Secretarial Audit Report is annexed and forms part to the
Directors’ Report.


22. AUDITORS & AUDITORS REPORT 


As per section 139(5) of the Companies Act, 2013, the Statutory
Auditors of your Company are required to be appointed by Comptroller and Auditor General
of India (CAG). In compliance of same, M/s S A R C & Associates, (Regd. no. DE2063),
Chartered Accountants, New Delhi has been appointed as Statutory Auditors of your Company
for the Financial Year 2024-25 by the CAG.

M/s S A R C & Associates, Chartered Accountants (FRN - 006085N),
New Delhi, the Statutory Auditors had conducted the audit of the Financial Statements
(both Standalone and Consolidated) for the Financial Year 2024-25 and submitted their
report thereon. The comments of the Statutory Auditors on the Financial Statements along
with Management reply thereon are annexed and forms part of the report. Notes on Financial
Statement referred to in the Auditors Report are self-explanatory.


Comments of Comptroller and Auditor General of India (CAG)


CAG vide their letter dated 20th August, 2025 has given ‘NIL
comments’ on the Statuatory Auditors report (both standalone and consolidated) and
audited financial statements (both standalone and consolidated) for the Financial Year
2024-25 under Section 143 of the Companies Act, 2013 and the same have been annexed and
forms part of this report.


23. STATUTORY DISCLOSURES 

(i) Corporate Social Responsibility Committee 


In accordance with the provisions of the Companies Act 2013, HUDCO
Board of Directors has constituted the Corporate Social Responsibility Committee of the
Board. As on 31st March 2025, the Committee comprised Shri M. Nagaraj, Director (Corporate
Planning) as Chairman of the Committee, Shri Sanjeet, Govt. Nominee Director and Shri
Daljeet Singh Khatri, Director (Finance) as members.

The CSR Policy and other information on CSR is available on HUDCO
Website at: http://www.hudco.org.in The ‘Annual Report on CSR activities for
Financial Year 2024-25’, indicating details of expenditure which was proposed to be
incurred and expenditure incurred on CSR activities during the Financial Year, along with
the reasons for not spending the entire allocated amount for CSR activities and other
information, is attached to the Directors’ report.

During the Financial Year 2024-25, an amount of Rs. 49.34 Crore
(including Rs. 6.99 Lakh surplus amount) was to be incurred on CSR activities, of which
60% was required to be spent on CSR projects related to Health and Nutrition,’ the
annual theme identified by DPE for the year. During the Financial Year, the Company has
spent a total amount of Rs. 52.72 Crore (including administrative expenses of Rs. 1.99
Crore and Rs. 26.17 Crore against the ongoing projects approved during the Financial Year
2023-24 & 2022-23). Against the statutory obligation for Financial Year 2024-25, the
unspent amount i.e. Rs. 22.79 Crore (including Rs. 5.36 Crore disbursed to implementing
agencies wherein submission of utilization certificates is pending), was transferred to
the ‘Unspent CSR Account Financial Year 2024-25’ opened with a scheduled bank
and shall be utilized in accordance with CSR Amendment Rules, 2021 under Companies Act,
2013 as in few proposals the implementing agencies are in process of completion of
formalities for execution of the works like finalization of tender etc. and in other cases
the same is to be utilized based on the physical progress achieved in the projects.
Furthermore, out of the total amount spent during Financial Year 2024-25 as indicated
above, Rs. 33.58 Crore (63% of total CSR Expenditure for Financial Year 2024-25) has been
spent on the projects related to ‘Health and Nutrition’, the annual theme
identified by DPE for the year. Under its CSR activities, HUDCO has supported different
proposals as brought out hereunder: y Zoom Ophthalmic Operating Microscope (NDYAG Laser
Diode Laser Machine) for Mandya Institute of Medical Sciences, Mandya, Karnataka. y
Improving Nutrition & Health of the Govt. School Children through Giftmilk Programme
in Chhattisgarh. y Procurement & Installation of Cardiopulmonary Bypass machine to
AIIMS, Manglagiri, Andhra Pradesh. y Distribution of Aids & Assistive Devices to
Senior Citizens & Persons with Disabilities (Divyangjan) in various states by
Artificial Limbs Manufacturing Corporation of India (ALIMCO). y TB elimination campaign
under Pradhan Mantri TB Mukta Bharat Abhiyan by holding Nikshay Shivir; Awareness campaign
through broadcast media. y Procurement of Component Equipment for blood banks in Petlad
town, Anand District and Rescue van for the Disaster Management Unit of IRCS of Gujarat. y
Installation of Drinking Water Coolers along with 3 stage UV filtration in Govt. Schools,
Govt. Hospitals, and Railway Stations at various locations across the country. y CAR
T-Cell Therapy for 9 or more cancer patients by TATA Memorial Hospital, Mumbai. y Medical
Equipment’s for Hospitals of Ahmedabad Municipal Corporation, through AMC Medical
Education Trust, Gujarat. y 4K Laparoscopic set for the Department of Urology and Laser
for Retina Surgery for the Department of Ophthalmology of Guwahati Medical College and
Hospital, Assam. y Purchase of Kitchen Equipment and 3 Electric Food Distribution Vehicles
by Akshay Patra to carry meals from its Centralized Kitchens to various Govt. & Govt.
Aided Schools in Rangareddy, Vikarabad, Sangareddy & Medak Districts of Telangana. y
Various activities under Swachhta Hi Seva 2024 Campaign. y Procurement of 4 Garbage Trucks
for solid waste management awareness and door-to-door waste collection by Gangtok
Municipal Corporation, Sikkim. y Purchase of kitchen equipment and support towards feeding
a nutritional meal for visitors in Kumbh Mela 2025 at Prayagraj, Uttar Pradesh. y Purchase
of medical equipment for Fakhruddin Ali Ahmed Medical College & Hospital, Barpeta,
Assam. y Strengthening of ambulance services by providing 6 nos. of ambulances to the
Health Department, Zila Parishad, Nandurbar, Maharashtra. 

Further, out of the total amount spent during Financial Year 2024-25 as
indicated above, an amount of Rs. 2.33 Crore was also transferred to ‘PM CARES
FUND’ being the unspent CSR fund due to closure/curtailment of the ongoing proposals
of Financial Year 2022-23.


(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 the year along with other particulars are annexed in the
Corporate Governance Report, forming part to this report.


(iii) Particulars of Loans, Guarantee, or Investments 


The necessary disclosures with respect to Loan made, Guarantee given or
Securities provided by the Company in its ordinary course of business have not been given,
since, provisions of Section 186 of the Companies Act, 2013, are not applicable to your
Company, being a NBFC (IFC) registered with Reserve Bank of India. The detail with respect
to Investments made by the Company forms part of the Financial Statements for the
Financial Year 2024-25.

During the Financial Year, all the existing Related Party Transactions
were on an arm’s length basis and were in the ordinary
courseofbusiness.Therearenomateriallysignificantrelated party transaction(s) made by with
the interest of the Company. Further, there was no contract or
theCompany,whichmayhaveaconflict arrangement entered into by the Company as listed under
Section 188 of the Companies Act, 2013.


(iv) Annual Return


Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act,
2013, the Annual Return as at 31st March, 2025 available on the website of the Company on
the following link:
https://hudco.org.in//Site/FormTemplete/frmTemp1PLargeTC1C_P.aspx?MnId=463&ParentID=391
(v) HUDCO being a Government Company, the provisions of Section 164(2) of the Act
in respect of disqualification of directors are not applicable to the Company in terms of
notification no. G.S.R.463(E) dated 5th June, 2015 issued by Ministry of Corporate
Affairs, Government of India; (vi) HUDCO, being a Government Company is exempted
from the provisions of Section 197 of the Companies Act, 2013 and Rules made there under
relating to managerial remuneration, hence, no disclosure is required to be made; (vii)
As per the statutory provisions, a listed Company is required to disclose in its
Board’s Report, a statement indicating the manner in which formal annual evaluation
of the performance of the Board, its committees and individual Directors has been made and
the criteria for performance evaluation of its Independent Directors, as laid down by the
Nomination & Remuneration Committee. The Ministry of Corporate Affairs, Government of
India vide notificationdated th June, 2015 has, inter-alia, exempted Government companies
from the above requirement, in case the Directors are evaluated by the Ministry or
Department of the Central Government which is administratively in charge of the Company,
as per its own evaluation methodology. Further, MCA vide notification dated July 5, 2017,
also prescribed that the provisions relating to review of performance of Independent
Directors and evaluation mechanism prescribed in Schedule IV of the Companies Act, 2013,
is not applicable to Government companies.

Accordingly, HUDCO, being a government Company, is exempted in terms of
the above notifications, as the evaluation of performance of all members of the Board of
the Company is being done by the Administrative Ministry i.e., the Ministry of Housing and
Urban Affairs, GoI. As per requirements of the SEBI (LODR) Regulations, 2015, the
performance of the Board as a whole and non-independent directors including the Chairman
& Managing Director were evaluated by the Independent Directors in a separate meeting
held on 29.10.2024. The meeting was attended by all Independent Directors except Dr.
Ravindra Kumar Ray.


(viii) The Company is compliant with the applicable Secretarial
Standards issued by Institute of Company Secretaries of India (ICSI); (ix) In
compliance of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, and DPE

Guidelines on CorporateGovernance,based affirmationreceived from Board
Members and Seniorthe

Management Personnel, declaration regarding compliance of Code of
Conduct made by the Chairman & Managing Director is annexed and forms part of the
Directors’ Report. A copy of the Code is available on the website of the Company at
www.hudco.org.in;


(x) In compliance with Regulation 25(10) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, your Company has obtained
Directors and Officers Liability Insurance Policy, ensuring adequate insurance coverage,
covering all the directors of the Company including Independent Directors, Key Managerial
Personnel, and Senior Officers against the risk of financial loss including the expenses
pertaining to defence cost and legal representation expenses arising in the normal course
of business. (xi) Energy Conservation, Technology Absorption and Foreign Exchange
Earning & Outgo.


Energy Conservation and Technology Absorption 


As HUDCO does not own any manufacturing unit/facility, there are no
specific application relating to conservation of energy and technology absorption.
However, HUDCO, being an energy conscious organization has taken various initiatives in
the direction of energy conservation on a continuous basis. 


Foreign Exchange Earnings and Outgo


During the FinancialYear2024-25,foreignexchangeinflowswas Rs. 0.00
Crore (previous year Rs. ‘NIL’) and foreign currency outflow was Rs. 134.86
Crore (previous year Rs. 12.84 Crore); (xii) There is no change in the nature of
business of the Company during the year; passed by the Regulators or Courts or Tribunals
impacting the going (xiii) Thereare no significant concern status and operations of
your Company in future;


(xiv) The Central Government has not prescribed the maintenance of
cost records for the products/services of the Company under the Companies (Cost Records
and Audit) Amendment Rules, 2014 prescribed by the Central Government under Section 148 of
the Companies Act, 2013. Accordingly, cost accounts and records are not required to be
maintained by the Company; (xv) HUDCO has not made any application under the
Insolvency and Bankruptcy Code, 2016 (31 of 2016), directly on standalone basis during the
year; (xvi) The Company has not entered into one-time settlement with Bank or
Financial Institutions during the year, hence, details of difference between amount of the
valuation done at the time of one-time settlement and the valuation done while taking loan
from the Banks or Financial Institution is not given; (xvii) During the year under
review, the Statutory Auditors, have not reported any case of fraud against the Company by
its officers or employees under Section 143(12) of the CompaniesAct, 2013;


(xviii)Compliance Function


As per the requirements of RBI Circular dated April 11, 2022, HUDCO has
an independent Compliance Function headed by Chief Compliance Officer for ensuring
effective monitoring and supervision of compliances in accordance with the statutory and
regulatory requirements.

The Company has a robust system in place for monitoring of compliances
with the statutory and regulatory requirements. Structured approach is being followed for
identification, assessment and mitigation of compliance risk. With the constant monitoring
and active coordination with the concerned departments, compliance culture has been
developed for ensuring adherence to applicable laws and regulations. The Compliance
Department acts as a nodal department for monitoring of compliances with regulatory
requirements and handling RBI Inspections.


24. FUTURE OUTLOOK - MEDIUM AND LONG-TERM STRATEGIES

HUDCO: Powering Viksit Bharat 2047 Through Strategic Infrastructure
Finance


India is committed to achieving its "Viksit Bharat 2047"
vision, transforming into a developed nation and a $30 trillion economy. The Government of
India’s extensive infrastructure capital expenditure plan, encompassing numerous
flagship programs, is central to this ambition. HUDCO, having secured NBFC-IFC status and
setting an ambitious target to provide over Rs.3 Lakh Crore in infrastructure financing by
2030, is strategically positioned to be a primary catalyst in this infrastructure-led
transformation. HUDCO’s long-term affordable financing, innovative funding solutions,
technical advisory, capacity building, and commitment to sustainable development will be
instrumental in realizing India’s future.


HUDCO’s Key Contributions to National Development:


HUDCO will be instrumental in the PMAY 2.0 initiative to build 1 Crore
homes for urban poor and middle-class September 1, 2024. This ambitious program involves a
Rs.10 Lakh Crore familiesoverthe nextfive years,effective investment, including a Rs. 2.30
Lakh Crore government subsidy. HUDCO willprovidelong-termaffordableproject financing,
prepare DPRs., offer consultancy for design and execution, and channel Central Government
subsidies directly to beneficiaries.

In the coming years, HUDCO is poised to play a transformative role in
expanding India’s urban mobility by financing and supporting the development of
advanced Mass Rapid Transit Systems (MRTS), including new metro corridors, Regional Rapid
Transit Systems, and electric bus networks-ensuring sustainable, Indian cities grow and
modernize. The Government of India’s commitment to urban transit is clearly
demonstrated by the achievement of over 1,000 km of operational metro rail spanning 23
cities by 2025, making India the world’s third-largest metro network. With a
substantial allocation of Rs. 34,807 Crore in Financial Year 2025-26 for new metro
corridors, RRTS lines, and electric bus integration, HUDCO is expected to extend
long-term, low-cost financing and refinance support to state metro corporations and urban
transport agencies, playing a crucial role in ensuring timely completion of these
transformative projects across India.

HUDCO will be assisting to drive India’s mission of ‘Har Ghar
Nal Se Jal’ to provide rural tap water access by 2028, leveraging its position as an
NBFC-IFC to deliver affordable financing and solutions for water infrastructure. With the
Government of India allocating Rs. 67,000 Crore to the Jal Jeevan Mission in Financial
Year 2025-26 the highest-ever annual outlay-HUDCO will play a pivotal role by supporting
advanced, climate-resilient water supply projects and empowering local implementation,
thereby securing safe, reliable drinking water for every rural household, advancing
nationwide health and prosperity, and strengthening India’s development trajectory.

With India investing over Rs. 20,000 Crore in solar parks and rooftop
solar, Rs. 600 Crore in the National Green Hydrogen Mission (Financial Year 2025-26), Rs.
4,000 Crore in EV infrastructure, and Rs. 2,600 Crore in PM-KUSUM for agricultural
solarization, HUDCO is positioned to accelerate India’s green energy and carbon net
zero targets. By hydrogen, electric mobility, transmission upgrades, and decentralized
providinglong-term,affordablefinancing renewable energy-including support for 500GW
renewable power by 2030, 5MMTPA green hydrogen production, 72,000 EV charging stations,
and widespread deployment of solar pumps-HUDCO will enable large-scale clean energy
adoption and infrastructure modernization. This catalytic role will power sustainable
growth, climate leadership, and inclusive prosperity as India advances toward a resilient,
low-carbon future.

HUDCO continues its vital role in urban revitalization and cleanliness.
The AMRUT program, with a Rs. 10,000 Crore allocation in Financial Year 2025-26,
underscores commitment to urban water, sanitation, and infrastructure. The Smart Cities
Mission is in its completion phase with over 99% of its Rs. 47,652 Crore central outlay
released. HUDCO will support further lending and technical assistance in AMRUT and
operational Smart City projects, and directly partner with state/city corporations for
co-development. Furthermore, HUDCO will be critical for the new Urban Challenge Fund
(UCF), launched in Financial Year 2025-26 with a Rs. 10,000 Crore allocation under MoHUA,
by providing financing, technical advisory, capacity building, and innovative funding
solutions. Swachh Bharat Mission (Urban) 2.0 has also seen increased support, with annual
allocations of Rs. 5,000 Crore in Financial Year 2025-26.

With the Government of India allocating Rs. 7,350 Crore for ports,
shipping, and waterways, and Rs. 5,000 Crore for civil aviation infrastructure in
Financial Year 2025-26, HUDCO’s financial expertise will be vital in mobilizing
long-term, critical connectivity projects-strengthening India’s logistics
affordablefundingandoffering and transport networks, enhancing economic competitiveness,
and playing a key role in the nation’s rise as a global economic powerhouse.

HUDCO will be fundamentally shaping India’s future as a key
enabler of the Viksit Bharat vision, driving progress in clean energy, universal
sanitation, public health, and carbon-zero growth. By channeling long-term, innovative
financing into affordable housing, urban mobility, and reliable water infrastructure,
HUDCO will be making sustainable cities and inclusive rural prosperity a reality. Its
pivotal support for renewable energy, comprehensive sanitation, and resilient health
infrastructure accelerates India’s carbon-neutral journey, boosts quality of life,
and delivers the foundations for a healthy, climate-smart, and globally competitive nation
equipped for the challenges and opportunities of the 21st century.


BUSINESS DEVELOPMENT 


India’s vision to become a developed nation by 2047 (‘Viksit
Bharat’) calls for holistic development encompassing economic growth, social progress
and sustainability. In this context, infrastructure plays a pivotal role and the
Government of India has recognized the same and has significantly increased capital
expenditure on infrastructure with a record allocation of Rs. 11.11 lakh Crore in the
Union Budget for Financial Year 2024 25 representing a 5x increase over the last decade.
It is estimated that infrastructure investments worth Rs. 150 lakh Crore will be required
to achieve the target of a USD 7 trillion economy by 2030 with the significant investments
coming from private . In this evolving landscape, HUDCO’s role is increasingly
critical in supporting long-term infrastructure development. Backed by a stable &
high-performing portfolio, HUDCO is now actively exploring new business avenues and
product growth. While the current lending portfolio is largely dominated by
government-backed offerings exposures, HUDCO’s strong financial foundation
demonstrated by an industry’s one of the best Provisional Coverage Ratio (PCR) of 87%
and a Capital to Risk-Weighted Asset Ratio (CRAR) of 57% as of Financial Year 2024 places
it in an excellent position to expand into private and public-private sector
infrastructure financing.A balanced portfolio mix and optimized risk-based pricing
strategy may also improve overall Net Interest Margin (NIM).

Recognizing the strategic potential of this opportunity, the Board of
Directors accorded in-principle approval on 7th February 2025 to explore
infrastructure financing in the private and public-private partnership (PPP) projects
focusing on Real Estate, Roads, Energy Transition, Seaports and Airports sectors. HUDCO
has also initiated the development of key policy frameworks for loan processing including
guidelines for entity and project appraisal, rating modules and project monitoring
mechanisms. In a major step forward, HUDCO signed a Memorandum of Understanding (MoU) with
Vadhavan Port Project Limited (VPPL) for the development of an all-weather greenfield
deep-draft major port at Vadhavan, in Palghar district of Maharashtra. The Vadhavan Port
project, with an estimated cost of Rs. 76,220 Crore is one of the largest infrastructures
planned in the country. Under the MoU, HUDCO is expected to provide financial assistance
of up to Rs. 25,000 Crore which is approximately one-third of the total project cost. This
partnership showcases HUDCO’s readiness to play a leading role in large-scale
infrastructure development. It also demonstrates the organization’s capacity to
leverage its financial strengths and policy-driven approach in catalyzing growth through
public-private collaboration.


25. STATUTORY AND OTHER INFORMATION REQUIREMENT


The particulars of annexure(s) forming part of the Directors’
Report are as under:


  

    
Particulars
    
Annexure
  
  

    
Management Discussion & Analysis Report
    
1
  
  

    
Corporate Governance Report
    
2
  
  

    
Business Responsibility & Sustainability
    Report along with BRSR Core Assurance Report
    
3
  
  

    
Secretarial Audit Report
    
4
  
  

    
Annual Report on CSR Activities
    
5
  
  

    
Declaration of the Code of Conduct
    
6
  
  

    
Management Reply to comments of Statutory
    Auditors on financial statements
    
7
  
  

    
Comments of the Comptroller and Auditor
    General of India
    
8
  



26. ACKNOWLEDGEMENT 


The Board of Directors of your Company acknowledges its deep sense of
appreciation for the continuous support, guidance and cooperation extended by the
Government of India, especially the Ministry of Housing and Urban Affairs, Ministry of
Rural Development, Ministry of Finance, Reserve Bank of India, National Housing Bank,
Ministry of Corporate Affairs, Department of Public Enterprises, Regulatory/Statutory
Authorities and various other departments of the Central/State Governments, Stock
Exchanges, Depositories, Credit Rating Agencies, Registrar & Transfer Agents,
Debenture Trustee(s) and other agencies.

The Board of Directors also conveys its gratitude for the unstinting
support and cooperation given by the shareholders, bondholders, public deposit holders,
Bankers, Financial Institutions, Housing Boards, Development Authorities, Municipal/Local
Bodies and other stakeholders associated with the Company. The Board of Directors also
acknowledges the valuable suggestions and guidance extended by Comptroller & Auditor
General of India, Statutory Auditors, Secretarial Auditors, and other professionals
associated with the Company. The Board of Directors also takes this opportunity to
acknowledge and appreciate the hard work and efforts put in by HUDCO employees at all
levels towards achievement of the all-round growth of the Company.


For and on behalf of the Board of Directors



  

    
Sd/-
  
  

    
Sanjay Kulshrestha
  
  

    
Chairman & Managing Director
  
  

    
(DIN: 06428038)
  



  

    
Place : New Delhi
  
  

    
Date : 22nd August, 2025