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You can view full text of the latest Director's Report for the company.

BSE: 500253ISIN: INE115A01026INDUSTRY: Finance - Housing

BSE   ` 653.65   Open: 673.70   Today's Range 644.70
675.00
-15.85 ( -2.42 %) Prev Close: 669.50 52 Week Range 351.05
682.90
Year End :2023-03 

BOARD’S REPORT

To the Members of LIC Housing Finance Limited

Your Directors are pleased to present the Thirty Fourth Annual
Report together with the Audited Financial Statements
(standalone and consolidated) for the year ended 31st March,
2023 of LIC Housing Finance Limited
(‘the Company’).

FINANCIAL HIGHLIGHTS

Particulars

For the year
ended
31st March, 2023

For the year
ended
31st March, 2022

Profit before Tax

3557.00

2778.15

Tax Expense

(665.97)

(490.87)

Profit after Tax

2891.03

2287.28

Other Comprehensive
Income

5.03

(4.72)

Total Comprehensive
Income

2896.06

2282.56

Appropriations

Special Reserve u/s
36(1)(viii) of the
Income Tax Act,1961

984.99

859.99

Statutory Reserve u/s
29C of NHB Act,1987

0.01

0.01

General Reserve

850.00

700.00

Impairment Reserve

-

92.72

Dividend

467.55

467.55

Balance carried
forward to next year

593.51

162.29

2896.06

2282.56

APPROPRIATION
Transfer to Reserves:

The Company has transferred ' 984.99 crore to Special Reserve
u/s 36(1)(viii) of the Income-tax, Act., 1961 excluding '0.01 crore
to the Statutory Reserve u/s 29C of NHB Act; and an amount of
'850 crore to General Reserve.

Hence, the total amount transferred to special reserve is ' 985
crore (including ' 0.01 crore to Statutory Reserve u/s 29C of
NHB Act) and ' 850 crore to General Reserves.

DIVIDEND:

The Company has in place a Dividend Distribution Policy
formulated in accordance with the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, which intends to ensure that a rationale
decision is taken, with regard to the amount to be distributed
to the shareholders as dividend, after retaining sufficient funds
for the Company's growth, to meet its long-term objective and
other purposes. The Policy also lays down various parameters to

be considered by the Board of Directors of the Company before
recommendation of dividend to the Members of the Company.

Considering the performance of the Company during the
financial year 2022-2023, the Board of Directors felt the need
to strike a balance between being prudent and conserving
capital in the Company, while at the same time catering to
the expectations of shareholders, and also considering the
Dividend Distribution Policy and in terms of RBI Circular No.
DOR.ACC.REC.No.23/21.02.067/2021-22 dated 24th June, 2021 ,
have recommended payment of dividend for the financial year
ended 31st March, 2023 of ' 8.50 per equity share of face value
of '2/- per share i.e., @ 425 percent . The total dividend outgo, if
declared by the shareholder at the 34th Annual General Meeting,
for the current year would amount to ' 467.55 crore, same as for
the previous year. The dividend payable shall be subject to the
approval of the Members of the Company at the ensuing Annual
General Meeting.

The dividend declared by the Company for the financial
year ended 31st March, 2023 is in compliance with the
Dividend Distribution Policy of the Company. The Dividend
Distribution Policy is available on the website of the Company
at https://www.lichousing.com/static-assets/pdf/

DIVIDEND%20DISTRIBUTION%20POLICY%202021.
pdf?crafterSite=lichfl-corporate-website-cms&embedded=true
and link of the same is provided in Annexure 5.

INDIAN ACCOUNTING STANDARDS

The Company has complied with the applicable Indian
Accounting Standards (Ind AS) notified by the Ministry of
Corporate Affairs under Section 133 of the Companies Act, 2013.
The financial statements for the year have been prepared in
accordance with Schedule III to the Companies Act, 2013.

PERFORMANCE
Income and profit

The Company earned total revenue of ' 22674.20 crore for
the FY 2022-23 as compared to ' 19953.02 crore in the FY

2021- 2022, registering an increase of 13.64 percent, as compared
to previous year. The percentage of administrative expenses
to the housing loans, which was 0.40 percent in the previous
year, has reduced to 0.36 percent during the financial year

2022- 2023, mainly due to arrears of wages given in the previous
year which were included in employee benefits expenses.

Profit before tax and after tax for FY 2022-23 stood at ' 3557.00
crore and ' 2891.03 crore respectively as against ' 2778.15 crore
and ' 2287.28 respectively, for the previous year. The variance
was on account of increase in Interest income due to increase
in LHPLR by 2.10% till December 2022 which has impacted the
Interest Income during the Quarter. Most of the Loans given are
at Floating rate.

LENDING OPERATIONS

The Company is a Housing Finance Company registered
with National Housing Bank (NHB) and is mainly engaged in
financing purchase / construction of residential flats / houses
to individuals and project finance to developers, Loan against
Property (LAP), Lease Rental Discounting (LRD) etc. All other
activities revolve around the main business of the Company.

As at 31st March, 2023 the loan book consisted of 83.15 per cent
of IHL, 2.61 per cent of NHC, 9.97 per cent of NHI & 4.27 per cent
of project portfolio (As per IND-AS).

INDIVIDUAL HOUSING LOAN (IHL):

During the year the main thrust continued on individual
housing loans. The Company has sanctioned 1,94,398 Individual
Housing Loans (IHL) amounting to
' 53,140.33 crore and
disbursed 2,00,459 loans aggregating to
' 53,458.5 crore
during FY 2022-23. IHL constitute 82.92 percent of the total
sanctions and 83.38 percent of the total disbursements for the
FY 2022-23 as compared to 86.61 percent and 86.76 percent
respectively during the FY 2021-22. The gross IHL portfolio grew
by 12 percent from
' 2,04,230* crore as on 31st March, 2022 to
' 2,28,730* crore as on 31st March, 2023.

NON-HOUSING INDIVIDUAL (NHI)

The company has sanctioned 31,089 Non-Housing Individual
Loan (NHI) amounting to
' 7,298.54 crore and disbursed
31,975 loans amounting to
' 7,458.91 crore during the FY
2022-23. NHI constitute 11.39 percent of the total sanctions and
11.63 percent of the total disbursement for the FY 2022-23 as
compared to 9.93 percent and 10.57 percent respectively during
FY 2021-22. The gross NHI portfolio grew by 7.41 percent from
' 25,519 crore as on 31st March, 2022 to ' 27,411 crore as on
31st March, 2023.

NON-HOUSING CORPORATE (NHC)

The company has sanctioned 75 Non-Housing Corporate
Loan (NHC) amounting to
' 547.44 crore and disbursed 80
loans amounting to
' 500.57 crore during the FY 2022-23.
NHC constitute 0.85 percent of the total sanctions and 0.78
percent of the total disbursement for the FY 2022-23 as
compared to 1.01 percent and 0.54 percent respectively during
FY 2021-22. The gross NHC portfolio decreased by 14.60 percent
from
' 8,393 crore as on 31st March, 2022 to ' 7,168 crore as on
31st March, 2023.

The cumulative sanctions and disbursements since incorporation,
in respect of IHL, NHI and NHC are:

Amount sanctioned: ' 5,74,305.18 crore

Amount disbursed: ' 5,52,270.11 crore

Since inception 35,07,395 customers have been serviced by the
Company up to 31st March, 2023. The number of live customers
on 31st March, 2023 were 15,19,771.

Project loans:

The project loans sanctioned and disbursed by the Company
during the year were amounting to
' 3,097 crore and ' 2,697
crore respectively. Corresponding figures for the previous year
were
' 1,563 crore and ' 1,311 crore. These loans are generally
for short durations, giving better yields as compared to the
individual housing loans.

AWARDS AND RECOGNITIONS:

• Winner of "Financial Inclusion & Future of Financial Services
in India - Vision 2030” Award under Large NBFC class
at the 17th Annual Summit & Awards Banking & Financial
Sector Lending Companies by ASSOCHAM

• Winner of "Best Housing Finance Company (Large)” at
PMAY Empowering India Awards 2022

• Kendriya Sainik Board felicitated the Company for CSR
contribution towards education of Veer Naaris & Single
Parent Children.

• Hon. Ramesh Bais, Governor of Maharashtra, accorded
Best Rural Development Project to Shri Y Viswanatha
Gowd, MD & CEO of the Company

• Indian Chamber of Commerce 5th Social Impact Awards
2022 bestowed to the Company for Empowering the Rural
Population across India.

MARKETING AND DISTRIBUTION

During the year under review, efforts were taken to further
strengthen the distribution network. The distribution network
of the Company consists of 281 Marketing Offices and Customer
Service Points. The distribution network also includes 48 offices
of LICHFL Financial Services Ltd., wholly owned subsidiary
company engaged in distribution of various financial products
including housing loan. The Company has representative
offices in Dubai.

REPAYMENTS

During the F.Y. 2022-2023, ' 38,778.33 crore was received by
way of scheduled repayment of principal through monthly
instalments as well as prepayment of principal ahead of schedule,
as compared to
' 38,927.64 crore received in the previous year.

NON-PERFORMING ASSETS AND PROVISIONS

The amount of gross Non-Performing Assets (NPAs) as of
31st March, 2023 was
' 12,124.74 crore, which is 4.41 percent of
the loan portfolio of the Company, as against
' 11,616.40 crore
i.e., 4.64 percent of the loan portfolio as of 31st March, 2022.
The net NPA as of 31st March, 2023 was
' 6,743.52 crore i.e.
2.50 percent of the loan portfolio vis-a-vis
' 6596.73 crore i.e.
2.69 percent of the loan portfolio as at 31st March, 2022. The total
cumulative provision towards housing loan portfolio including
provision for standard assets as at 31st March, 2023 is
' 7,230.29
crore as against
' 5,839.12 crore in the previous year.

Company has written off ' 544.71 crore during the FY 2022-23,
in comparison to the amount of ' 23.03 crore which has been
written off in the previous year.

RESOURCE MOBILISATION

During the year, the Company mobilised funds aggregating to
' 1,06,992.66 crore by way of the Non-Convertible Debentures
(NCD), Term Loans / Line of Credit (LoC) / Working Capital
Demand Loan (WCDL) from Banks, NHB refinance, Commercial
Paper and Public Deposits. The Company has availed refinance
of ' 2975 crore from NHB under affordable housing scheme at
very low rate. The following is a brief about the various sources
of fund mobilised during FY 2022-23:

NON-CONVERTIBLE DEBENTURES (NCD)

During the year, the Company issued NCD amounting to
' 29,555.50 crore on a private placement basis which have been
listed on Wholesale Debt Segment of National Stock Exchange
of India Ltd. The NCDs have been assigned highest rating of
‘CRISIL AAA/Stable' by CRISIL & 'CARE AAA/Stable' by CARE.
As at 31st March, 2023, NCDs amounting to '1,23,446.40 crore
were outstanding. The Company has been regular in making
repayment of principal and payment of interest on the NCDs.

As at 31st March, 2023, there were no NCDs which have not
been claimed by the Investors or not paid by the Company after
the date on which the said NCDs became due for redemption.
Accordingly, the amount of NCD remaining unclaimed or unpaid
beyond due date is Nil.

TIER II BONDS

As at 31st March, 2023, the outstanding Tier II Bonds stood at
'1795.77 crore. Considering the balance term of maturity as at
31st March, 2023, '1795.77 crore of the book value of Tier II Bonds
is considered as Tier II Capital as per the Guidelines issued by
NHB for the purpose of Capital Adequacy.

TERM LOANS FROM BANK/ LOC / WCDL, REFINANCE
FROM NHB / COMMERCIAL PAPER

The total Term / LOC outstanding from the Banks as at 31st March,
2023 were ' 83,089.07 crore as compared to ' 68,143.04 crore
as at 31st March, 2022. The Refinance from NHB as at 31st March,
2023 stood at '11,303.18 crore as against ' 8,304.18 crore as
at 31st March, 2022. During the year, the Company has availed
' 5,200 crore Refinance from NHB under various refinance
schemes. As at 31st March, 2023, Commercial Paper amounting
to ' 13,513.59 crore were outstanding as compared to ' 8,364.22
crore for corresponding previous year. During the year
2022-23, the Company issued Commercial Paper amounting to
' 17,668.89 crore from market as compared to ' 11,646.42 crore
for the previous year.

The Company's long term loan facilities have been assigned the
highest rating of ‘CRISIL AAA/STABLE' and short-term debt
has been assigned rating of ‘CRISIL A1 & ICRA A1 ' signifying
highest safety for timely servicing of debt obligations.

FIXED DEPOSITS (INCLUDING PUBLIC DEPOSIT)

As at 31st March, 2023, the outstanding amount on account of
Public Deposits was '3505.27 crore as against ' 4595.48 crore
in the previous year and outstanding amount on account of
Corporate Deposits was ' 8120.94 crore as against ' 13478.02
crore in the previous year. During F.Y. 2022-23, the number
of depositors has reduced for public deposit from 26156 to
21197 and for Corporate Deposit the same number reduced
from 1831 to 1180.

'957.85 crore has been collected as Public Deposits while
'5243.83 crore was collected as Corporate Deposits.
Total aggregate amount collected was '6201.68 crore.

CRISIL has, for the sixteenth consecutive year, re-affirmed a
rating of "CRISIL AAA/Stable” for the Company's deposits which
indicates highest degree of safety regarding timely servicing of
financial obligations and carries the lowest credit risk.

The support of the agents and their commitment to the
Company has been vital in mobilisation of deposits and making
the product a preferred investment avenue for individual
households and others.

TRANSFER OF UNCLAIMED DIVIDEND / DEPOSITS AND
SHARES TO INVESTOR EDUCATION & PROTECTION
FUND (IEPF)

Pursuant to the provisions of Sections 124 and 125 of the
Companies Act, 2013, rules made thereunder and Investor
Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 read with the relevant
circulars and amendments thereto, the amount of dividend /
deposits remaining unclaimed for a period of seven years from
the date of transfer to unpaid dividend account is required to be
transferred to IEPF as constituted by the Central Government.
Further, as per the provisions of Section 124(6) of the Companies
Act, 2013 read with the Investor Education & Protection Fund
Authority (Accounting, Audit, Transfer & Refund) Rules 2016,
the shares in respect of which the dividend has not been claimed
for seven consecutive years are required to be transferred by
the Company to the designated demat account of the IEPF
Authority. The details of the unclaimed dividend/deposits and
the shares transferred to the IEPF, are uploaded on the website
of the Company, as per the requirements. Link for the same is
https://www.lichousing.com/investors-education

UNPAID/UNCLAIMED DIVIDEND

During the financial year under review, after giving due notice
to the members, your Company has transferred unclaimed
dividend of ' 1.30 crore pertaining to the financial year 2014-15
to the IEPF, established by the Central Government, on expiry of
seven years from the date of transfer to unpaid dividend account.

TRANSFER OF SHARES TO IEPF

Pursuant to the provisions of Section 124(6) of the Companies
Act, 2013 and the Rules made thereunder, the Company has
transferred in aggregate 66,758 equity shares of '2/- each to

IEPF in respect of which the dividend remained unclaimed for
a period of seven consecutive years i.e., from 2014-15 till the
due date of 29th September, 2022 in respect of which, individual
notice had also been sent to concerned Shareholders.

UNCLAIMED DEPOSITS

In total 610 Nos. of Fixed deposits amounting to '53.62 crore
(out of which 589 are public deposits amounting to ' 18.51 crore)
which were due for repayment on or before 31st March, 2023
were not claimed by the depositors. Since then, 110 depositors
have claimed or renewed deposits of '19.21 crore (out of which
103 are public deposits amounting to ' 4.86 crore) as on
30th June, 2023. Depositors were appropriately intimated for
renewal / claim of their deposits. Further, adequate follow-up
is initiated in respect of those cases where Fixed deposits are
lying unclaimed.

As per the provisions of Section 125 of the Companies Act, 2013,
deposits and interest thereon remaining unclaimed for a period
of seven years from the date they became due for payment have
to be transferred to the Investor Education and Protection Fund
(IEPF) established by the Central Government, accordingly,
as on 30th June,2023 '7.73 lakhs against unclaimed Principal
and '12.78 lakhs against unclaimed interest on deposits has
been transferred to IEPF. Concerned depositors can claim their
refunds from the IEPF authority.

Being a housing finance company registered with the National
Housing Bank established under the National Housing Bank Act,
1987, the disclosures as per Rule 8(5)(v) &(vi) of the Companies
(Accounts) Rules, 2014 read with section 73 and 74 of the
Companies Act, 2013 are not applicable to the Company.

Any person who is entitled to claim unclaimed dividend or
deposits etc. that have been transferred to IEPF, can claim the
same by making an application directly to IEPF in the prescribed
form under the IEPF Rules which is available on the website of
IEPF i.e., www.iepf.gov.in

REGULATORY COMPLIANCE

Following the amendment in the Finance Act, 2019 and the
subsequent notification by the Reserve Bank of India (RBI) in
August 2019, HFCs are being treated as one of the categories
of Non-Banking Financial Companies (NBFCs) for regulatory
purposes and accordingly come under RBI's direct oversight.
The NHB, however, would continue to carry out supervision
of HFCs. In this regard Master Direction - Non-Banking
Financial Company - Housing Finance Company (Reserve
Bank) Directions, 2021 was notified on 17th February, 2021 in
supersession of the regulations/ directions as given in Chapter
XVII of these directions.

The Company has been following guidelines, circulars
and directions issued by the RBI/ NHB, from time to time.
The Company has complied with the Master Direction-Non¬
Banking Financial Company - Housing Finance Company

(Reserve Bank) Directions, 2021 and other directions/guidelines
prescribed by RBI regarding deposit acceptance, accounting
standards, prudential norms, capital adequacy, credit rating,
corporate governance, liquidity, information technology
framework, fraud monitoring, concentration of investments,
risk management, capital market exposure norms, Know
Your Customer, Anti-Money Laundering and the Company
also adopted the guidelines on maintenance of Liquidity
Coverage Ratio with effect from 1st December, 2021, as per RBI
master directions.

Your Company has been maintaining capital adequacy ratio
as prescribed by the RBI. The capital adequacy ratio was
18.23 percent as at 31st March, 2023, as against 18.08 percent
as at 31st March, 2021 (as against the regulatory minimum
of 15 percent).

The Company also has been following Directions / Guidelines /
Circulars issued by SEBI, MCA, NHB and RBI from time to time,
as applicable to a Listed Company.

During the year, the SBR guidelines have come into effect on
and from 1st October, 2022 and as per the RBI Circular DoR.FIN.
S4252/03.10.001/2022-23 dated 4th October, 2022. The Board
of the Company was required to ensure that the stipulations
prescribed in the SBR framework are adhered to within a
maximum time-period of 24 months from the date of the RBI
Press Release. Since the press release wherein the RBI had
released the list of NBFCs in the Upper Layer under the SBR
Regulations was issued on 30th September, 2022, which includes
the name of the Company, the maximum time period available
to the Board is 30th September, 2024. Accordingly, the Board
have already the year already adopted certain mandatory
policies prescribed under the SBR framework. Going forward
the Company under the SBR framework the Company is
required to implement Internal Capital Adequacy Assessment
Process (ICAAP) pursuant to which the Company is required to
assess the economic capital in addition to the CRAR through
an internal assessment which shall be on similar lines as ICAAP
prescribed for commercial banks under Pillar 2 (Master Circular
- Basel III Capital Regulations dated 01st July, 2015).

DISCLOSURE UNDER HOUSING FINANCE COMPANIES
FOR ISSUANCE OF NON-CONVERTIBLE DEBENTURES
ON PRIVATE PLACEMENT BASIS (NHB) DIRECTIONS,
2014 READ WITH MASTER DIRECTION - NON BANKING
FINANCIAL COMPANY - HOUSING FINANCE COMPANY
(RESERVE BANK) DIRECTIONS, 2021.

During the financial year under review, the Non-Convertible
Debentures issued on private placement basis, were repaid /
redeemed by the Company on their respective due dates and
there were no instances of any Non-Convertible Debentures
which have not been claimed by the investors or not paid by
the Company after the date on which the Non-Convertible
Debentures became due for redemption.

AUDITORS, AUDIT REPORTS AND OBSERVATIONS
Statutory Audit

As per the guidelines for appointment of Statutory Central
Auditors (SCAs)/Statutory Auditors (SAs) of Commercial Banks
(excluding RRBs), UCBs and NBFCs (including HFCs) issued by
the RBI vide ref. no. DoS.CO.ARG/SEC.01/08.91.001/2021-22
dated 27th April, 2021, the Company is required to appoint
the statutory auditors for a continuous period of three years,
subject to the firms satisfying the eligibility norms (to be
confirmed by the firms in Form B) each year and also to inform
RBI (i.e. Central Office of RBI (Department of Supervision))
about the appointment of SCAs/SAs for each year by way of
a certificate in Form A within one month of such appointment.
Accordingly, the Company has appointed the statutory auditors
namely M/s. SGCO & CO LLP, Chartered Accountants (Firm
Registration No.: 112081W/W100184) and M/s. Khandelwal Jain
& Co, Chartered Accountants (Firm Registration No.: 105049W)
as Joint Statutory Auditors of the Company (Hereinafter
collectively referred to as 'Joint Statutory Auditors' / JSAs)
for a term of 3 consecutive years at Thirty Third AGM held on
29th September, 2022, to hold office until the conclusion of
the Thirty Sixth Annual General Meeting to be held in the year
2025. The intimation regarding the same was also given to the
NHB, RBI & MCA.

The Auditors' Report for FY 2022-23 does not contain any
qualification, reservation or adverse remark on the financial
statements for the year ended 31st March, 2023. The notes on
financial statements referred to in the Auditors' Report are
self-explanatory and do not call for any further comments.
The Joint Statutory Auditors' Report dated 16th May, 2023 for the
financial year 2022-23 is enclosed with the financial statements
in this Annual Report

INTERNAL AUDIT
Internal Audit

The RBI has vide Circular No. RBI/2021-22/53-DoS.
CO. PPG.SEC/03/11.01.005/2021-22 dated 11th June, 2021 made
the Risk Based Internal Audit (RBIA) Framework applicable to
the Company and the Company is required to put in place a
RBIA framework by 30th June, 2022, in accordance with the
provisions of the aforesaid circular. Accordingly, company has
put in place a RBIA policy and implemented RBIA.

Internal Audit of Back Offices

The Company has an in-house mechanism for Internal Audit of
all its back offices which are the nodal offices looking after the
accounting, sanction and disbursement functions. Such Audit
is conducted by the team(s) of in-house officials of audit
department. The Company maintains an exhaustive checklist/
questionnaire for the purpose of such Audit and the same is
updated regularly. The in-house internal audit team(s) submit
quarterly reports in respect of the Back offices assigned to them
and such reports are periodically reviewed by the Internal Audit
Committee at Corporate Office, which is a management level
Committee at the Corporate Office. Detailed deliberations take
place in respect of key points related to Internal Audit Reports

and the same are also placed before the Audit Committee of the
Board for their information and guidance.

Internal Audit of Corporate Office

M/s. Borkar & Muzumdar, Chartered Accountants, Mumbai are
Internal Auditors for Internal Audit of the Corporate Office for
financial year 2022-23.

Going forward, the Management has decided to develop
capabilities internally for the RBIA Internal Audit of Corporate
Office from financial year 2023-24.

Currently, The Company has developed an in-house mechanism
for Internal Audit of Corporate Office. From FY 23-24 and
onwards the audit will be conducted by in-house officials of
audit department except certain specific areas which requires
special domain expertise. The appointment of such experts shall
be made with prior approval of audit committee.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act,
2013 and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, M/s. N. L. Bhatia & Associates,
Practicing Company Secretaries, undertook the Secretarial
Audit of the Company for the financial year 2022-23.

The Secretarial Auditor's Report for the financial year 2022-23
does not contain any qualification, reservation or adverse
remark. Report of the Secretarial Auditor for the financial year
2022-23 in Form MR-3 is annexed to this report as
Annexure 6.

A certificate from M/s. N. L. Bhatia & Associates, Practicing
Company Secretaries, Mumbai (UIN: P1996MH055800),
regarding compliance of the conditions of Corporate
Governance as stipulated under the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 is attached to
the Corporate Governance Report, which does not contain any
qualification, reservation or adverse remark.

Cost Records and Cost Audit:

Maintenance of cost records and requirement of cost audit
as prescribed under the provisions of Section 148(1) of the
Companies Act, 2013 is not applicable for the business activities
carried out by the Company.

Corporate Governance

Your Company has been complying with the principles of good
Corporate Governance over the years. The Board of Directors
supports the broad principles of Corporate Governance.
In addition to the basic governance issues, the Board lays
strong emphasis on transparency, accountability and integrity.
The report on Corporate Governance is appended as a separate
section in this Annual Report. The said Report covers in detail
the Company's philosophy on code of governance, board
composition, its appointments, membership criteria, declaration
by Independent Directors, Board evaluation, familiarisation
programme, vigil mechanism, etc.

Management Discussion and Analysis Report

Management Discussion and Analysis Report for the year
under review, as stipulated under SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 is presented in a
separate section forming part of the Annual Report.

Business Responsibility and Sustainability Reporting by
listed entities

The Securities and Exchange Board of India (SEBI) introduced
new requirements for sustainability reporting by listed
entities. The new reporting called the Business Responsibility
and Sustainability Report (BRSR) has replaced the earlier
Business Responsibility Report (BRR). In terms of the aforesaid
amendment, with effect from the financial year 2022 -2023,
filing of BRSR is mandatory for the top 1000 listed companies
(by market capitalisation) and has replaced the existing BRR.

The Company has designated the CSR-ESG Committee* of
the Board to oversee the implementation of the Principles and
Policies of Business Responsibility and Sustainability Report
in the Company and delegated the powers to the CSR-ESG
Committee to perform all the acts, deeds and things for
implementation of the same. BRSR for the year under review,
as stipulated under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is presented in a separate
section forming part of the Annual Report.

*Note: Considering the enhanced regulatory provision for
Environmental Social and Governance matters, a separate ESG
Committee was constituted and CSR-ESG Committee was
renamed as CSR Committee with effect from 07th June, 2023 on
approval at 236th Meeting of Board of Directors.

Depository system

For transaction of the Company's shares in dematerialised
form, the Company has entered into an agreement with Central
Depository Services (India) Ltd. (CDSL) and National Securities
Depository Ltd. (NSDL). The shareholders have a choice to
select the Depository Participant. As at 31st March, 2023, 4300
members of the Company continue to hold shares in physical
form. As per the SEBI circular, the Company's shares have to be
transacted in dematerialised form and therefore, members are
requested to convert their physical holdings to dematerialised
form. Members may contact the R&T Agent for any assistance
in the said process of converting physical shares into DEMAT.
For the purpose of various compliances under the SEBI
Regulations, NSDL is the designated depository of the Company.

OUTLOOK FOR FY 2023-2024

During the FY 2023-2024 the focus, resources and logistics of
the Company would be directed towards the following activities:

• Growing portfolio and increasing the share of high-margin
products - non-Core products and Griha Suvidha

• Tapping into newer markets not presently covered by
recruiting marketing intermediaries/connectors and
holding camp offices

• Solidifying the base of Direct Marketing Executive (DME)
/ Direct Marketing Intermediaries (DMIs) Channel by
recruiting new market intermediaries and individuals and
increasing the share of business from this channel

• Reach out to new customers not covered under regular
norms with differentiated products backed by mortgage
insurance cover to improve yields

• Customising products to tap into niche segments like HNI
and Millenn
ials/Gen Z segments of customers

• Implementing additional initiatives under Project RED to
drive automation in processing leading to improvement in
turn-around time

• Leveraging technology to ease customer onboarding,
streamline processes and expand scope of business
potential mapping

• Adopting digital transformation processes to bring
personalisation in customer servicing and enhancing
customer experience throughout loan journey

• Strengthening digital processes through
e-appraisal and PLO

• Making HomY application more effective and further easing
the customer onboarding process and endeavouring to
maximise the customer outreach

• Digital onboarding by more than 50%
(including through HomY)

• Making use of data and analytics for segment driven
customer acquisition

• Increasing the use of cloud-based office automation and
collaboration tool

• Modernising technology in line with growing business
needs and automation

• Increasing the emphasis on marketing activities in smart
cities to increase business share

• Implementing and stabilising Lending and
Accounting solutions

• Imparting continuous training to intermediaries and
marketing officials to increase productivity

• Cross-selling insurance products by exploring the role of
corporate agency and earning fee-based income

• Assessing Risk-Reward relationship in credit decision
making in view of the overall profitability

• Explore strategic tie-ups which may increase
customer touchpoints and also enable LIC HFL to offer
value-added services.

• Increasing presence in social media and augmenting
about customer engagement programs to increase
brand visibility.

THE MANAGEMENT PERSPECTIVE ABOUT FUTURE OF
THE COMPANY

The improving macro-economic environment and the rapid
pace of urbanisation and affordable mortgages spurred growth
of the Indian housing finance market. Inspite of the peaking
interest rates home loan industry showed its resilience, and
due to various price discounts and aggressive marketing
strategies adopted by the builder community as well as by the
Banks and Financial Institutions, the demand for real estate
increased and customers returned to the home loan market, the
Company fortified its market presence, enhanced profitability
and improved asset quality. The efforts of the Marketing
Intermediaries was also crucial in increasing the demand of
the home loans. The Company's 10,000 strong active agency
force is the best among the financial institutions in India with the
widest reach to every nook and corner of the country.

During the year, the Company has always maintained its rate
of interest in line with the market dynamics. Its motto of
Home
Delivery of Home Loans
improved the customer experience
and delighted them with doorstep services. It maintains focus
on designing products that address the emerging needs of
customers. During the year, 4 new products were launched to
address the needs of customers in the non-core segment.

As it consolidated its position as the largest housing finance
player, the Company ramped up its presence across Tier 2&3
and smart cities by expanding its reach and tap the increasing
potential with the addition of areas offices. It also expanded
presence in new geographies, increased focus on high-yielding
loan against property and intensified the recovery efforts. It also
plans to strengthen its distribution network with more Direct
Marketing Executives (DMEs), and is working on enhancing
the business through digital connectors and strategic tie-ups.
It will continue with its journey of Home Distribution of
Home Loan (HDHL).

Known for its strong asset quality, the Company is further
strengthening its underwriting procedures and improving
operational flexibility, strengthening digital outreach and
focusing on customer contact. It continuously tracks and
analyses the performance of its loan portfolio to identify
potential areas of concern and takes corrective actions.
The Company has adopted an aggressive approach towards
recovery activities, with several follow-up mechanisms such
as tele calling, contacting borrowers, SMS, e-mails and other
communication on a regular basis. For chronic cases, action
under SARFAESI / NCLT is initiated to recover the loan.

The Company bolstered its digital initiatives to counter
competition and rolled out key business expansion strategies,
and is making effective use of data and analytics for
segment-driven customer acquisition. In recent past various
new technology-based initiatives were launched internally
as part of Project RED to enhance customer experience and
to drive automation in processing leading to improvement in
turn-around time. It also leverages technology to further ease
customer onboarding, streamline processes and expand the

scope of business potential mapping. Efforts are being taken to
make the HomY app even more effective and maixmise digital
onboarding go more than 50%. These efforts are helping the
Company improve upon TAT considerably.

Moving ahead, the Company plans to continue growing in the
individual home loan category. Further, it will also promote
its flagship products like Griha Varishta and Griha Suvidha,
serving the requirements of senior individuals covered under
the Defined Pension Benefit Scheme (DPBS). It will also serve
the segment with self-employed customers with less than 600
CIBIL score, with backing of the guarantee of Indian Mortgage
Guarantee Corporation (IMGC).

The Company ensures judicious management of treasury
and other aspects of operations to ensure co-ordinated and
result-oriented efforts in its business and to increase market
share. As far as borrowing is concerned, the Company would
endeavor to churn its borrowings to maintain minimum cost
of borrowing and have a better impact on the Net Interest
Margin. The Company has also been working on reducing its
delinquencies and bringing down non-performing assets as well
as fast-tracking recovery and monitoring. Through constant
review and upgradation of compliance initiatives, it endeavours
to put in place the best corporate governance practices.
To further expand its reach and deliver value to its shareholders,
it ensures judicious management of treasury and other aspects
of operations to ensure co-ordinated and result-oriented efforts
in its business and to increase market share.

COMPLIANCE UNDER COMPANIES ACT, 2013

Pursuant to section 134 of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014, the Company has
complied with the compliance requirements and the details of
compliances under Companies Act, 2013 are enumerated below:

ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the
Companies Act, 2013, the Annual Return as on 31st March, 2023
is available on the website of the Company in the following link
(Please download the document and then try to view):
https://www.lichousing.com/annual-report-companies-act

REPORTING OF FRAUDS BY AUDITORS:

Under Section 143(12) of the Companies Act, 2013, during the
year under review, neither the Joint Statutory Auditors nor
the Secretarial Auditor has reported to the Audit Committee,
any instances of fraud committed against the Company by
its officers or employees, outsiders, the details of which was
required to be mentioned in the Board's report.

SECRETARIAL STANDARDS:

The Company complies with all applicable mandatory
Secretarial Standards issued by the Institute of Company
Secretaries of India.

RATING RATIONALE:

CRISIL had reaffirmed its outstanding rating as 'CRISIL AAA/
Stable' rating to the non-convertible debentures issue of LIC
Housing Finance Limited and has also reaffirmed its 'CRISIL
AAA/Stable/CRISIL A1 ' ratings on other debt instruments,
bank facilities and fixed deposit programme of the company.

Total Bank Loan Facilities Rated

'130085.88 crore
(Enhanced from '99085.88
crore)

Long Term Rating

CRISIL AAA/Stable
(Reaffirmed)

Short Term Rating

CRISIL A1 (Reaffirmed)

'30000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Assigned)

'6929 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'11705 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'199 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'15000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'15000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'15000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'5000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'10000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'15000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'25000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'25000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'25000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'25000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'25000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'5000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'5976 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'20000 crore Non-Convertible

CRISIL AAA/Stable

Debentures

(Reaffirmed)

'4750 crore Tier II Bond

CRISIL AAA/Stable
(Reaffirmed)

Fixed Deposits Programme

CRISIL AAA/Stable
(Reaffirmed)

'17500 crore Commercial Paper

CRISIL A1 (Reaffirmed)

CARE had reaffirmed its outstanding rating as 'CARE AAA/
Stable' rating to the non-convertible debentures and Tier II
Bond issue of LIC Housing Finance Limited.

'41000 crore Non¬
Convertible Debentures

CARE AAA / Stable (Assigned)

'212441 crore Non¬
Convertible Debentures

CARE AAA / Stable (Reaffirmed)

'3000 crore Tier II Bond

CARE AAA / Stable (Reaffirmed)

ICRA Limited had reaffirmed ICRA A1 rating to the '17,500 crore
commercial paper issue of LIC Housing Finance Limited and has
reaffirmed its ICRA A1 which is one notch higher than [ICRA]A1.

BOARD MEETINGS HELD DURING THE YEAR:

During the year under review, nine (9) Board meetings were
held. Detailed information on the meetings of the Board as well
as Committee meetings, their composition and attendance
record of the members of respective Committees of the Board
are included in the Report on Corporate Governance which
forms part of this Annual Report.

DIRECTORS’ RESPONSIBILITY STATEMENT:

The financial statements are prepared in accordance with
Indian Accounting Standards (Ind As) under the historical
cost convention on accrual basis except for certain financial
instruments, which are measured at fair values, the provisions
of the Companies Act, 2013 (to the extent modified), guidelines
issued by the SEBI, guidelines issued by the NHB and the RBI
(Collectively referred to as 'the Previous GAAP').

The Ind AS are prescribed under Section 133 of the Companies
Act, 2013 read with Companies (Indian Accounting Standards)
Rules, 2015, as amended from time to time, and other accounting
principles generally accepted in India. Accounting policies
have been consistently applied except where a newly issued
accounting standard is initially adopted or a revision to an
existing accounting standard requires change in the accounting
policy hitherto in use.

In accordance with the provisions of Section 134(3)(c) of the
Companies Act, 2013, and based on the information provided by
the management, your Directors state that:

(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed and there are no
material departures;

(b) the Directors had selected such accounting policies and
applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company as
at 31st March, 2023 and of the profit of the Company for the
year ended on that period;

(c) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets
of the Company and for preventing and detecting fraud
and other irregularities;

(d) the Directors had prepared the annual accounts on a
going concern basis;

(e) the Directors had laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and are operating effectively.
Note on internal financial control is attached as Annexure 1
to this Report and

(f) the Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.

STATEMENT ON DECLARATION FROM INDEPENDENT
DIRECTORS:

The Company has received necessary declaration from each
Independent Director under Section 149(7) of the Companies
Act, 2013 that he / she meets the criteria of independence
laid down in Section 149(6) of the Companies Act, 2013 and
Regulation 16(1)(b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT
AND REMUNERATION INCLUDING CRITERIA:

The Company endeavours to have an appropriate mix of
executive, non-executive and independent directors to maintain
the independence of the Board and separate its functions
of governance and management. As of 31st March, 2023, the
Board had Eleven (11) members, consisting of two (2) Executive
Directors nominated by LIC of India ('The Promoter') which
includes the Managing Director & CEO and Chief Operating
Officer ('COO')1; two (2) Non-Executive and Non-Independent
Directors, while the remaining seven (7) were Independent
Directors including one Independent woman director.

The Nomination and Remuneration Committee had laid down
Criteria for determining Director's Qualification, positive
attributes and independence of a Director, remuneration
of Directors, Key Managerial Personnel and also criteria for
evaluation of Directors, Chairperson, Non-Executive Directors
and Board as a whole and also the evaluation process of the same.

The performance of the members of the Board, and the Board
as a whole were evaluated at the meeting of Independent
Directors held on 9th February, 2023.

We affirm that except Nominee Director (Chairman, LIC Director,
Managing Director & CEO and COO), sitting fees were paid to all
the other Directors for Board and Committee Meetings attended
by them. However, Managing Director & CEO and COO were
paid remuneration as applicable to an Officer in the cadre of
Zonal Manager (Selection Scale) of LIC of India and PLI as per
the terms laid out in the Nomination and Remuneration Policy
of the Company.

QUALIFICATION, RESERVATION OR ADVERSE
REMARK OR DISCLAIMER MADE BY JOINT STATUTORY
AUDITORS AND SECRETARIAL AUDITOR:

There has not been any observations, qualification, reservation
or adverse remark in the Joint Statutory Auditors' Report dated
16th May, 2023 for the financial year 2022-23.

The management accepts responsibility for establishing
and maintaining internal controls and have evaluated the
effectiveness of some internal control system of the Company
which have been disclosed to the Auditors and the Audit
Committee, the deficiencies, of which the management is aware
of, in the design or operation of the internal control systems and
have taken the steps to rectify these deficiencies.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS:

Pursuant to Section 186(11) of the Companies Act, 2013, loans
made, guarantee given or security provided by the HFC in the
ordinary course of its business are exempted from disclosure in
the Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES REFERRED TO SECTION IN
188(1) OF THE COMPANIES ACT, 2013 READ WITH
RULE 8(2) OF COMPANIES (ACCOUNTS) RULES, 2014:

Considering the nature of the industry in which the Company
operates, all Related Party Transactions that were entered during
the financial year were in the ordinary course of the business of
the Company and were on an arm's length basis. There were no
materially significant related party transactions entered by the
Company with Promoters, Directors, Key Managerial Personnel
or other persons which may have a potential conflict with the
interest of the Company. All such Related Party Transactions
are placed before the Audit committee and Board of Directors
for approval, wherever applicable. Prior omnibus approval as
per SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 were obtained from Audit Committee for the
Related Party Transactions of repetitive nature as well as in the
ordinary course of business.

The Related Party Transactions Policy and Procedures,
as amended from time to time, as reviewed by the Audit
Committee and approved by Board of Directors is uploaded
on the website of the Company and the link of the same is
provided in
Annexure 5.

The particulars of contracts or arrangements with the 'Related
Parties' referred to in sub-section (1) of Section 188 of the Act,
are furnished in Note No. 49 of the Notes forming part of the
Standalone Financial Statements and Note No. 50 of the Notes
forming part of the Consolidated Financial Statements for FY
2022-23, forming a part of the Annual Report. This apart the
same is also referred in
Annexure 3 which forms part of the
Board's Report.

Form AOC-2 pursuant to clause (h) of sub-section (3) of Section
134 of the Companies Act, 2013 and Rule 8(2) of the Companies
(Accounts) Rules, 2014 is annexed as
Annexure 2 to this report.

MATERIAL CHANGES AND COMMITMENTS, IF ANY,
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

There are no material changes and commitments affecting the
financial position of the Company which has occurred between
the end of the financial year of the Company i.e. 31st March, 2023
and the date of the Board's Report i.e. 24th July, 2023.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO:

Since the Company is engaged in financial services activities, its
operations are not energy intensive nor does it require adoption
of specific technology and hence information in terms of Section
134(3)(m) of the Act read with the Companies (Accounts) Rules,
2014 is not provided in this Board's Report.

A. Technology absorption -

(i) The efforts made towards technology absorption
- Various initiatives under Project RED got
implemented. Among them is the most crucial, core
lending system. The new lending system will enable
an integrated approach towards digital lending
with many peripheral applications being part of it.
Other implementations include:

• Treasury automation

• Customer servicing using digital channels like
Bots, whatsapp etc.

• Deposits automation

• Compliance to regulatory framework like
AML & KYC

(ii) The benefits derived like product improvement,
efforts to reduce cost of fund, product development or
import substitution - The benefits are mainly towards:

• Reduced TAT for customer onboarding

• Digital lending and STP process

• Phygital journey enables lesser
paper consumption

• Online payment services

(iii) In case of imported technology (imported during
the last three years reckoned from the beginning of
financial year)- Not applicable.

(a) The details of technology imported -
Not applicable.

(b) The year of import - Not applicable.

(c) Whether the technology has been fully absorbed

- Not applicable

(d) If not fully absorbed areas where absorption
has not taken place and the reason thereof

- Not applicable

(iv) The expenditure incurred on Research and
Development - Not applicable

B. Foreign Exchange Earnings and Outgo-

The foreign exchange earned in terms of actual inflows
during the year and the foreign exchange outgo during the
year in terms of actual outflows.

During the year ended 31st March, 2023, the Company does
not have any foreign exchange earnings and the foreign
exchange outgo was '1.42 crore. This does not include
foreign currency cash flows in derivatives and foreign
currency exchange transactions.

RISK MANAGEMENT POLICY OF THE COMPANY:

The Board of Directors of the Company has constituted a Risk
Management Committee to frame, implement, monitor, review
risk management policy; review of the current status on the
outer limits prescribed in the Risk Management policy and
report to the Board; review the matters on risk management.
Under risk management mechanism, risks faced by the
Company are identified and assessed. For each of the risks
identified, corresponding controls are assessed and policies
and procedure are in place for monitoring, mitigating and
reporting risk on a periodic basis. In the opinion of the Board,
none of the risks faced by the Company threaten its existence.
The Company has appointed Chief Risk Officer as per the
relevant NHB Circular. With effect from 01st May, 2023 Company
appointed Mr. J Sangameswar as the Chief Risk Officer in place
of Mr. K Ramesh.

The Company has a Risk Management Policy in place.
During the financial year under review, the Risk Management
Policy of the Company was reviewed and put up to the Board of
Directors. The same was approved in the Board Meeting dated
02nd March, 2023.

REMUNERATION POLICY

The Company framed the Remuneration Policy in order to align
with various provisions under SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and RBI Circular
DOR.GOV.REC.No.29/18.10.002/2022-23 dated 29th April, 2022.

The Remuneration policy relating to the remuneration
of Directors, Key Managerial Personnel and other
employees is as below:

REMUNERATION TO NON-EXECUTIVE DIRECTORS:

The Non-Executive Directors would be paid such amount of
sitting fees as decided from time to time for every Board and
Committee Meeting they attend. Apart from sitting fees no
other remuneration / commission would be payable to them.

In future, if Company decides to pay any remuneration /
commission to Non-Executive Independent Directors, then the
same will be in compliance with Regulation 17(6) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 as amended from time to time.

REMUNERATION TO NON-EXECUTIVE NOMINEE
DIRECTORS:

The Non-Executive Nominee Directors would not be paid any
sitting fees for the Board and Committee Meetings they attend.
The Non-Executive Nominee Directors are not paid any salary
and / or other benefits by the Company.

REMUNERATION TO EXECUTIVE NOMINEE DIRECTOR:

The Executive Nominee Directors who are designated as
Managing Director & CEO and COO are paid remuneration as
applicable to an Officer in the cadre of Executive Director of
LIC of India. This apart, the Executive Nominee Directors are
entitled for PLI as per criteria approved by the Nomination and
Remuneration Committee of the Board.

As and when there is any revision in the pay scales of the
Executive Nominee Director as per the charter decided by the
LIC of India, then the same is made applicable to the Executive
Nominee Director at par with those of the officials in the similar
cadre. Further, tenure and terms and conditions of appointment
of Executive Nominee Director are as decided by LIC of India
from time to time and as approved by the Board of Directors
of the Company.

However, the remuneration payable to Executive Nominee
Director at any point of time shall be within the limits specified
as per Regulation 17(6) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 as amended
from time to time , read with the applicable provisions of the
Companies Act, 2013.

REMUNERATION TO KEY MANAGERIAL PERSONNEL
(OTHER THAN MD & CEO) AND OTHER EMPLOYEES:

In the present set up of the Company, Key Managerial Personnel,
other than Managing Director & CEO, are Company Secretary
and Chief Financial Officer. Remuneration payable to Company
Secretary, Chief Financial Officer and other employees is as
decided by the Board of Directors as per Service Terms, Conduct
Rules 1990 as amended from time to time.

Except Managing Director & CEO who is a whole time Executive
Director, none of the Directors of the Company is paid any other
remuneration or any elements of remuneration package under
major groups, such as salary, benefits, bonuses, stock options,
pension, performance linked incentive etc.

Corporate Social Responsibility (CSR) Policy:

In compliance with Section 135 of the Companies Act, 2013 read
with the Companies (Corporate Social Responsibility Policy)
Rules, 2014, as amended from time to time, the Company has
established Corporate Social Responsibility Committee and the
statutory disclosures with respect to the CSR Committee and

an Annual Report on CSR activities is annexed as Annexure 4
to this report.

COMPOSITION OF THE CORPORATE SOCIAL
RESPONSIBILITY COMMITTEE IS AS FOLLOWS:

Shri Akshay Rout

Chairman

Non-executive Director

Shri Y.Viswanatha Gowd

Member

Managing Director & CEO

Ms J. Jayanthi

Member

Independent Director

ANNUAL EVALUATION MADE BY THE BOARD OF ITS
OWN PERFORMANCE:

The Nomination and Remuneration Committee had
recommended Criteria for evaluation of Directors, Chairperson,
Non-Executive Directors, Board level committee and Board of
Directors as a whole and the evaluation process of the same.

The Board of Directors, other than the independent directors,
carried out an annual evaluation of its performance, board level
committees and Individual Directors pursuant to the provisions
of the Companies Act, 2013 and the Corporate Governance
requirements as prescribed by the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 through circulation.
At the Independent Directors meeting held on 9th February 2023,
the Independent directors carried out the evaluation of the
performance of the rest of the Board Members.

The performance of the Board was evaluated after seeking
inputs from all the Directors based on criteria such as the
Board composition and structure, effectiveness of Board
process, information and functioning, process of disclosure
and communication, access to timely, accurate and relevant
information etc.

The performance of the various Board Committee was
evaluated by the Board after seeking inputs from the respective
committee members, on the basis of criteria such as the
composition of committee, effectiveness of committee meeting,
functioning, etc.

The Board reviewed the performance of the individual Directors
on the basis of the criteria such as the contribution of the
individual Director to the Board and Committee Meetings like
preparedness on the issues to be discussed, meaningful and
constructive contribution and inputs in Meetings, presented
views convincingly, resolute in holding views etc. In addition,
the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of Independent Directors, performance
of Non-Independent Directors, performance of the Board as a
whole and performance of the Chairman were evaluated.

REPORT ON THE PERFORMANCE AND FINANCIAL
POSITION OF EACH OF THE SUBSIDIARIES, ASSOCIATES
AND JOINT VENTURE COMPANIES INCLUDED IN THE
CONSOLIDATED FINANCIAL STATEMENT:

Pursuant to Section 129 of the Companies Act, 2013, the
Company has prepared a consolidated financial statement of
the Company along with its subsidiaries and associates, in the
same form and manner as that of the Company which shall be
laid before the ensuing Thirty Fourth Annual General Meeting
of the Company along with the Company's Financial Statement
under sub-section (2) of Section 129 i.e. Standalone Financial
Statement. Further, pursuant to the provisions of Indian
Accounting Standard (Ind AS) 110, Consolidated Financial
Statements notified under Section 133 of the Companies Act,
2013 read with Rule 7 of the Companies (Accounts) Rules, 2014,
issued by the Ministry of Corporate Affairs, the Consolidated
Financial Statements of the Company along with its subsidiaries
and associates for the year ended 31st March, 2023 form part of
this Annual Report.

In accordance with the provisions of Section 136 of the
Companies Act, 2013, the Annual Report of the Company, the
Annual Financial Statements and the related documents of the
Company's subsidiary and associate companies are hosted on
the website of the Company.

THERE HAS BEEN NO CHANGE IN THE NATURE OF
BUSINESS OF THE COMPANY DURING THE YEAR
UNDER REVIEW.

Directors:

As on 31st March, 2023, the Board had Eleven members,
consisting of two executive Directors nominated by the
promoter, LIC of India which includes the Managing Director
& CEO, Shri Y. Viswanatha Gowd, and the COO Shri Ashwani
Ghai(#) . Apart from these two (2) Nominee Directors, there
are two (2) Non-Executive and Non-Independent Directors
namely Shri P Koteswara Rao, and Shri Akshay Kumar
Rout. Other seven (7) Board Members are Independent
Directors including one Independent Woman Director namely
Ms. Jagennath Jayanthi. The other Independent Directors are
viz., Dr. Dharmendra Bhandari, Shri Ameet N Patel, Shri V.
K. Kukreja , Shri Kashi Prasad Khandelwal, Shri Ravi Krishan
Takkar and Shri Sanjay Kumar Khemani(2).

Shri M. R. Kumar, Chairman and Shri Raj Kumar, Non-Executive
Nominee Director resigned from the Board of the Company
on 13th March, 2023 and 09th February, 2023 respectively,
consequent upon their superannuation from the services to LIC
of India. The LIC of India nominated Shri Siddhartha Mohanty as
Chairman and Shri M Jagannath as Non-Executive Director with
effect from 05th April, 2023.

(#) Shri Ashwani Ghai resigned w.e.f 13th June, 2023 on account
of his transfer as Additional director to MDC Mumbai by LIC India.

Succession Planning:

In order to ensure stability and effective implementation of
long-term business strategies and for smooth transition at MD
& CEO level, the Board decided that new MD & CEO should
be posted in advance, say 4-6 months prior to his/her taking
charge as MD&CEO, as (Chief Operating Officer (COO) who
would subsequently take over as MD & CEO on retirement /
elevation / transfer of the existing MD & CEO.

In terms of Article 138(b) of the Articles of Association of
Company, LIC of India is entitled to nominate up to one third
of the total number of Directors of the Company and therefore,
the Board after consideration, approved posting of senior
official from LIC of India as Nominee of LIC of India for the
post of COO as part of succession plan for MD & CEO with a
view to ensuring stability and effective implementation , within
reasonable time (generally 4 to 6 months) prior to the exit of
the serving MD&CEO, of long term business strategies. . LIC of
India had posted Shri Ashwani Ghai as COO of the Company
with effect from 5th September, 2022 (date of Joining LICHFL
being 7th September, 2022) and subsequently was appointed as
Whole Time Director on 1st November, 2022 whose appointment
have been approved by the Members through Postal Ballot.
Further on account of transfer of Shri Ashwani Ghai on
13th June, 2023, LIC of India had posted Shri T Adhikari as COO
of the Company with effect from 22nd June, 2023 who will be
appointed as the Managing Director & CEO of the company in
place of Shri Yerur Viswanatha Gowd who will superannuate
from the Company on 31st July, 2023

Further, in terms of the Regulation 17 (4) of the SEBI (LODR),
2015 the Company has adopted a succession planning policy
for its Key Managerial and senior management personnel
which has been hosted on the website of the Company
on the below mentioned link:https://www.lichousing.
com/static-assets/pdf/Policy_on_Succession_Planning.
pdf?crafterSite=lichfl-corporate-website-cms&embedded=true

APPOINTMENTS / RESIGNATIONS OF DIRECTORS:
Appointments:

Shri Siddhartha Mohanty (DIN 08058830)

On the resignation of Shri M. R. Kumar (DIN 03628755) from
the Chairmanship of the Board of the Company, the Nomination
and Remuneration Committee in terms of 'Fit and Proper'
criteria adopted by the Board, after having undertaken process
of due diligence, and after considering Shri Siddhartha Mohanty
(DIN 08058830) suitable and eligible based on evaluation,
qualification, expertise, track record, integrity and 'fit and
proper' criteria, recommended his appointment to the Board
and the Board appointed him as Chairman, Additional Director
in the capacity of Non-Executive Nominee Director of the
Company with effect from 05th April, 2023. Being appointed
as an Additional Director under Articles 143 of the Articles of
Association of the Company pursuant to the provisions of
Section 152, 161 and other applicable provisions, if any, of the
Companies Act, 2013 and the Rules made thereunder, SEBI
Listing Regulations, Master Direction - Non-Banking Financial
Company - Housing Finance Company (Reserve Bank)

Directions, 2021 including any amendment, modification,
variation or re-enactment thereof, for the time being in force
and in terms of Articles 141, 143 of the Articles of Association
of the Company, the appointment was put for approval of
members for voting through postal ballot. On approval of
shareholders through postal ballot, Shri Siddhartha Mohanty
was appointed as Chairman, Director of the Company with
effect from 28th June, 2023.

Shri Jagannath Mukkavilli (DIN 10090437)

On resignation of Shri Raj Kumar (DIN 06627311) as
Non-Executive Nominee Director of the Board of the Company,
The Nomination and Remuneration Committee in terms of
'Fit and Proper' criteria adopted by the Board after having
undertaken process of due diligence, and after considering
Shri Jagannath Mukkavilli (DIN 10090437) suitable and
eligible based on evaluation, qualification, expertise, track
record, integrity and 'fit and proper' criteria, recommended
his appointment to the Board and the Board appointed him as
Additional Director in the capacity of Non-Executive Nominee
Director of the Company with effect from 05th April, 2023.
Being appointed as an Additional Director under Articles 143
of the Articles of Association of the Company pursuant to the
provisions of Section 152, 161 and other applicable provisions, if
any of the Companies Act, 2013 and the Rules made thereunder,
SEBI Listing Regulations, Master Direction - Non-Banking
Financial Company - Housing Finance Company (Reserve
Bank) Directions, 2021 including any amendment, modification,
variation or re-enactment thereof, for the time being in force
and in terms of Articles 141, 143 of the Articles of Association
of the Company, the appointment as Director liable to retire
by rotation, under the provisions of Articles of Association
of the Company through a resolution to be passed through
postal ballot was put for consideration. On approval of the
shareholders through postal ballot, Shri Jagannath Mukkavilli
(DIN 10090437) was appointed as Non-Executive Nominee
Director of the Company with effect from 28th June, 2023.

Shri Ashwani Ghai (DIN 09733798)

Based on the evaluation, qualification, expertise, track record,
integrity, due diligence and the satisfaction of the 'fit and
proper criteria', Nomination and Remuneration committee
recommended and thereby Board appointed Shri Ashwani Ghai
as Chief Operating Officer of the Company with effect from
05th September, 2022. He was inducted on Board of Directors
with effect from 01st November, 2022 as Additional Director
in the capacity of Whole Time Director. Subsequently, the
appointment was approved by the shareholders through postal
ballot on 18th December, 2022.

Shri Ravi Krishan Takkar (DIN 07734571)

As per the recommendation of the Nomination & Remuneration
Committee, which undertook process of due diligence, and
considered the candidature to be suitable and eligible based
on evaluation, qualification, expertise, track record, integrity
and 'fit and proper' criteria, the Board at its meeting held

on 25th July, 2022, approved the appointment of Shri Ravi
Krishan Takkar (DIN 07734571), as an Additional Director
(Non Executive-Independent) for a period of five consecutive
years, not liable to retire by rotation. The Shareholders of
the Company approved his appointment in the 33rd Annual
General Meeting (AGM).

Resignation/ Superannuation/ Completion of term:
Shri M R Kumar

Shri M R Kumar (DIN 05190124) had tendered his resignation
from Directorship of the Company with effect from 13th March,
2023 on attainment of superannuation from the services
of LIC of India.

Shri Raj Kumar

Shri Raj (DIN 06627311) had tendered his resignation from
Directorship of the Company with effect from 09th February,
2023 on attainment of superannuation from the services
of LIC of India.

Shri Jagdish Capoor

The second term of Shri Jagdish Capoor (DIN 00002516)
as Independent Director of the Company came to an end on
23rd May, 2022 in terms of terms of the provisions of Section 149
(10) and (11) of the Companies Act, 2013.

Resignation of Shri Ashwani Ghai (DIN 09733798)

Shri Ashwani Ghai resigned as the COO and Whole Time Director
of the company with effect from 13th June, 2023 on account of
his transfer and appointment as Additional Director to MDC
Mumbai by LIC India.

DIRECTOR RETIRING BY ROTATION:

Shri Akshay Kumar Raut who have been longest in office would
be retiring by rotation at the ensuing Annual General Meeting
and is eligible for re-appointment.

APPOINTMENTS / RESIGNATION OF THE KEY
MANAGERIAL PERSONNEL:

Shri Yerur Viswanatha Gowd, Managing Director & CEO,
Mr. Sudipto Sil, Chief Financial Officer and Ms. Varsha Hardasani,
Company Secretary & Compliance Officer, are the Key Managerial
Personnel (KMP) as per the provisions of the Companies Act, 2013.

During the financial year the following changes took place in the
positions of the KMPs:

Superannuation of Shri Nitin K Jage

Shri Nitin K Jage, General Manager (Taxation) & Company
Secretary (Membership no. FCS8084), superannuated on
31st May, 2022 after completing almost 27 years of service.

Appointment of Ms. Varsha Hardasani

Ms. Varsha Hardasani (Membership no. ACS50448), who possess
around 12 years of experience in Secretarial Compliances, Legal
Matters, Accountancy and Finance field across different sectors

and who apart from being a Company Secretary is also a Law
and Commerce Graduate and also possesses a Masters in
Accountancy & Finance, took charge as Company Secretary &
Compliance officer of the Company w.e.f. 1st June, 2022.

Resignation of Shri Ashwani Ghai (DIN 09733798)

Shri Ashwani Ghai resigned as the COO and Whole Time Director
of the company with effect from 13th June, 2023 on account of
his transfer and appointment as Additional Director to MDC
Mumbai by LIC India.

COMMITTEES OF THE BOARD:

The Company has various Committees which have been
constituted as a part of the best corporate governance practices
and are in compliance with the requirements of the relevant
provisions of applicable laws and statutes.

The Company has following Committees of the Board:

I) Audit Committee

II) Stakeholders Relationship Committee

III) Nomination and Remuneration Committee

IV) CSR Committee*

V) Risk Management Committee

VI) Executive Committee

VII) Debenture Allotment Committee

VIII) Strategic Investment Committee

IX) IT Strategy Committee

X) Preferential Allotment Committee**

XI) Investment Committee***

XII) Committee for approval of issuance of Duplicate Share
Certificate(s)****

XIII) ESG Committee*

*Note: Considering the enhanced regulatory provision for Environmental
Social and Governance matters, a separate ESG Committee which earlier
was part of CSR-ESG Committee was formed and CSR-ESG Committee
was renamed as CSR Committee with effect from 07th June, 2023 on
approval at 236th Meeting of Board of Directors.

** Note: The Preferential Allotment Committee is an event based
Committee which had been constituted for the limited purpose of
allotment of the Equity Shares on private placement basis to the
promotors on 8th September, 2021.

***Note: The Investment Committee is an event based Committee which
has been constituted to meet only in case any investment proposals
needs to be considered. During the year there were two meetings of the
said Committee which were held.

****Note: Committee for approval of issuance of Duplicate Share
Certificate(s) has only been constituted to sign and approve the request
for issuance of Duplicate Share Certificate(s). The approval takes
place through circulation of the relevant documents to the signing
authorities based on their availability, no physical meeting of the said
Committee is held.

Composition of Audit Committee is as follows:

• Shri Kashi Prasad
Khandelwal

Chairman Independent Director

• Shri Sanjay Kumar
Khemani**

Member

Independent Director

• Smt Jagennath Jayanti

Member

Independent Director

There has not been any instance during the year
when recommendations of Audit Committee were not
accepted by the Board.

The details with respect to the compositions, powers, roles,
terms of reference etc. of relevant committees are given in
detail in the Report on Corporate Governance which forms part
of this Report.

SUBSIDIARIES AND GROUP COMPANIES

As on 31st March, 2023, the Company has four Subsidiaries
namely, LICHFL Care Homes Limited, LICHFL Asset Management
Company Limited, LICHFL Trustee Company Private Limited and
LICHFL Financial Services Limited. The Consolidated financial
statements incorporating the results of all the subsidiaries of the
Company for the year ended 31st March, 2023, are attached along
with the statement pursuant to Section 129 of the Companies
Act, 2013, with respect to the said subsidiaries. Brief write up
including performance and financial position of each of the
subsidiaries is provided as under:

1. LICHFL Care Homes Limited

LICHFL Care Homes Limited, a wholly owned subsidiary
of LIC Housing Finance Limited, was incorporated on
11th September, 2001 with an authorised share capital of '75
crore. The basic purpose of incorporating the Company
was to establish and operate 'assisted living community
centres' for the senior citizens.

During the FY 2022-23, the Company reported Losses
before Tax of '26.57 crore and Losses after Tax stood
at '21.31 crore.

The Company has successfully completed a project at
Bangalore in two Phases and Jeevan Anand Project
at Bhubaneswar.

Further, the Company is in process to develop new Care
homes project at Jaipur, Rajasthan and Aluva, Kerala.
The Company is also in process to purchase land at
various locations across the Country. Going forward, these
projects are likely to further improve the overall operations
and stability of the Company.

2. LICHFL Asset Management Company Limited

The Company was incorporated on 14th February 2008.
The Company is in the business of managing, advising,
administering Private Equity Funds including Venture
Capital Fund (VCF) and Alternate Investment Fund (AIF)

The Company was appointed as Investment Manager in
2010 to raise and manage the LICHFL Sponsored, LICHFL
Urban Development Fund (LUDF). The Company has
raised total commitments of '529.35 crore from Banks,
Financial Institutions, Corporates and HNIs as against
the targeted size of '500 crore and announced financial
closure on 30th March, 2013. The Company has deployed
INR 461.30 crore in 9 Portfolio Companies, acquisition or
operation of affordable / mid income housing, related
infrastructure and Hospitals. With receipts from 7 exits, the
Fund has so far achieved an IRR of 25.34%.

The Company also launched a new Alternative Investment
Fund (AIF) namely LICHFL Housing & Infrastructure
Fund (LHIF), with a total corpus of '1000 crore including
Green Shoe Option (GSO) of '250 crore and the focus of
the Fund is on Affordable Housing and Property backed
Infrastructure in sectors which include Educational
Institutions, Hospitals, Industrial Parks & Warehouses.
As on 31st March 2022, the total Contribution Agreements
signed in respect of LICHFL Housing & Infrastructure Fund
is '812 crore of which the drawable amount is '765 crore.

The Company has recently registered a New Fund with
SEBI - LICHFL Real Estate Debt Opportunities Fund
- I on 30th March, 2021 under AIF Category II of SEBI
Alternate Investment Fund Regulations 2012 (AIF).
The Fund is having a target corpus of '3,000 Cr (Base
corpus of '2,000 Cr plus '1,000 Cr as green shoe option).
The Fund is envisaged to be raised from both Domestic
and Overseas Investors. The focus sector of the Fund is
Housing. The Fund has received commitment of 300 crore
from LIC of India, 450 crore from LIC Housing Finance
Limited, 65 crore from Indian Bank and IDBI Bank.

During the FY 2022-23, the Company earned a Profit before
Tax (PBT) of '10 crore and Profit after Tax (PAT) stood at
'7.55 crore. The Company has recommended dividend @
30% for FY 2022-23 on its paid up share capital.

3. LICHFL Trustee Company Private Limited

The Company was incorporated on 5th March, 2008.
The Company is undertaking the business of trusteeship
services for Venture Capital Funds (VCFs) and Alternative
Investment Funds (AIFs).

The Company was appointed as Trustee in 2010 for LICHFL
Fund and further appointed LICHFL Asset Management
Company Limited (LICHFL AMC) as Investment Manager
for the Fund. In 2010 the Company had registered LICHFL
Fund with SEBI as Venture Capital Fund (VCF) under
the SEBI (Venture Capital Funds) Regulations, 1996.
LICHFL Urban Development Fund achieved its financial
closure with '529.35 crore on 30th March, 2013.

The Company was appointed as Trustee in 2017 for LICHFL
Housing & Infrastructure Trust (LHIT) and further appointed
LICHFL AMC Ltd. as Investment Manager for LICHFL

Housing and Infrastructure Fund (LHIF). The Company had
received registration for LHIF on October 2017 from SEBI
under Alternative Investment Fund Regulations, 2012 as
Category - I Infrastructure. LICHFL AMC launched LICHFL
Housing & Infrastructure Fund (LHIF) in October 2017
and achieved initial closing on 31st March, 2018. The Fund
announced its final closing on 31st March, 2021.

The Company is recently appointed as Trustee on
30th March, 2021 for a New Fund registered with SEBI
- LICHFL Real Estate Debt Opportunities Fund - I on
30th March, 2021 and appointed LICHFL AMC Ltd.
as Investment Manager for the Fund.

During the FY 2022-23, the Company earned a Profit
before Tax (PBT) of '0.18 crore and Profit after Tax (PAT)
stood at '0.16 crore.

4. LICHFL Financial Services Limited

LICHFL Financial Services Limited, a wholly owned
subsidiary of LIC Housing Finance Limited, was
incorporated on 31st October, 2007, for marketing of
housing loan, insurance products (Life and General
Insurance), mutual funds, fixed deposits, credit cards.
It became operational in March, 2008 and at present has
48 offices spread across the country.

The vision of the Company is "SARVESHAM POORNAM
BHAVATU” - to provide complete financial solutions”
to secure not only the present but also the future of the
customer and his family. In this endeavour, the marketing
officials assist at every step - right from financial planning
to manage every aspect of investment, both for the
short & long term.

At present, the Company distributes Life Insurance
products of LIC of India, Home Loans & Fixed Deposits
of LIC Housing Finance Limited, Mutual Funds of various
fund houses, General Insurance products of United India
Insurance Company Limited, Tata AIG General Insurance
Company Limited and HDFC ERGO General Insurance
Company Ltd., Health Insurance products of Aditya Birla
Health Insurance Co. Ltd. and Star Health and Allied
Insurance Co. Ltd., Credit Cards of LIC Cards Services
Limited and Point of Presence for National Pension System
(NPS). More business verticals will be added depending on
market opportunities and customer needs.

The Company has earned a Profit before Tax (PBT) of
'22.23 crore and Profit after Tax (PAT) stood at '16.34
crore for the FY 2022-23 and recommended dividend @
30% for FY 2022-23 on paid up share capital of '9.50 crore.

The Company is striving to improve its Performance across
all Business verticals in the coming years.

Name/s of Company/ies which have ceased / become
subsidiary/joint venture/associate: None

AS ON 31st MARCH, 2023, THE COMPANY HAS TWO
ASSOCIATE COMPANIES NAMELY LIC MUTUAL FUND
ASSET MANAGEMENT COMPANY LIMITED AND LIC
MUTUAL FUND TRUSTEE COMPANY PRIVATE LIMITED.

The Annual Report which consists of the financial statements
of the Company on standalone as well as consolidated financial
statements of the group for the year ended 31st March 2023, has
been sent to all the members of the Company. It does not contain
Annual Reports of Company's subsidiaries. The Company will
provide Annual Report of all subsidiaries upon request by any
member of the Company. These Annual Reports are also be
available on Company's website viz www.lichousing.com.

No significant and material orders were passed by the regulators
or courts or tribunals impacting the going concern status and
Subsidiary Company's operations in future.

1. LIC Mutual Fund Asset Management Company
Limited (LICMFAMC)

LIC Mutual Fund was established on 20th April 1989 by
LIC of India. LIC Housing Finance Limited holds 39.30
% equity in this entity. Being an associate company of
India's premier and most trusted brand, LIC Mutual Fund
is one of the well-known players in the asset management
sphere. With a systematic investment discipline coupled
with a high standard of financial ethics and corporate
governance, LIC Mutual Fund is emerging as a preferred
Investment Manager amongst the investor fraternity.

LIC Mutual Fund endeavours to create value for its investors
by adopting innovative and robust investment strategies,
catering to all segments of investors. LIC Mutual Fund
believes in providing delight to its customers and partners
by way of superior investment experience and unparalleled
service thereby truly bring them Khushiyaan, Zindagi Ki.

For the FY 2022-23 both the Profit before Tax (PBT) as
well as Profit after Tax (PAT) of LICMFAMC stood at '1.08
crore, as there was no tax expense.

2. LIC Mutual Fund Trustee Company Private Limited

LIC Mutual Fund Trustee Private Limited (Trustee Company)
is the Trustee to the Mutual Fund, LICMFAMC. LIC Housing
Finance Limited holds 35.30 % equity in this entity. LIC of
India is the Sponsor of the Mutual Fund. The AMC either
directly or through third party service providers engaged
by the AMC (Service Providers) such as the Registrar and
Transfer agents collects, receives, possesses, stores, deals
or handles information received from investors/client/
customers whether existing or prospective.

The Company has earned a Profit before Tax (PBT) of
'1.59 lakhs and Profit after Tax (PAT) stood at '1 lakhs for
the FY 2022-23.

FINANCIAL DETAILS OF SUBSIDIARIES

Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013 ('the Act'), a statement containing salient features
of the financial statements of subsidiaries, joint venture and
associate companies in Form AOC-1 is attached to the financial
statements. The separate financial statements of the subsidiaries
are available on the website of the Company and can be
accessed at https://www.lichousing.com/subsidiary-financials.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR
ADEQUACY:

The Company had laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and operating effectively. Note on Internal
Financial Control as Annexure 1 is attached to this report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has a Whistle Blower Policy in place which provides
whistle blowers an opportunity to raise concerns relating to
reportable matters as defined in the policy. The mechanism
adopted by the Company encourages the whistle blower
to report genuine concerns or grievances and provides for
adequate safeguards against victimisation of whistle blower
who avails of such mechanism and also provides for direct
access to the Chairman of the Audit Committee. The Vigil
Mechanism / Whistle Blower Policy is reviewed annually or
as and when the regulators amendments are required to be
incorporated therein, as the case may be.

During the period under review there was no concerns
or grievances reported under Vigil Mechanism/
Whistle Blower Policy.

EMPLOYEE STOCK OPTION:

The company does not have any Employee stock option scheme.
EMPLOYEE REMUNERATION:

Disclosure pertaining to remuneration and other details as
required under Section 197(12) of the Companies Act, 2013 read
with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 are given below:

a. The ratio of the remuneration of each director to
the median remuneration of the employees of the
Company for the financial year:

Executive Director

Ratio to median
remuneration

Shri Yerur Vishwanatha Gowd
(MD&CEO)

5:1

Shri Ashwani Ghai (WTD&COO)

3:1

b. The percentage increase in remuneration of each
director, Chief Executive Officer, Chief Financial
Officer, Company Secretary in the financial year:

Non-Executive Directors

% increase in

(including Independent

remuneration in the

Directors)*

financial year

KMP

% Increase in remuneration

in the financial year

MD&CEO

9.22%

WTD&COO

N.A.

Chief Financial Officer**

28.21%

Company Secretary***

N.A.

c. The percentage increase in the median
remuneration of employees in the financial year:

15.33%

d. The number of permanent employees on the rolls
of the Company:

2462

e. Percentage increase over decrease in the market
quotations of the shares of the Company in
comparison to the rate at which the Company
came out with the last public offer:

Particulars

31st March,

15th November

%

2023

1994 (IPO)

Change

Market Price (in ')

328.70**

12*

2639.17

f. Average percentile increase already made in the
salaries of employees other than managerial
personnel in the financial year and its comparison
with the percentile increase in the managerial
remuneration and justification thereof and point
out if there are any exceptional circumstances for
increase in the managerial remuneration:

Increase in managerial remuneration for the year was
9.22%. The average annual Increase in the salaries of the
employees other than managerial personnel during the
year was 15.33%.

g. Affirmation that remuneration is as per the
Remuneration Policy of the Company:

The Company affirms that the remuneration is as per the
Remuneration Policy of the Company.

During the year the Company has not engaged any
employee drawing remuneration exceeding the limit
specified under Section 197(12) read with Rule 5(2) of
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.

In terms of Section 136(1) of the Companies Act, 2013
read with the Rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
the Board's Report is being sent to all the shareholders of
the Company excluding the annexure containing names
of the top ten employees in terms of remuneration drawn.
Any shareholder interested in obtaining a copy of the said
annexure may write to the Company at: The Company
Secretary, LIC Housing Finance Limited, Corporate Office,
131 Maker Towers, 'F' Premises, 13th Floor, Cuffe Parade,
Mumbai - 400 005.

Prevention, Prohibition & Redressal of Sexual
Harassment of women at workplace:

As per the requirements of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, your Company has in place a Policy on
Prevention, Prohibition & Redressal of Sexual Harassment
of Women at Workplace and has a robust mechanism to
redress the complaints reported thereunder. An Internal
Committee has been constituted, which comprises of
internal members who have experience in the subject field.

Pursuant to the provisions of Section 22 of the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, the complaints
received thereunder and the details relating thereto
are as follows:

(a) Number of complaints received in the year: Nil

(b) Number of complaints disposed of during the year: Nil

(c) Number of cases pending more than ninety days: Nil

(d) Number of workshops or awareness programme
against sexual harassment carried out: Nil

(e) Nature of action taken by the employer or
district officer: Nil

Your Company on a regular basis sensitises its employees
on prevention of sexual harassment through various
workshops, awareness programmes.

It may be mentioned here that the Company has Zero
tolerance towards any action on the part of any executive /
staff which may fall under the ambit of 'Sexual Harassment'
at workplace, and is fully committed to uphold and maintain
the dignity of every women working in the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY
REGULATORS/ EXCHANGES

The Company has received the notice for delay of compliance
under Regulation 57(1), 60(2), 17(1), 50(1) and 52(7)/(7A) of
Listing Regulations from Stock Exchanges total amounting
to
' 8,27,820/- against which waiver application has been
filed as the deviations were beyond the control of the
Company. The matter is presently under consideration of the
Stock Exchange(s).

Pursuant to the letter from RBI dated 31/10/2022, in relation
to non-compliance to provisions of relevant directions under
Sub-sections (1) & (2) of section 29 B of the NHB Act. the Company
was levied a penalty of
' 5,00,000/-. The Company has paid the
penalty on 07th November ,2022.

The Company confirms that these are not significant or
material in nature.

HUMAN RESOURCES

The Company aims to align HR practices with business goals,
increase productivity of Human resources by enhancing
knowledge, skills and to provide a conducive work environment
to develop a sense of ownership amongst employees.
Productive high performing employees are vital to the
Company's success. The contribution and commitment of the

employees towards the performance of the Company during
the year were valued and appreciated. The Company recruited
employees during the year for various positions and promoted
employees to take up higher responsibilities. Apart from fixed
salaries, perquisites and benefits, the Company also has in
place performance-linked incentives which reward outstanding
performers, who meet certain performance targets. In pursuance
of the Company's commitment to develop and retain the best
available talent, the Company had organised and sponsored
various training programmes / seminars / conferences for
upgrading skill and knowledge of its employees in different
operational areas.

Employee relations remained cordial, and the work atmosphere
remained congenial during the year.

ACKNOWLEDGMENTS

The Directors place on record their appreciation for the advice,
guidance and support given by the Life Insurance Corporation
of India, the National Housing Bank, the Reserve Bank of India
and all the bankers of the Company. The Directors also place on
record their sincere thanks to the Company's clientele, lenders,
investors and members for their patronage. The Directors
express their appreciation for the dedicated services of the
employees and their contribution to the growth of the Company.

For and on behalf of the Board
Chairman

Place: Mumbai
Date: 24th July, 2023