Dear Members,

Your Directors take great pleasure in presenting the Twenty-Sixth Annual Report together with the Audited Financial Statements of your Company for the financial year ended March 31, 2025.

Financial Performance

The financial performance of your Company for the financial year ended March 31, 2025 is summarized as below:

For the year ended March 31, 2025, your Company posted a net profit of 12,461.05 Crore as against 11,945.88 Crore in the previous year. Appropriations from the net profit have been affected as per the summary given above.

For a detailed analysis of the financial performance of your Company for the year under review, refer to report on Management Discussion and Analysis.

Dividend

Your Directors recommend payment of final dividend of 190/- per equity share (1800%) of face value of 1 5/- each for the financial year ended March 31, 2025 as against Interim Dividend of 170/- per equity share (1400%) of face value of 15/- each for the previous year.

The dividend pay-out ratio for the said dividend for the year ended March 31, 2025 is 78.18%.

The Final dividend recommended is in accordance with the parameters and criteria as set out in the Dividend Distribution Policy which has been approved by the Board of Directors of the Company. The Dividend Distribution Policy of the

Company is placed on the Company's website at https://www. hdfcfund.com/about-us/corporate-governance/code-policy in terms of Regulation 43A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

Management Discussion and Analysis Report, Report of the Directors on Corporate Governance and Business Responsibility and Sustainability Report

Management Discussion and Analysis Report and the Report of the Directors on Corporate Governance form part of this report.

In compliance with Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility and Sustainability Report ('BRSR') along with the report on reasonable assurance of the BRSR Core, consisting a set of Key Performance Indicators (KPIs) / metrics under nine Environmental, Social & Governance attributes for the financial year ended March 31, 2025, provided by SGS India Private Limited, forms a part of this Annual Report.

Transfer to Reserves

There is no amount proposed to be transferred to the reserves. For complete details on movement in Reserves and Surplus during the financial year ended March 31, 2025, please refer to the Statement of Changes in Equity included in the financial statements.

Capital Structure

During the year, your Company issued and allotted 3,09,086 equity shares of I 5/- each of the Company to eligible employees on exercise of stock options granted under Employee Stock Option Scheme of the Company.

Consequently, the issued, subscribed and paid-up equity share capital increased from 11,06,74,20,000/- represented by 21,34,84,000 equity shares of 15/- each as on April 1, 2024 to 11,06,89,65,430/- represented by 21,37,93,086 equity shares of 15/- each as on March 31, 2025.

During the year under review, the Company has not issued any:

a) shares with differential rights as to dividend, voting or otherwise.

b) sweat equity shares.

Review of Operations

Assets under Management (AUM) of HDFC Mutual Fund ("HDFC MF") at the close of FY 2024-25 was 1 7.54 Lakh Crore as against an AUM of 1 6.07 Lakh Crore at the close of FY 2023-24, an increase of 24%. Total Annual Average AUM for FY 2024-25 was 1 7.48 Lakh Crore versus 1 5.44 Lakh Crore for FY 2023-24. HDFC MF is one of India's largest mutual funds in terms of total AUM with a market share of 11.5% based on closing AUM. It is also one of the largest mutual funds in terms of actively managed equity-oriented funds, with a market share of 12.9% based on closing AUM. The actively managed equity-oriented AUM at the close of FY 2024-25 was 1 4.70 Lakh Crore as against 1 3.75 Lakh Crore at the close of FY 2023-24, an increase of 25%. The actively managed equity- oriented annual average AUM constituted 61% of the total annual average AUM and increased by 49% to 1 4.54 Lakh Crore.

Your Company managed a total of 233 Lakh live accounts as on March 31, 2025, predominantly those of individual (retail) unitholders. The Individual monthly average AUM as a percent of total monthly average AUM for March 2025 was steady at 70%. Your Company has 280 offices as on March 31, 2025. Your Company has over 95,000 distribution partners.

Your Company is one of the most preferred choices of individual investors, with a market share of 13.2% of the

individual monthly average AUM for March 2025. Of the 5.42 Crore unique investors in mutual funds in India (as identified by PAN//PEKRN), we enjoy trust of 1.32 Crore investors, a market penetration of 24%. Your Company's offering of systematic transactions further enhances its appeal to individual investors looking to invest periodically in a disciplined and risk-mitigating manner. Your Company processed 1 43,035 Crore through systematic transactions from April 2024 to March 2025. These monthly flows provide a strong and stable "order book", provide predictable flows, with 90% of systematic investment plans (SIPs) subscribed for a tenure of more than 5 years.

The Company extends Portfolio Management, Segregated Account Services, along with Alternative Investment Funds to High Net-worth individuals, family offices, domestic corporates, trusts, provident funds and domestic cum global institutions, with aggregate assets of 1 5,133 Crore as on March 31, 2025.

Schemes Launched

The following new schemes were launched during the financial year -

1. HDFC Manufacturing Fund

2. HDFC NIFTY100 Low Volatility 30 Index Fund

3. HDFC Nifty500 Multicap 50:25:25 Index Fund

4. HDFC Nifty LargeMidcap 250 Index Fund

5. HDFC Nifty India Digital Index Fund

6. HDFC Nifty100 Quality 30 Index Fund

7. HDFC Nifty Top 20 Equal Weight Index Fund

Directors and Key Managerial Personnel

Non-Executive Director

In accordance with the provisions of Section 152(6) of the Companies Act, 2013 ("the Act") read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of the Company, Mr. Deepak S. Parekh (DIN: 00009078), Non-Executive Non-Independent Director and Chairman, is liable to retire by rotation at the forthcoming Annual General Meeting (AGM) of the Company scheduled to be held on June 25, 2025 and being eligible has offered himself for re-appointment.

Mr. Deepak S. Parekh, Non-Executive Non-Independent Director and Chairman of the Company having attained the prescribed age limit of 75 years, Special Resolution is proposed in accordance with Regulation 17(1A) ofSEBI Listing Regulations for continuation of his directorship on the Board of Directors of the Company. The members at their 20^th & also at the 23^rd AGM of the Company had approved the continuation of directorship of Mr. Parekh beyond 75 years of age by passing a Special Resolution.

Necessary proposal for his re-appointment has been placed for your approval at the forthcoming AGM. The brief profile has been detailed in the Notice convening the AGM of your Company. Your Directors recommend his re-appointment as a Non-Executive Non-Independent Director and Chairman of your Company.

Managing Director & Chief Executive Officer

During the year, the members, at the 25^th AGM of the Company had re-appointed Mr. Navneet Munot (DIN: 05247228) as the Managing Director & Chief Executive Officer (CEO) of the Company for a period of five (5) years effective from July 1, 2024 upto June 30, 2029.

Independent Directors

Mr. Dhruv Kaji, Mr. Jairaj Purandare, Mr. Sanjay Bhandarkar, Mr. Parag Shah and Ms. Roshni Nadar Malhotra, Independent Directors, have submitted declarations stating that they meet the criteria of independence as per the provisions of the Act and SEBI Listing Regulations.

All the Independent Directors have also confirmed that in terms of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, they have registered themselves with the Independent Director's database as prescribed under the Act. Further, in terms of Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014, one Independent Director has passed the Online Proficiency Self-Assessment test conducted by Indian Institute of Corporate Affairs (IICA) and the other four Independent Directors were not required to appear for the said test as required by IICA as they fulfil the criteria stipulated under Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors fulfil the conditions specified under the Act, the Rules made thereunder and SEBI Listing Regulations and are independent of the management.

All the directors of the Company have confirmed that they are not disqualified for being appointed as directors pursuant to Section 164 of the Act.

Key Managerial Personnel

In accordance with the provisions of Sections 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, Mr. Navneet Munot, Managing Director & Chief Executive Officer, Mr. Naozad Sirwalla, Chief Financial Officer and Ms. Sonali Chandak, Company Secretary are the Key Managerial Personnel of the Company as on March 31, 2025.

Further, during the year, Ms. Sonali Chandak was appointed as Company Secretary & Head- Legal and Compliance officer of the Company under SEBI Listing Regulations w.e.f., July 16, 2024 in place of Ms. Sylvia Furtado who resigned from the services of the Company w.e.f., close of business hours of July 15, 2024.

Number of Meetings of the Board and Committees

During the FY 2024-25, 8 (eight) meetings of the Board of Directors of your Company were held and the details of Board and Committee meetings held are provided in the Report of the Directors on Corporate Governance, which forms part of this report.

Review of Subsidiary Company

Your Company has a Wholly Owned Subsidiary Company viz. HDFC AMC International (IFSC) Limited ('HDFC IFSC') which was incorporated on May 27, 2022. HDFC IFSC is registered with International Financial Services Centres Authority ('IFSCA') as a Registered Fund Management Entity - Retail category and carries out fund management activities from Gujarat International Finance Tec-City (GIFT) City.

HDFC IFSC offers a comprehensive suite of Alternative Investment Funds to a diverse clientele, including High-Net- worth Individuals (HNIs), private banks, insurance companies, financial institutions, foreign investors, multilateral organizations, sovereign funds, pension funds and global institutional investors. HDFC IFSC works with a diverse set of distribution partners and currently has over 250 empanelled distributors which include mutual fund distributors, national distributors, banks and foreign distributors.

The following Category III open-ended Alternative Investment Funds (AIFs) under the IFSCA (Fund Management) Regulations, 2025, were launched during the financial year by HDFC IFSC:

1. HDFC India Flexi Cap Fund

2. HDFC India Balanced Advantage Fund

3. HDFC India Mid-Cap Opportunities Fund

As per the investment objectives of the above AIFs, the net assets of the said Funds are entirely invested into the respective open-ended schemes of HDFC Mutual Fund in India. Further, HDFC IFSC is in process of completing the operational requirements for the launch of 2 funds viz. HDFC

India Small Cap Fund and HDFC India Nifty 50 Fund. Further, in order to provide more product options to non-resident investors, HDFC IFSC is in the process of undertaking the necessary filings / documentation for the launch of another Category III open ended AIFs - HDFC India Asset Allocator Fund. In addition to products for non-resident investors which invest in India, HDFC IFSC also intends to evaluate and finalise possible strategies for products whose primary focus would be on one or more global / non-Indian strategies. Such global strategies can also be offered to resident Indian investors under the Liberalised Remittance Scheme (LRS) / Overseas Portfolio Investment (OPI) route.

HDFC IFSC acts as a Fund Management Entity for the above- mentioned funds and has Assets under Management of US$146.89 Million as on March 31, 2025. HDFC IFSC managed a total of 50 active accounts as on March 31, 2025.

Further, the Board at its meeting held on April 17, 2025, inter- alia, approved the audited financial statements including the consolidated financial statements of the Company for the financial year ended March 31, 2025, subject to approval of members of the Company.

In accordance with the provisions of Section 136 of the Act, the annual report of the Company, the audited financial statements and the related information of HDFC IFSC are placed on the website of the Company. Shareholders may download the documents referred to above from the Company's website or may write to the Company for the same. Further, the said documents shall also be available for inspection by the members at the registered office of the Company.

Pursuant to Section 129(3) of the Act, a statement containing salient features of the financial statements of HDFC IFSC in the prescribed Form AOC-1 forms part of the financial statements.

Except for the above subsidiary, during the financial year 2024-25 and as of the date of this report, your Company did not have any other subsidiary or an associate company or a joint venture company.

Annual Evaluation

Details of the annual performance evaluation of the Board, its committees and of individual directors are provided in the Report of the Directors on Corporate Governance, which forms part of this report.

Nomination & Remuneration Policy

In terms of the requirements under the Act and SEBI Listing Regulations, your Company has in place a

Nomination & Remuneration Policy, inter-alia, detailing the director's appointment, remuneration, criteria for determining qualifications, attributes, independence of a director, malus and clawback provisions applicable in the exceptional circumstances such as fraud that require a financial restatement, reputational harm to the Company or exposing the Company to substantial risk and other matters. The remuneration paid to the Directors, Key Managerial Personnel and Senior Management is as per the Nomination & Remuneration Policy of your Company. The said Nomination & Remuneration Policy is placed on the Company's website at https://www.hdfcfund.com/about- us/corporate-governance/code-policy.

Issue of Employee Stock Options

In line with the practice of incentivizing the employees through issue of stock options, your Company, pursuant to approval granted by the Shareholders of the Company at the AGM held on July 23, 2020, has formulated Employees Stock Option Scheme - 2020 ('ESOS - 2020'). Further, the members at 25^th AGM of the Company had accorded their approval to extend the benefit and coverage of ESOS- 2020 of the Company to the eligible employees of HDFC IFSC.

During the year, the Nomination & Remuneration Committee (NRC) at its meetings held on April 10, 2024, June 7, 2024 and January 14, 2025 has granted 18,000, 72,000 and 7,500 Stock Options representing 97,500 Equity Shares of 15/- each to the eligible employees of your Company and HDFC IFSC, as determined by the NRC, under ESOS - 2020 at grant price of 1 3,703.90/-, 1 3,760.50/- and 1 3,834.55/- per option, respectively. No employee was issued Stock Options, during the year equal to or exceeding 1% of the issued capital of the Company at the time of grant.

There has been no material variation in the terms of the Stock Options granted under ESOS - 2020 and Company in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ('SBEB Regulations').

Disclosures as required under the SBEB Regulations have been placed on the website of the Company at www.hdfcfund.com.

Further, the Certificate required under Regulation 13 of the SBEB Regulations from the Secretarial Auditors of the Company that ESOS - 2020 have been implemented in accordance with the SBEB Regulations will be available at the forthcoming AGM for inspection.

ESOP & PSU Scheme - 2025

On the recommendation of NRC, the Board at its meeting held on April 17, 2025, had approved the adoption and implementation of the Employees Stock Options and

Performance-linked Stock Units Scheme - 2025 ('ESOP & PSU Scheme - 2025' or 'Scheme') in terms of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, subject to the approval of members.

A maximum of 25,00,000 (Twenty Five Lakh) ESOPs and PSUs may be offered and granted under the aforesaid Scheme, in aggregate, out of which aggregate PSUs shall not exceed 50% of the said total pool of 25,00,000, which on exercise, would entitle not more than 25,00,000 (Twenty Five Lakh) equity shares of face value of 15/- each of the Company. Further, the Company has sought an approval of Members for adoption and implementation of the ESOP & PSU Scheme - 2025 vide its postal ballot notice dated April 17, 2025, and the e-voting process for this approval is currently ongoing.

Also, on the recommendation of the NRC, the Board at its meeting held on April 17, 2025, had decided that the Company/ NRC shall not grant/ allot the 8,73,719 unallocated stock options that still exist under ESOS - 2020 of the Company. However, the ESOS 2020 will remain operational till such time the stock options granted earlier under the ESOS 2020 are either exercised, lapsed or forfeited as the case may be.

Auditors and Auditor's Report

Statutory Auditors

In terms of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, M/s. B S R & Co. LLP, Chartered Accountants (ICAI FRN: 101248W/W-100022) were re-appointed as the Statutory Auditors of your Company for a period of 5 continuous years i.e. from the conclusion of 23^rd AGM till the conclusion of 28^th AGM of the Company.

The Auditor's Report on the financial statements of the Company for the financial year ended March 31, 2025 forms part of the Annual Report.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/s. Makarand M. Joshi & Co., ('MMJC') Company Secretaries to conduct the Secretarial Audit of your Company for the FY 2024-25. The Secretarial Audit Report is annexed herewith as Annexure I to this report.

Further, in terms of the SEBI (Listing Obligations & Disclosure Requirements) (Third Amendment) Regulation, 2024, the Board has recommended the appointment of MMJC as the Secretarial Auditors of the Company for a term of five consecutive financial years commencing from April 1, 2025 till March 31, 2030. The appointment will be subject to the members' approval at the forthcoming AGM.

There were no qualifications, reservations or adverse comments or disclaimer made by the aforesaid Auditors in their audit reports.

The said Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Act.

Internal Auditors

M/s. M P Chitale & Co were appointed as an Internal Auditors of your Company for the financial year 2024-25.

Enterprise Risk Management Policy

The Policy on Enterprise Risk Management of your Company was reviewed by the Risk Management Committee and approved by the Board. This policy provides for the Risk Management Framework (RMF) to identify, assess, monitor and mitigate various business risks. This framework incorporates the checks, process and procedures to identify potential risks in the investment and operational areas of the business and minimize their impact through necessary control on your Company. The framework is designed to identify risks, assess their likelihood and impact, ensure the review of mitigation measures and requires reporting on a regular basis. The Risk Management Committee and Audit Committee of the Board of Directors at their meetings periodically reviews the functioning of the RMF.

The Company has a strong Cyber Risk Management framework wherein cyber risk and mitigation controls are monitored by Information Technology and Security Committeeand RiskManagementCommitteeofthe Company. Key areas covered under the Cyber Risk Management are strong adherence to the Board approved Information and Cyber Security Policies, SEBI guidelines and ISO 27001:2022. The Company maintains robust cyber security posture to protect the confidentiality and integrity of data.

SEBI vide its Master Circular for Mutual Funds dated June 27, 2024, Chapter 4 on Risk Management Framework (RMF) for Mutual Funds, HDFC Mutual Fund has adopted a Policy of Enterprise Risk Management with effect from April 1, 2022. As part of the framework, Risk Management function has incorporated policies, procedures, roles & responsibilities of the management, the Board of the Company and the Board of HDFC Trustee Company Limited. The Board of your Company has approved the Risk Management framework, revised few policies in line with the said SEBI circular and has implemented risk measures outlined in the said circular. The terms of reference of the Risk Management Committee has been enhanced in line with requirements of the said SEBI circular as its main function is to oversee the risks associated with the business of mutual fund at the enterprise level, regulatory, compliance, operation and other functions of Company.

Adequacy of Internal Controls

Your Company has internal control systems which commensurate with the size and complexity of its operations.

The internal control systems comprise of standardised policies and procedures covering all functional areas aimed at ensuring sound management of operations, reliable financial reporting, safeguarding of assets and prevention and detection of frauds and errors. The Audit Committee of the Board of Directors, at regular intervals and in co-ordination with Internal and Statutory Auditors, review the adequacy of Internal Controls within your Company.

Further, the internal financial controls related to financial statements are found to be adequate and operating effectively and that no material weakness has been noticed during the year under review.

Corporate Social Responsibility

In terms of Section 135 of the Act, your Company has formed an Environmental, Social & Governance and Corporate Social Responsibility ('ESG & CSR') Committee to inter-alia approve activities to be undertaken, expenditure to be incurred and to monitor the performance of the CSR activities undertaken by the Company. The said committee also oversees the development and implementation of the Company's ESG framework.

The Committee consist Mr. Deepak S. Parekh (Chairman), Mr. Parag Shah, Mr. Sanjay Bhandarkar and Mr. Navneet Munot. The Company Secretary acts as the Secretary to the Committee.

The Company undertakes its CSR activities through a variety of effective programs. The major thrust of the CSR activities of the Company is in the areas of promoting education and health care. The Company also undertakes CSR activities in the areas of promoting sports and environment sustainability. These activities are in accordance with Schedule VII to the Act.

The Board of Directors and the ESG & CSR Committee review and monitor from time to time all the CSR activities being undertaken by the Company.

The annual report on CSR activities along with the executive summary for Impact Assessment Reports of the applicable projects, in accordance with the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended, is set out at Annexure II to this report.

During the year, the Company has fully spent the required amount towards CSR activities.

The composition of the ESG & CSR Committee, CSR Policy, CSR activities undertaken by the Company and the complete Impact Assessment Reports of the applicable projects are available on the Company's website at https://www.hdfcfund. com/about-us/corporate-profile/csr.

Particulars of Contracts or Arrangements with Related Parties

During the year your Company has entered into transactions with related parties as defined under Section 2(76) of the Act read with Companies (Specification of Definitions Details) Rules, 2014, SEBI Listing Regulations and applicable Accounting Standards, which were in the ordinary course of business and on arms' length basis and in accordance with the policy on Related Party Transactions of the Company.

The Policy ensures proper approval and reporting of the concerned transactions between the Company and related parties.

The policy on Related Party Transactions is placed on the Company's website at https://www.hdfcfund.com/about-us/ corporate-governance/code-policy.

During the year, there was no material transaction with any related parties as per the Related Party Transactions Policy of the Company or any other related party transaction entered into by the Company that requires disclosure in Form AOC- 2, hence, disclosure in Form AOC-2 is not applicable to the Company.

The disclosures pertaining to related party transactions as per the applicable Accounting Standards form part of the notes to the financial statements provided in this Annual Report.

Particulars of Loans, Guarantees or Investments

Details of loans, guarantees and investments, if any, covered under the provisions of Section 186 of the Act are provided in the notes to financial statements.

Deposits

During the year, your Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Act read together with the Companies (Acceptance of Deposits) Rules, 2014.

Unclaimed Dividend on Shares

As at March 31, 2025, unclaimed dividend amounting to 199,13,752/- which has not been claimed by shareholders of the Company and is lying in the respective Unpaid Dividend Accounts of the Company.

Your Company has disclosed the statement containing the names, last known addresses of those shareholders whose dividend is unpaid on the Company's website at www. hdfcfund.com.

Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on the financial year ended March 31, 2025 is placed on the Company's website at https://www. hdfcfund.com/about-us/financial/annual-reports.

Vigil Mechanism / Whistle Blower Policy

Whistle Blower Policy is in place and details of the same are provided in the Report of the Directors on Corporate Governance, which forms part of this report.

Fraud Monitoring / Prevention

Your Company has in place the 'Policy for Prevention of Frauds', aimed at promoting consistently ethical organizational behaviour by assigning responsibility and enforcement of controls to aid prevention and detection of fraud in the Company. Frauds, if any identified by and/or reported to the Company are investigated for assessment of root cause and relevant corrective steps shall be undertaken including any preventive actions. No frauds were identified/ reported for the financial year 2024-25.

Particulars Regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information pertaining to the conservation of energy and technology absorption in terms of Section 134(3)(m) of the Act, read with the Companies (Accounts) Rules, 2014 is stated as below:

(a) Conservation of energy and technology absorption

Your Company does not consume high levels of energy and regular efforts are made to adopt appropriate energy conservation measures and technology absorption methods.

(b) Foreign Exchange, earnings and expenditure during

the year - ^•

• Foreign exchange earnings: I 0.01 crore (previous year: I 0.01 crore)

• Foreign exchange expenditure: I 4.94 crore (previous year: I 11.68 crore)

Particulars of Employees

As on March 31, 2025, your Company has 1,618 employees and for the previous year, your Company had 1,509 employees.

In accordance with the provisions of Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and particulars of the top ten employees in terms of remuneration drawn are set out in the annexure to this report. In terms of the provisions of Section 136(1) of the Act, the Directors' Report is being sent to all shareholders of the Company excluding the annexure. Any shareholder interested in obtaining a copy of the annexure may write to the Company.

Further, disclosures on managerial remuneration as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are appended as Annexure III.

Other Disclosures

• There was no change in the nature of the business of the Company.

• There was no revision in the financial statements of the Company.

• During the year, there was no receipt of any remuneration or commission by the MD & CEO of the Company from its Holding Company and Subsidiary Company.

• Disclosure pertaining to maintenance of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Act, is not applicable to your Company.

• There was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year.

• There was no one-time settlement entered into with any Bank or financial institutions in respect of any loan taken by the Company.

• Details of the Audit Committee of the Board of Directors including its composition are provided in the Report of the Directors on Corporate Governance, which forms part of this report.

Directors' Responsibility Statement

In accordance with the provisions of Section 134(5) of the Act and based on the information provided by the management, your Directors state that:

(i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) Accounting policies selected were applied consistently. Reasonable and prudent judgements and estimates were made so as to give a true and fair view of the state of affairs of the Company at the end of March 31, 2025 and of the profit of the Company for year ended on that date;

(iii) Proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;

(iv) The annual accounts of the Company have been prepared on a going concern basis;

(v) I nternal financial controls have been laid down to be followed by the Company and such internal financial controls are adequate and operating effectively; and

(vi) Proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Secretarial Standards

Your Company is in compliance with the provisions of the applicable Secretarial Standards issued by the Institute of Company Secretaries of India in terms of the Act.

Prevention of Sexual Harassment Policy And Its Reporting

Your Company has framed and implemented a Policy on Sexual Harassment of Women at Workplace aiming at prevention of harassment of employees which lays down the guidelines for identification, reporting and prevention of undesired behaviour. 6 (six) Internal Committees (IC) for different zones were constituted in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 with women employees being a majority and an external member. The Policy, IC Members' details and the penal consequences of violating the said Act/ Policy are displayed at all offices/ISCs and on the intranet of the Company. Regular employee awareness sessions are conducted to generate awareness about the policy, reporting mechanism and prevention of sexual harassment at the workplace. During the year, the IC received no complaint pertaining to sexual harassment.

Significant/Material orders passed by the regulators

There are no significant and material orders by any regulator, court, tribunal impacting the going concern status of the Company and its operations in future.

Material Changes and Commitments, if any, affecting the Financial Position of the Company from the Financial Year end till the date of this Report

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2024-25 and the date of this Report.

Acknowledgements

The Directors take this opportunity to thank its investors, shareholders, trustee company, bankers, distributors, key partners, Investor Service Centres and other service providers for their continued support. The Directors would like to convey their gratitude to HDFC Bank Limited, promoter of your Company.

The Directors acknowledge the valuable assistance, support and guidance given by the Securities and Exchange Board of India, Association of Mutual Funds of India, Reserve Bank of India, Ministry of Corporate Affairs, Registrar of Companies, Stock Exchanges and Depositories.

The Directors wish to place on record their appreciation to employees at all levels for their dedication and commitment.

The Directors also acknowledge the faith reposed in HDFC Mutual Fund by its investors and look forward to their continued support.