Religare Enterprises Limited

Q4 and FY11 Results

25 May 2011

Disclaimer
This presentation has been prepared by Religare Enterprises Limited (the Company) solely for use at its analyst conference call on May 25, 2011. The material that follows is a presentation of general background information about the Companys activities as at the date of the presentation and a summary of the unaudited reviewed financial statements of the Company as at and for the year ended March 31, 2011. It is information given in summary form and does not purport to be complete, is subject to change without notice and cannot be guaranteed. The unaudited financial statements have been prepared on a basis consistent with the audited financial statements of the Company. However, the actual audited financial statements of the Company as at and for the year ended March 31, 2011 may differ from the unaudited financial statements for the same period. This presentation contains statements that constitute forward-looking statements. These statements include descriptions regarding the intent, belief or current and future expectations of the Company and/or its officers with respect to its consolidated results of operations and financial condition, and events and plans of the Company on a consolidated and/or standalone basis. These statements can be recognized by the use of words such as expects, plans, will, estimates, projects, or words of similar import. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ significantly from those in the forward-looking statements as a result of various factors and assumptions, not all of which is under the Companys control. The Company does not undertake to revise forward-looking statements to reflect future events or circumstances. This presentation is for information purposes only. It is not intended to be relied upon as advice to potential investors, and shall not constitute an offer or invitation, or solicitation of an offer, to subscribe for or purchase any securities. The possession, circulation or distribution of this presentation may be restricted in your jurisdiction. You are required to inform yourself about and observe any restrictions relating to any such restrictions or an investment by you in the securities of the Company or its subsidiaries. This presentation may not be reproduced or redistributed to any other person. The contents of this presentation are subject to change without notice. This document is just a presentation and is not intended to be a prospectus (as defined under the Companies Act, 1956). It is clarified that this presentation is not intended to be a document offering for subscription or sale of any securities or inviting offers from the Indian public (including any section thereof) for the subscription to or sale of any securities. This document has not been and will not be reviewed or approved by a regulatory authority in India or by any stock exchange in India.

Any decision to subscribe for or purchase any securities should be made solely on the basis of information contained in a prospectus to be issued in respect of an offering of such securities or the final offering memorandum relating to the securities after seeking appropriate professional advice, and no reliance should be placed on any information other than that contained in a prospectus or the final offering memorandum, as the case may be.
Religare Enterprises Limited is proposing, subject to market conditions and other considerations, a rights offering of its equity shares and has filed a Draft Letter of Offer with the Securities and Exchange Board of India. The Draft Letter of Offer is available on the website of the Securities and Exchange Board of India at www.sebi.gov.in and the respective websites of the lead managers to the Issue at http://www.nomura.com/asia/services/capital_raising/equity.shtml and www.religarecm.com. Investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, see the section entitled Risk Factors on page xii of the Draft Letter of Offer.

Table of Contents

Section I : Q4 and FY11 Highlights Section II : Performance of Key Subsidiaries Appendix 1: Performance of Other Subsidiaries and JVs Appendix 2: Subsidiary and JV Balance Sheets

Religare is building a leading emerging market financial services group, anchored in India and underpinned by three secular trends

Robust Indian growth story providing solid breadth and depth to the financial services sector resulting in rapid growth of profit pools

Integrated Indian Financial Services Platform

VISION To be the leading emerging markets financial services group driven by innovation, delivering superior value for all stakeholders globally
Emerging Markets Investment Banking Platform

Increasing weight and growing integration of emerging markets as drivers of global economic growth

Opportunity to unlock value in western asset managers by creating a multi-boutique platform providing access to alpha and capital in emerging markets

Global Asset Management Platform

Strategy Implementation Update 1/2

Continue to consolidate our position in India
Softness in the Indian financial markets continued in Q4FY11 as anticipated early counter-measures helped contain the impact in some businesses Asset Finance: Loan book grew to `58 bn* close to the upper end of our target of `50-60 bn for FY11. Portfolio quality in control: 30-days past due at 0.84% and 90-days past due at 0.25% of book as of March 31, 2011 Capital Market Lending: Earnings quality remains stable and book scaled back further to `21.4 bn.* in light of soft market conditions

Integrated Indian Financial Services Platform

Retail Equity Broking: Continue to focus on cost optimization, improving service delivery and increasing activation rates to counter pressures from deteriorating market conditions including falling yields and continuing shift to F&O
Retail Commodity Broking: Efforts to acquire new clients bearing fruit with number of clients at approx. 1,40,000. Religare Commodities won 'Best Commodity Broker of the Year' at Bloomberg UTV's Financial Leadership Awards 2011 Asset Management: Efforts to increase higher fee products paying off commenced deploying funds raised by Japanese asset manager from Japanese retail investors in Feb 2011 for the Indian mid- and small-cap strategy. Fund closed at US$ 105 mn with participation by over 5,000 investors. Wealth Management: Focus on high fee generating clients and diversification of product suite Life Insurance: More than doubled branch network to 118 during the year ended March 31, 2011,

with continued emphasis on developing a cost efficient operating model

* As at Mar 31, 2011

Strategy Implementation Update 2/2

and grow international platform
Traction across geographies in Investment Banking and Equity Capital Markets with marquee deals in India, Singapore, UK and USA

Emerging Markets Investment Banking Platform

India research covers 185 stocks as of 31-Mar-2011, representing more than 75% of the BSE market capitalization; 24 stocks under active coverage internationally RCML India named Best India Brokerage Research Firm at the Starmine Awards, part of Thomson Reuters family of awards. The awards follow an objective methodology, ranking analysts according to their Industry Excess Return, computed from a portfolio simulation that measures each analyst relative to an industry-based benchmark

Global Asset Management Platform

Obtained RBI approval during Q4FY11 for acquiring Landmark Partners LLC, USA; transaction has since been completed Leveraging distribution capabilities: facilitated raising of US$ 105 mn from Japanese retail investors for Indian mid- and small-cap strategy funds being advised by RAMC

Proposed Rights Issue

On 26th April, 2011, the Board of Directors have approved issue of equity shares on rights basis to the shareholders of the company for an amount of up to Rs. 8,000 million (with an option to increase the issue size by up to 10%) (Rights Issue) Subsequent to the approval of the proposed issue by the Board, the Offer Committee of the Board approved the Draft Letter of Offer (DLOF) in the context of the aforesaid Rights Issue and the same has been filed with the Securities & Exchange Board of India (SEBI) on May 6, 2011

Subject to the approval of the SEBI, the Rights Issue will enable raising of capital as set out in the DLOF
Consequent to the filing of the DLOF, a Promoter Group entity has subscribed to the Rights Issue for an amount of Rs. 4,000 million as advance subscription towards the Rights Issue and the same has been intimated to SEBI and the Stock Exchanges

Please refer to the Letter of Offer to be filed with SEBI for Risk Factors associated with the Rights Issue

Indian markets were soft in H2FY11 but structural story continues to be strong
Pressure points remain in the financial markets as anticipated Significant upward shift in short term interest rates has led to increase in cost of funding
(%) 10 8 6 4 2 0 0 (Yrs) 1 2 3 4 5 6 7 8 9 10 Total Q4 FY10 Turnover 12 (` tn) Q1 FY11 11 Q2 FY11 12 Q3 FY11 13 Q4 FY11 10 42% 44% 41% 45% 48%
58% 56% 59% 55% 52%

Share of retail turnover in Cash equities has steadily declined

Retail Turnover Institutional Turnover

Upward shift in short term

interest rate yield curve during FY11 has impacted lending business profitability this was particularly evident in the latter half of the year Share of Futures & Options in market volumes continues to rise: F&O accounted for 89% of overall market turnover in Q4FY11. Cash equities turnover has declined in relative as well as absolute terms. MF industry remains challenged as expected: AUM declined further from the earlier quarter

31-Mar-10

31-Mar-11

Options now account for nearly two-thirds of overall volume

Delivery Intraday Options Futures

MF Industry closing AUM declined further as investors continued to pull back from the market
(` bn)
6,573

Total AUM

15% 44%

5%

12% 51%

4%

11% 54%

4%

10% 57%

4%

8% 65%

3%
6,302 6,140 5,923 6,263

36%

33%

31%

29%

24%

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10 31-Mar-11

Source: Clearing Corporation of India Ltd, NSE, BSE, AMFI, Company Analysis
7

Key Financial Indicators Q4FY11 and FY11

Robust revenue growth Q4 revenue up 62% QOQ and FY11 revenue up 78% YOY
(` mn) REL Consolidated Revenue* +62%

Investments in new businesses continued through FY11, reflected as accounting losses

(` mn) REL Consol. PBT* REL Consol. PAT*

560

322
-247

159 -494

-242
-797 -985
-1,189 -1,298

11,660 6,274 7,177

5,316

4,754

Q4 FY10 Q4 FY10 (` mn) Q1 FY11 Q2 FY11 Q3 FY11 Q4 FY11 (` mn)

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

REL Consolidated Revenue*

+78%

REL Consol. PBT*

REL Consol. PAT*

1,974
29,866 16,752 11,911

969
-2,074

-140

-636 -3,019

FY09

FY10

FY11

FY09

FY10

FY11

* Includes one-time Capital Gains of Rs. 1,287 mn in Q4FY11 and FY11 from sale of immovable property by a subsidiary
8

Consolidated Income Statement

Y-o-Y Change (` mn) Income from Operations Other Operating Income* Sale of Bullion Total Income Cost of Bullion Sold Personnel Expenses Operating and Admin Expenses Less: Net Exp. of JV Recoverable Total Expenses EBITDA Interest and Finance Charges Depreciation PBT Provision for Tax Minority Interest FY 11 21,924 4,052 3,890 29,866 3,890 9,898 10,689 -1,409 23,068 6,797 7,911 960 -2,074 874 -72 -3,019 FY10 14,583 2,169 16,752 5,191 7,140 -1,030 11,301 5,451 2,797 680 1,974 1,003 -2 969 (%) 50% 87% nm 78% nm 91% 50% nm 104% 25% 183% 41% nm -13% nm nm Q4 FY 11 6,516 1,848 3,297 11,660 3,296 3,730 3,522 -465 10,084 1,577 2,552 213 -1,189 61 -49 -1,298 Q3 FY 11 5,823 761 593 7,177 593 2,690 2,390 -322 5,351 1,827 2,299 325 -797 169 -18 -985 Q-o-Q Change (%) 12% 143% 456% 62% 455% 39% 47% nm 88% -14% 11% -34% nm -64% nm nm Q4 FY 10 4,851 465 5,316 1,829 2,143 -357 3,615 1,701 945 196 560 241 2 322 Y-o-Y Change (%) 34% 297% nm 119% nm 104% 64% nm 179% -7% 170% 9% nm -75% nm nm

Net Profit

* Includes one-time Capital Gains of Rs. 1,287 mn in Q4FY11 and FY11 from sale of immovable property by a subsidiary
9

Consolidated Balance Sheet

(` mn) Owners Funds Share Capital * Reserves and Surplus Loan Funds Secured Loans Unsecured Loans Policy Holders Fund Funds for Discontinued Policies Minority Interest Total Liabilities Fixed Assets Gross Block Less : Depreciation Net Block Capital Work-in-Progress (including capital advances) Investments Deferred Tax Assets (Net) Net Current Assets Current Assets, Loans and Advances Less : Current Liabilities and Provisions Total Assets
* Includes Warrants and Share Application Money

As at Mar 31, 2011 29,655 1,764 27,891 113,310 64,950 48,361 1,989 2,319 147,274 15,982 17,338 2,527 14,811 1,171 4,796 154 126,342 150,679 24,337 147,274

As at Dec 31, 2010 30,737 1,764 28,974 104,418 46,857 57,561 1,396 2,138 138,689 16,792 18,504 2,465 16,039 754 4,211 191 117,495 140,951 23,456 138,689

As at Mar 31, 2010 26,126 1,530 24,596 55,720 15,755 39,964 639 129 82,614 8,885 10,475 1,642 8,833 51 8,730 14 64,985 79,470 14,485 82,614

10

Table of Contents

Section I : Q4 and FY11 Highlights Section II : Performance of Key Subsidiaries Appendix 1: Performance of Other Subsidiaries and JVs Appendix 2: Subsidiary and JV Balance Sheets

11

Religare Finvest
Strong growth in Asset Finance; overall growth muted as other books scaled back
Lending

Controlled growth in loan book 22% CQGR through FY11

(` bn) Capital Market Lending +22% 73.7 53.7 40.9 10.1 17.9 12.8 31-Mar-10
15.7 27.3

Revenue growth QOQ was muted, reflecting flattish overall loan book
(` mn)
3,309

Asset Finance

Corporate Lending

Total Revenue
3,459

Broking Equities

88.4
22.7

89.7
21.4
1,606 2,051

2,812

50.7 39.7 6.7 30-Sep-10 14.9 31-Dec-10

58.0 10.3 31-Mar-11 Q4FY10 Q1FY11 Q2FY11 Q3FY11 Q4FY11

Broking Comm.

29.3 8.7 30-Jun-10

Asset Mgmt. India

Customer base grew 72% YOY in tandem with calibrated expansion of distribution reach
(No. of Clients)
Asset Finance Capital Market Lending

Borrowing program supported by superior ratings Rating Type Short term Long Term Bank Loans Short term Bank Loans Long Term Rating A1+ LAAA1+ LAARating Agency ICRA ICRA ICRA ICRA Amount (` mn) 75,000 48,000 2,000 20,000

Global Asset Mgmt.

18,680 12,912 10,735 2,177

20,414

22,194

14,468
12,394 2,074 16,648 18,830 20,640

2,032

1,584

1,554

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

Rated amount for long term bank loans enhanced by ` 18 billion in Q4 FY11 by ICRA Additionally, received a Long Term rating of CARE AA- from CARE for an amount of ` 2,500 mn and a Tier 2 Subordinate Debt rating of FITCH AA-(ind) from FITCH for an amount of ` 2,500 mn

Investment Banking

12

Religare Finvest
Focus on building secured assets portfolio
Lending

Asset Finance Book 223% larger than year ago; secured book has grown faster
(` bn) SME Working Capital CE/CV Loan Against Property +34% 39.7 29.3
5.5

Asset Finance disbursements

(` bn) Amt. Disbursed

Broking Equities

50.7 6.4 12.2 32.2

58.0 7.0 15.4 35.6

7.8

17.9
9.2 Secured Assets (%)

Broking Comm.

3.9 4.8

6.9 17.6

4.7

9.6 24.5

12.8

14.1 11.1

12.2

31-Mar-10
79

30-Jun-10
85

30-Sep-10
87

31-Dec-10
89

31-Mar-11
89

Disbursals # 000

Q4 FY10 2.5

Q1 FY11 2.9

Q2 FY11 3.5

Q3 FY11 3.5

Q4FY11 4.0

Asset Mgmt. India

Interest yield improved for LAP as rate increase flowed through; remained in a narrow range for other assets
SME Working Capital
18.7% 18.5%

Loan Against Property

18.2% 17.9%

CE/CV
17.8%

Global Asset Mgmt.

14.2% 12.8%

13.6% 12.4%

13.7%

12.1%

13.5% 12.1%

14.2% 12.0%

Investment Banking

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4FY11

13

Religare Finvest
Portfolio quality in control; scale benefits kicking in
Lending

Asset Finance portfolio quality continues to remain under control and above benchmark
(%)
0.88% 0.71% 0.43% 0.36% 0.22% 0.18% 0.72%

Scale benefits visible as Asset Finance Opex/ANR ratio** continues to improve

(%)
3.18% 3.29% 2.26% 2.20%

90+ DPD* 1.13%

30+ DPD*

Opex/ANR

Broking Equities

0.84%

1.92%

0.25%

Broking Comm.

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Asset Mgmt. India

Continued to scale back Capital Market Lending book in light of soft market conditions
(` bn)
27.3 Wholesale 22.7
9.5

Retail

Global Asset Mgmt.

9.0

21.4
8.5

15.7 10.1 2.0 8.1

4.7

Investment Banking

5.7 0.3 5.4

18.3 11.0 13.2 12.9

31-Mar-09 31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10 31-Mar-11

*DPD denotes Days Past Due; **ANR denotes Average Net Receivables and the ratio represents annualized rate for respective quarter
14

Religare Finvest
Financial Performance
Lending

RFL Abridged Income Statement QOQ Change (%)

-4% 188% 5% 25% -4% 42% 22% -2% 7% -25% -46% -60%

Broking Equities

(` mn)
Income from Operations

FY11
11,034 597 11,631 880 1,064 1,365 3,309 8,323 6,460 100 1,762 1,148

FY10
4,723 638 5,362 712 694 721 2,127 3,235 1,773 43 1,419 1,028

YOY Change (%)

134% -6% 117% 24% 53% 89% 56% 157% 264% 132% 24% 12%

Q4FY11
3,029 430 3,459 296 289 490 1,074 2,385 2,165 22 198 97

Q3FY11
3,160 149 3,309 237 300 345 883 2,426 2,032 29 366 242

Q4FY10
1,458 148 1,606 173 265 241 679 926 633 18 275 197

YOY Change (%)

108% 192% 115% 71% 9% 103% 58% 157% 242% 20% -28% -51%

Other Income
Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses EBITDA Interest and Finance Charges Depreciation

Investment Banking

Global Asset Mgmt.

Asset Mgmt. India

Broking Comm.

PBT PAT

15

Religare Securities
Market-wide shift in mix causing pressures
Lending

Shift to Options continues: market-wide Options turnover grew 20% QOQ* while Cash and Futures declined
(` bn) Cash Equitites Futures 1,480 Options 1,556 161 381 427 1,014

Religares brokerage yield impacted by change in Cash vs. F&O mix

(bps)
4.70 4.16 3.93 3.55

Religares Brokerage Yield

Broking Equities

967
195

1,086
175

1,208
190

207

4.08

361 350 422 Q4 FY10 550 Q1 FY11

377 642 Q2 FY11 846

Broking Comm.

Q3 FY11

Q4 FY11

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Asset Mgmt. India

Religares market share declined as market-wide share of Options increased and institutional volume growth likely outpaced retail
(%) Religares Market Share
3.4 3.5 3.6 2.8 2.1

Business update Marked shift towards Options: Cash and Futures turnover declined in absolute terms Market-wide Cash turnover declined 22% QOQ and now contributes only 10% to overall volumes vs. 14% in Q3FY11 and 20% in Q4FY10 Options accounted for 65% of market-wide turnover in Q4FY11 vs. 57% in Q3FY11 Driving cost productivity in the business by expanding solely through franchisees

Investment Banking

Global Asset Mgmt.

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

* Source: NSE, BSE

16

Religare Securities
Expansion through franchisees variable cost model
Lending

Expansion of distribution solely through franchisees

(Nos.) 1,747
414

Steady and sustained growth in client base

Franchisees 1,962
396

Own Branches 1,852

413

(000s)

No. of Clients

1,891
409

1,926
397

Broking Equities

Broking Comm.

1,333

1,439

1,482

1,529

1,566

687

713

738

761

780

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

Asset Mgmt. India

Sales and Dealing team

(Nos.) Sales and Dealing Team Size

Global Asset Mgmt.

2,828
Investment Banking

2,850

2,947

3,198

2,915

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

17

Religare Securities
Financial Performance
Lending

RSL Abridged Income Statement

YOY Change
Broking Equities

QOQ Change Q4FY11 Q3FY11 1,093 133 1,226 363 484 490 1,337 -111 156 52 -319 -201 1,540 130 1,670 444 433 478 1,355 315 133 67 115 74 (%) -29% 2% -27% -18% 12% 3% -1% nm 17% -22% nm nm Q4FY10 1,324 106 1,429 225 460 452 1,137 292 134 60 98 64

YOY Change (%) -17% 26% -14% 61% 5% 9% 18% nm 17% -14% nm nm

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses EBITDA

FY11 5,669 594 6,263 1,650 1,724 1,770 5,144 1,119 776 243 100 58

FY10 5,536 494 6,030 1,562 1,454 1,208 4,224 1,806 515 239 1,052 742

(%) 2% 20% 4% 6% 19% 47% 22% -38% 51% 2% -90% -92%

Asset Mgmt. India Global Asset Mgmt. Investment Banking

Broking Comm.

Interest and Finance Charges Depreciation PBT PAT

18

Religare Commodities
Market-share maintained despite increasing competition
Lending

Steady growth in market turnover

(` bn) Markets avg. daily turnover

Steady increase in customer base

(000s) No. of Clients

Broking Equities

Broking Comm.

326

352

388

427

456

108

117

125

131

140

31-Mar-10 Q4 FY10 Q1 FY11 Q2 FY11 Q3 FY11 Q4 FY11 Sales & Dealing Team Size 740

30-Jun-10 786

30-Sep-10 759

31-Dec-10 776

31-Mar-11 728

Asset Mgmt. India

Volumes dispersed due to competition but Religares market share held steady QOQ
(%) Religares market share
4.9 4.5 4.5 3.9 3.9

Yields declined marginally due to higher competitive pressures

(bps) Religares Brokerage Yield
1.62 1.63 1.59 1.53 1.50

Investment Banking

Global Asset Mgmt.

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

19

Religare Commodities
Financial Performance
Lending

RCL Abridged Income Statement

YOY Change
Broking Equities

QOQ Change

YOY Change

(` mn)
Income from Operations

FY11
907

FY10
693

(%) Q4FY11 Q3FY11

31% 262 220

(%) Q4FY10
19% 196

(%)
34%

Broking Comm.

Other Income
Total Income Operating Expenses

3
911 220

24
717 185

-86%
27% 19%

2
264 54

0
220 47

316%
20% 15%

6
202 50

-67%
31% 8%

Asset Mgmt. India

Personnel Expenses
Administrative and Other Expenses Total Expenses

243
222 684 227 30 9 188 121

225
158 568 148 4 8 137 93

8%
41% 20% 53% 743% 8% 38% 31%

66
65 185 79 9 2 67 51

66
59 172 48 9 2 36 23

0%
10% 7% 64% 0% -10% 86% 125%

76
48 174 27 0 2 24 21

-14%
34% 6% 191% nm 0% 176% 139%

Global Asset Mgmt. Investment Banking

EBITDA Interest and Finance Charges Depreciation PBT PAT

20

Religare AMC
Continued focus on growing high fee products
Lending

Industry-wide average AUM increased 4% QOQ in Q4FY11 growth largely came from fixed income products
(` bn)
Avg. Industry AUM

Business update Religare Mutual Fund moved up one rank to 13th

Broking Equities

position in terms of AUM as of 31-Mar-2011 from 14th as at 31-Dec-2010 out of a total of 41 MFs in India.
7,474 6,759

No. of live folios increased 5% YOY while industry7,133 6,754 7,005

wide folios declined 2% Commenced deploying funds raised by Japanese asset manager from Japanese retail investors in Feb 2011 for the Indian mid- and small-cap strategy. Fund closed at US$ 105 mn with participation by over 5,000 investors. Focus on using existing capabilities for higher profitability products, particularly managing offshore funds and growing PMS AUM; as also on increasing retail debt products

Broking Comm.

Quarter ended 31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

Asset Mgmt. India

Religare AUM grew 11% QOQ; asset composition moved in line with market
Avg. Equity AUM 8% 8% 8% 7% Avg. Debt AUM 6%

Global Asset Mgmt.

92%

92%

92%

93%

94%

Investment Banking

(` bn) Avg . AUM

31-Mar-10 134

30-Jun-10 109

30-Sep-10 108

31-Dec-10 105

31-Mar-11 117

21

Religare AMC
Financial Performance
Lending

RAMC Abridged Income Statement

YOY Change
Broking Equities

QOQ Change Q4FY11 Q3FY11 Q4FY10 (%) 44% -70% 42% -27% 97% -58% 22% 16% 11% nm nm 166 0 166 7 52 83 143 24 7 16 16

YOY Change (%) -28% 102% -27% 137% 134% -77% 11% nm 16% nm nm

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses

FY11 389 3 392 405 309 148 863 -471 31 -502 -502

FY10 594 1 596 76 319 201 596 0 31 -31 -31 (%) -35% 119% -34% 436% -3% -26% 45% nm -1% nm nm

120 0 121 17 123 19 159 -38 8 -46 -46

84 2 85 23 62 45 130 -45 7 -53 -53

Asset Mgmt. India Global Asset Mgmt. Investment Banking

Broking Comm.

Administrative and Other Expenses Total Expenses EBITDA Interest and Finance Charges Depreciation PBT PAT

22

Religare Capital Markets

Traction in Investment Banking and ECM across geographies
Lending

Continuing growth in client base: global empanelments now at 580

No. of Institutional Empanelments

Business update Institutional Equities 185 stocks under research coverage in India as of 31-Mar-2011, representing more than 75% of the BSE market capitalization and 24 stocks under active coverage internationally RCML India named Best India Brokerage Research Firm at the Starmine Awards, part of Thomson Reuters family of awards IBD and ECM: Traction across geographies: HEG Limited (India) Manager to the Buyback Offer Super Religare Laboratories Limited (India) Book-running Lead Manager to the proposed IPO and (in Q1FY12) advisor for pre-IPO placement of shares Fortis Healthcare International (Singapore) Advisor for acquisition of 28.6% stake in Lanka Hospitals, Sri Lanka Advisor for purchase of 33% stake in Dental Corporation, Australia, and subsequent tender offer Advisor for purchase of a greenfield oncological centre project in Singapore Far Eastern Energy Corp (USA) placement of shares Ablon Group Limited (UK) Lead Manager to the Rights Issue (closed in Q1FY12) Noventa Limited (UK) Placement Agent for Convertible Preference Share Issue

Broking Equities

521

580

Broking Comm.

145 31-Mar2010

144 30-Jun-2010

153 30-Sep-2010 31-Dec-2010 31-Mar-2011

Asset Mgmt. India

Adding world-class talent: headcount increased by 28 in Q4FY11

Headcount as of 31-Mar-2011: 277

Support
Global Asset Mgmt.

21%

Investment Banking

Investment Banking

22%

56% Institutional Equities

23

Religare Capital Markets - India

Financial Performance
Lending

RCML India Abridged Income Statement

YOY Change
Broking Equities

QOQ Change Q4FY11 Q3FY11 122 3 124 21 425 90 536 -412 34 4 -450 -450 134 14 148 15 306 62 383 -235 7 4 -245 -167 (%) -9% -81% -16% 39% 39% 46% 40% nm 403% 5% nm nm Q4FY10 258 17 275 12 112 58 182 93 3 3 87 82

YOY Change (%) -53% -84% -55% 75% 280% 55% 195% nm 978% 36% nm nm

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses

FY11 FY10 983 37 1,020 64 1,066 275 1,404 - 384 62 15 - 461 - 464 321 285 607 104 254 167 525 82 42 11 29 24

(%) 206% -87% 68% -39% 320% 64% 167% nm 49% 38% nm nm

Global Asset Mgmt. Investment Banking

Asset Mgmt. India

Broking Comm.

EBITDA Interest and Finance Charges Depreciation PBT PAT

24

Religare Capital Markets Overseas

Financial Performance
Lending

RCML Overseas Abridged Income Statement

YOY Change
Broking Equities

QOQ Change Q4FY11 Q3FY11 726 1,399 2,124 72 1,694 467 27 493 40 932 (%) 55% 5166% 330% 78% 82% Q4FY10 950 38 987 57 395

YOY Change (%) -24% 3588% 115% 27% 329%

(` mn)
Income from Operations Other Income* Total Income Operating Expenses Personnel Expenses

FY11 1,623 1,521 3,144 475 3,422

FY10 1,723 278 2,001 166 880

(%) -6% 448% 57% 186% 289%

Asset Mgmt. India

Broking Comm.

Administrative and Other Expenses

Total Expenses

1,419
5,317

718
1,764

98%
201%

756
2,521

315
1,287

140%
96%

268
720

182%
250%

EBITDA
Global Asset Mgmt.

-2,172
396 255 -2,823 -2,823 -2,848

236
415 33 -212 -211 -211

nm
-5% 664% nm nm nm

-397
136 51 -584 -578 -598

-793
88 130 -1,012 -1,018 -1,022

nm
54% -61% nm nm nm

268
89 23 156 156 156

nm
53% 124% nm nm nm

Interest and Finance Charges Depreciation PBT

Investment Banking

PAT PAT after Minority Interest

* Includes one-time Capital Gains of Rs. 1,287 mn in Q4FY11 and FY11 from sale of immovable property by a subsidiary
25

Religare Global Asset Management

Financial Performance
Lending

RGAM Abridged Income Statement *

Business Update Obtained RBI approval during Q4FY11 for acquiring Landmark Partners LLC, USA; transaction has since been completed Leveraging distribution capabilities: facilitated raising of US$ 105 mn from Japanese retail investors for Indian mid- and small-cap strategy funds being advised by RAMC

Broking Equities

QOQ Change

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses EBITDA Interest and Finance Charges Depreciation PBT PAT PAT After Minority Interest

FY11 334 1 335 0 144 101 245 90 70 1 19 13 -26

Q4FY11 250 1 250 0 107 86 193 58 55 0 3 4 -24

Q3FY11 84 0 84 0 37 15 52 32 14 1 17 9 -1

(%) 198% 194% 198% nm 192% 466% 270% 80% 284% nm -84% -52% nm

Investment Banking

Global Asset Mgmt.

Asset Mgmt. India

Broking Comm.

* Consolidated income statement of Religare Global Asset Management inc., incorporating Northgate Capital from date of acquisition
26

Table of Contents

Section I : Q4 and FY11 Highlights Section II : Performance of Key Subsidiaries Appendix 1: Performance of Other Subsidiaries and JVs Appendix 2: Subsidiary and JV Balance Sheets

27

Religare Insurance Broking

Financial Performance
RIBL Abridged Income Statement

YOY Change

QOQ Change Q4FY11 Q3FY11 36 7 43 1 15 45 1 46 1 27 (%) -19% 759% -6% -32% -44% Q4FY10 82 0 82 2 28

YOY Change (%) -56% nm -47% -56% -45%

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses

FY11 165 8 173 5 86

FY10 218 0 218 8 257

(%) -25% nm -21% -34% -66%

Administrative and Other Expenses

Total Expenses EBITDA Interest and Finance Charges Depreciation PBT PAT

130
222 -49 16 13 -77 -77

202
467 - 248 48 32 - 328 - 328

-36%
-53% nm -68% -60% nm nm

20
36 7 5 3 -0 -0

41
69 - 23 4 3 - 30 - 30

-51%
-48% nm 20% -7% nm nm

43
73 8 6 7 -5 -5

-54%
-51% -15% -20% -64% nm nm

28

Religare Macquarie Wealth Management

Focus on high fee generating clients and diversification of product suite
Client acquisition continues, emphasis on improving wallet-share
No. of Clients

Consistent growth in AUM CQGR of 28% over the last one year
(` bn) Total AUM

CQGR
+14% +28%

2,520

3,161
8.0

3,834

3,886

4,191
15.6 11.1

20.7

21.5

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

Relationship Managers
No. of RMs

192 151

186

186

163

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

29

Religare Macquarie Wealth Management

Financial Performance
RMWM Abridged Income Statement*

YOY Change

QOQ Change (%) 9% 400% 12% 43% -21% 16% -10% nm 53% 8% nm nm

YOY Change

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses EBITDA Interest and Finance Charges Depreciation PBT PAT

FY11
319 5 324 8 516 205 729 -405 0 21 -426 -426

FY10
298 2 300 2 324 158 483 -183 0 19 -202 -202

(%) Q4FY11 Q3FY11 7% 147% 8% 301% 59% 30% 51% nm 15% 11% nm nm 88 3 91 3 107 60 170 -79 0 5 -84 -84 81 1 81 2 136 52 190 -108 0 5 -113 -113

Q4FY10
110 1 111 0 112 54 166 -55 0 5 -60 -60

(%) -20% 462% -18% 968% -5% 12% 2% nm nm 6% nm nm

* Financials reflect 100% of the company

30

AEGON Religare Life Insurance

Industry stabilizing post regulatory changes
Strong growth in customer base
(000s) No. of Customers

Building a balanced distribution mix Steady increase in customer base

Corporate Agents & Brokers
17%

+25%
114 151

Agency Distribution

36%

63

77

95

26% Q2 FY11 18.9 Q3 FY11 21.7 Q4 FY11 21% 42.2 Direct Channel

Religare Businesses

Q4 FY10 000s of Policy Issued 24.7

Q1 FY11 10.3

New business premium increased 146% YOY and over 74% QOQ
(` mn) Single Renewal First year premium 1,866 188 588 852 93 28 731 Q4 FY10 749 153 572 Q2 FY11 846 5 313 528 Q3 FY11 Q4 FY11

Share Capital
(` bn) 8.2 7.0 5.7 1.1 4.7
1.3 1.2

Fresh Capital 8.2 0.0

Existing Capital 9.5

1.3

425 83 20 321 Q1 FY11

24

1,091

5.7

7.0

8.2

8.2

31-Mar-10

30-Jun-10

30-Sep-10

31-Dec-10

31-Mar-11

31

AEGON Religare Life Insurance

Financial Performance
ARLI Abridged Income Statement*

YOY Change

QOQ Change
Q4FY11 1,857 -16 1,841 1,447 671 Q3FY11 832 82 914 704 448 (%) 123% nm 101% 106% 50% Q4FY10 840 38 878 715 326

YOY Change (%) 121% nm 110% 102% 106%

(` mn)
Income from Operations Other Income Total Income Operating Expenses Personnel Expenses Administrative and Other Expenses Total Expenses EBITDA Interest and Finance Charges Depreciation PBT PAT
* Financials reflect 100% of the company

FY11 3,850 377 4,227 3,344 1,901

FY10 1,648 188 1,836 1,383 1,051

(%) 134% 100% 130% 142% 81%

1,908
7,152 -2,925 9 268 -3,202 -3,202

1,487
3,921 -2,085 6 250 -2,340 -2,340

28%
82% nm 58% 7% nm nm

709
2,827 -986 3 67 -1,056 -1,056

426
1,578 -664 2 67 -733 -733

66%
79% nm 32% 1% nm nm

577
1,618 -740 2 69 -812 -812

23%
75% nm 64% -3% nm nm

32

Table of Contents

Section I : Q4 and FY11 Highlights Section II : Performance of Key Subsidiaries Appendix 1: Performance of Other Subsidiaries and JVs Appendix 2: Subsidiary and JV Balance Sheets

33

Subsidiary and JV Balance Sheets (1/5)

RFL Abridged Balance Sheet RSL Abridged Balance Sheet

(` mn)

As at March 31, 2011

(` mn)

As at March 31, 2011

Share Capital Reserves and Surplus Loan Funds Total Liabilities

1,733 14,368 90,109 106,210

Share Capital Reserves and Surplus Loan Funds Total Liabilities

395 3,879 9,063 13,337

Fixed Assets
Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

796
1,572 82 103,761

Fixed Assets Investments

622 2,361

Deferred Tax Assets (Net)

Net Current Assets Total Assets

59
10,295 13,337

106,210

34

Subsidiary and JV Balance Sheets (2/5)

RCL Abridged Balance Sheet RIBL Abridged Balance Sheet

(` mn)

As at March 31, 2011

(` mn)

As at March 31, 2011

Share Capital Reserves and Surplus Loan Funds Total Liabilities

20 233 136 389

Share Capital Reserves and Surplus Loan Funds Total Liabilities

555 -487 112 180

Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

34 10 8 337 389

Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

43 18 118 180

35

Subsidiary and JV Balance Sheets (3/5)

RCML India Abridged Balance Sheet RCML Overseas Abridged Balance Sheet

(` mn)

As at March 31, 2011

(` mn)

As at March 31, 2011

Share Capital Reserves and Surplus Loan Funds Total Liabilities

1,478 5,446 2,429 9,353

Share Capital

6,596

Reserves and Surplus

Loan Funds Total Liabilities

-3,384
8,289 11,502

Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

92 6,627 4 2,630 9,353

Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

8,438 395 0 2,668 11,502

36

Subsidiary and JV Balance Sheets (4/5)

RAMC Abridged Balance Sheet RGAM Abridged Balance Sheet

(` mn)

As at March 31, 2011

(` mn) Share Capital

As at March 31, 2011

0.01 1,024 3,133 3 4,160

Share Capital Reserves and Surplus Loan Funds Total Liabilities Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

603 -344 259 38 136 85 259

Reserves and Surplus Loan Funds Minority Interest Total Liabilities

Fixed Assets
Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

3,947
-3 216 4,160

37

Subsidiary and JV Balance Sheets (5/5)

RMWM Abridged Balance Sheet*

ARLI Abridged Balance Sheet*

(` mn)

As at March 31, 2011

(` mn)

As at March 31, 2011

Share Capital Reserves and Surplus Loan Funds Total Liabilities Fixed Assets Investments Deferred Tax Assets (Net) Net Current Assets P&L (Dr. Bal.) Total Assets

1,150 200 1,350 70 181 105 994 1,350

Share Capital
Reserves and Surplus Policyholders Funds Funds for Discontinued Policies Total Liabilities

9,500
-7,343 4,541 6,698

Fixed Assets
Investments Deferred Tax Assets (Net) Net Current Assets Total Assets

216
6,441 41 6,698

* Financials reflect 100% of the company

38

Thank You

39