STATEMENT OF AUDITED FINANCIAL RESULTS FOR THE HALF YEAR ENDED 30TH SEPTEMBER, 2014

SELECT INFORMATION FOR THE QUARTER AND HALF YEAR ENDED 30TH SEPTEMBER, 2014

Part - I

Part - II

Particulars

STANDALONE CONSOLIDATED

CONSOLIDATEDSTANDALONE

Rs. in Lacs

Income from Operations1

2

3456789

1011

Expenses: a) Employee bene�ts expenseb) Depreciation and amortization expensec) Loan provisions and write o�d) Other expensesTotal expenses

Pro�t from operations before other income and �nance costs (1-2) Other income Pro�t from ordinary activities before �nance costs (3+4)Finance costs Pro�t from ordinary activities before tax (5-6)Tax expense Net pro�t after taxes for the period / year (7-8)Minority interest Net pro�t after taxes and minority interest (9-10)

Total Income from Operations

Quarter ended30th Sep 2014

(Unaudited)30th Sep 2014

(Audited)30th June 2014

(Unaudited)30th Sep 2013

(Unaudited)30th Sep 2013

(Audited)31st March 2014

(Audited)

Half year ended Year ended

Quarter ended

30th Sep 2014 30th Sep 201430th June 2014 30th Sep 2013 30th Sep 2013 31st March 2014

Half year ended Year ended Quarter ended

30th Sep 2014 30th Sep 201430th June 2014 30th Sep 2013 30th Sep 2013 31st March2014

Half year ended Year ended

Quarter ended30th Sep 2014

(Unaudited)30th Sep 2014

(Audited)30th June 2014

(Unaudited)30th Sep 2013

(Unaudited)30th Sep 2013

(Audited)31st March 2014

(Audited)

Half year ended Year ended

Paid-up equity share capital (face value of Rs.2/- each) ReservesEarnings per share # a) Basic (Rs.) b) Diluted (Rs.)

121314

# Earnings per share for the interim period is not annualised.

Particulars

Public Shareholding - Number of shares - Percentage of shareholdings Promoters and Promoter Group shareholding :a) Pledged / encumbered- Number of shares - Percentage of shares (as a % of the total shareholding of Promoter and Promoter Group) - Percentage of shares (as a % of the total share capital of the Company) b) Non-encumbered - Number of shares - Percentage of shares (as a % of the total shareholding of Promoter and Promoter Group) - Percentage of shares (as a % of the total share capital of the Company)

27267977147.94%

- - -

296085189100.00%

52.06%

27251916447.91%

- - -

296245796100.00%

52.09%

27196670347.82%

- - -

296798257100.00%

52.18%

27267977147.94%

- - -

296085189100.00%

52.06%

27196670347.82%

- - -

296798257100.00%

52.18%

27231745947.88%

- - -

296447501100.00%

52.12%

27267977147.94%

- - -

296085189100.00%

52.06%

27251916447.91%

- - -

296245796100.00%

52.09%

27196670347.82%

- - -

296798257100.00%

52.18%

27267977147.94%

- - -

296085189100.00%

52.06%

27196670347.82%

- - -

296798257100.00%

52.18%

27231745947.88%

- - -

296447501100.00%

52.12%

PARTICULARS OF SHAREHOLDINGA

1

2

Particulars Quarter ended 30th Sep 2014

B INVESTOR COMPLAINTSPending at the beginning of the quarterReceived during the quarterDisposed o� during the quarterRemaining unresolved at the end of the quarter

-99-

AUDITED STATEMENT OF ASSETS AND LIABILITIES

Particulars

STANDALONE CONSOLIDATED

As at 30thSep

As at 30thSep

As at 31stMarch

As at 30thSep

As at 30thSep

As at 31stMarch

2014 2013 2014 2014 2013 2014

EQUITY AND LIABILITIES

ASSETS

Shareholders' funds a) Share Capital b) Reserves and Surplus Sub-total - Shareholders' funds

Minority Interest

Non-current liabilities a) Long-term borrowings b) Other Long-term liabilities c) Long term provisions Sub-total - Non-current liabilities

Current liabilities a) Short-term Borrowings b) Trade payables c) Other current liabilities d) Short term provisions

Sub-total - Current liabilities

TOTAL - EQUITY AND LIABILITIES

Non-current assets a) Fixed assets b) Goodwill on consolidation c) Non-current investments d) Deferred tax assets (Net) e) Long-term loans and advances f ) Other non-current assets

Rs. in Lacs

A

B

1

2

3

4

1

2

Sub-total - Current Assets

TOTAL - ASSETS

Sub-total - Non-current assets

Current Assets a) Current investments b) Trade receivables c) Cash and bank balances d) Short-term loans and advances e) Other current assets

For and on behalf of the Board of DirectorsMahindra & Mahindra Financial Services Ltd.

Sd/-Ramesh Iyer

Managing DirectorDate 22nd October, 2014Place Mumbai

::

The above �nancial results for the quarter and half year ended 30th September, 2014 have been reviewed by the Audit Committee and subsequently approved by the Board of Directors of the Company at its meeting held on 22nd October, 2014.

The results for the half year ended 30th September, 2014 have been subject to an "Audit" and the results for the quarter ended 30th September, 2014 have been subject to a "Limited Review" by the Statutory Auditors of the Company.

The Consolidated �nancial results include the results of the subsidiaries Mahindra Insurance Brokers Ltd. (85%), Mahindra Rural Housing Finance Ltd. (87.50%), Mahindra Business & Consulting Services Private Ltd. (100%), Mahindra Asset Manage-ment Company Private Limited (100%), Mahindra Trustee Company Private Limited (99.99%) and �nancial results of a (49%) Joint Venture company, Mahindra Finance USA LLC, in the United States.

The Company is engaged primarily in the business of �nancing and accordingly there are no separate reportable segments as per Accounting Standard 17 dealing with Segment Reporting.

The Company has complied with the prudential guidelines issued by the Reserve Bank of India in respect of Income Recognition and Provision for Non-Performing Assets.

The Board of Directors of the Company and its wholly owned subsidiary, Mahindra Business & Consulting Services Private Ltd. (MBCSPL) have approved a Scheme of Amalgamation of MBCSPL with the Company at its meeting held on 22nd October, 2014. The appointed date for the proposed Scheme is 1st April, 2014. Pending sanction of the Hon'ble High Courts and other approvals, no e�ect has been given in the �nancial results for the quarter and half year ended 30th September, 2014.

During the quarter ended 30th September, 2014, the Company has made following investments :

i) Rs.1118.06 lacs equivalent to US $ 1.86 million being additional investment in Mahindra Finance USA LLC, a Joint Venture company formed jointly with De Lage Landen Financial Services Inc. in the United States (half year ended 30th September, 2014 Rs.1575.62 lacs equivalent to US $ 2.62 million).

ii) Rs. 2190.00 lacs in Mahindra Rural Housing Finance Ltd., its subsidiary, being additional investment by payment of �nal call money at Rs.12.50 per equity share (including premium of Rs.7.50 per Equity share) on 1,75,20,003 partly paid up Equity shares of Rs.10/- each for cash at a premium of Rs.15/- per Equity share isued on a rights basis in May 2013 (half year ended 30th September, 2014 Rs.2190.00 lacs).

iii) Rs.10.00 lacs being additional investment in Mahindra Asset Management Company Private Limited, its subsidiary, by subscription to 1,00,000 equity shares of face value of Rs.10/- each, fully paid up, on a rights basis (half year ended 30th September, 2014 Rs.10.00 lacs).

Pursuant to the Companies Act, 2013 (the "Act") becoming e�ective from 1st April, 2014, the Company has recomputed the depreciation based on the useful life of the assets as prescribed in Schedule II of the Act. This has resulted in additional charge of depreciation of Rs.350.30 lacs for the quarter ended 30th September, 2014 (quarter ended 30th June, 2014 Rs.448.14 lacs and half year ended 30th September, 2014 Rs.798.44 lacs). Further, as per the transitional provision, carrying value of assets of Rs. 317.77 lacs (net of Deferred tax of Rs. 163.62 lacs) is adjusted in the opening balance of retained earnings in respect of assets where the remaining useful life is NIL as at 1st April, 2014.

In the standalone results, Other expenses for the quarter ended 30th September, 2014 includes Rs.18.29 lacs (quarter ended 30th June, 2014, 30th September, 2013 : Rs.232.30 lacs and Rs. 4513.32 lacs respectively; half year ended 30th September, 2014, 30th September, 2013 and year ended 31st March, 2014 : Rs.250.59 lacs, Rs.8693.23 lacs and Rs.15011.59 lacs respectively) incurred towards professional fees for manpower services provided by Mahindra Business & Consulting Services Private Ltd. During the quarter, in addition to some of the employees already transferred up to the end of previous quarter, all the remaining employees have been transferred on the payrolls of the Company and the cost of these employees of Rs.3936.02 lacs for the quarter ended 30th September, 2014 (quarter ended 30th June, 2014 Rs.3374.27 lacs, half year ended 30th September, 2014 Rs.7310.29 lacs and year ended 31st March, 2014 Rs. 2237.26 lacs) is included in employee bene�ts expense.

Previous period/year �gures have been regrouped / reclassi�ed, wherever found necessary, to conform to current period/year classi�cation.

1)

2)

3)

4)

5)

6)

7)

8)

9)

10)

Notes :

127512.73

127512.73

10841.90

1115.7222495.2110735.54

45188.37

82324.36785.88

83110.2459491.45

23618.798131.00

15487.79 -

15487.79

2.75

2.72

135367.04

135367.04

11741.89

1007.7518416.0812464.89

43630.61

91736.431520.75

93257.1861675.85

31581.3310872.03

20709.30 -

20709.30

3.67

3.64

120314.49

120314.49

7013.95

582.4612619.3114899.37

35115.09

85199.40957.11

86156.5152526.11

33630.4011514.00

22116.40 -

22116.40

3.93

3.89

229560.97

229560.97

12938.48

1206.5025141.0628993.00

68279.04

161281.931561.91

162843.84100138.6162705.2321467.00

41238.23 -

41238.23

11263.49

7.327.25

262879.77

262879.77

22583.79

2123.4740911.2923200.43

88818.98

174060.792306.63

176367.42121167.3055200.1219003.03

36197.09 -

36197.09

11277.75

6.426.36

128579.88

128579.88

12079.33

625.5712858.9712841.63

38405.50

90174.38487.86

90662.2454774.58

35887.6612356.48

23531.18281.45

23249.73

4.134.09

245047.84

245047.84

23371.94

1288.0925873.9824405.21

74939.22

170108.621085.42

171194.04104250.2766943.7722956.71

43987.06432.12

43554.94

11263.49

7.737.66

284437.33

284437.33

27548.13

2326.1942219.0225715.31

97808.65

186628.681488.73

188117.41127738.5760378.8421042.06

39336.78450.46

38886.32

11277.75

6.906.84

527522.73

527522.73

49450.51

2608.0551898.4251849.11

155806.09

371716.642532.55

374249.19228096.44

146152.7549675.33

96477.421035.28

95442.14

11270.50518099.02

16.9516.78

492163.21

492163.21

29733.41

2429.6250578.5759180.56

141922.16

350241.053137.24

353378.29218801.45

134576.8445854.09

88722.75 -

88722.75

11270.50498151.10

15.7515.60

137676.74

137676.74

13269.66

1223.2523252.4711907.60

49652.98

88023.76760.30

88784.0662610.98

26173.089029.88

17143.20192.28

16950.92

3.012.98

146760.59

146760.59

14278.47

1102.9418966.5513807.71

48155.67

98604.92728.43

99333.3565127.59

34205.7612012.18

22193.58258.18

21935.40

3.893.86

11263.49475592.21

486855.70

-

1409543.4221523.9134843.08

1465910.41

358128.2743125.60

544869.5047819.14

993942.51

2946708.62

11260.95 -

45520.8924458.72

1457496.6814412.61

1553149.85

2000.00968.31

31874.151351111.22

7605.09

1393558.77

2946708.62

11277.75534181.11

545458.86

-

1543986.9227715.9131878.17

1603581.00

393232.5947789.19

698164.6781990.44

1221176.89

3370216.75

10572.92 -

62921.4835173.23

1608125.663217.00

1720010.29

4595.33542.85

60419.081577722.23

6926.97

1650206.46

3370216.75

11270.50498151.10

509421.60

-

1690318.8827641.8231801.27

1749761.97

124428.3643785.76

649114.9190059.68

907388.71

3166572.28

11953.34 -

52627.5931506.64

1577945.5213593.00

1687626.09

34289.131435.36

55328.881383752.32

4140.50

1478946.19

3166572.28

11263.49491603.65

502867.14

3044.67

1514123.1221548.5436295.72

1571967.38

395993.1343932.31

581649.5149380.28

1070955.23

3148834.42

12052.56 4.05

31347.8825000.83

1606352.1714472.61

1689230.10

2000.001543.36

33623.101414888.34

7549.52

1459604.32

3148834.42

11277.75556358.06

567635.81

4183.73

1709435.4227777.1534064.13

1771276.70

432394.3749124.16

753106.3184566.62

1319191.46

3662287.70

11422.64 4.05

44408.8335615.09

1840453.133277.00

1935180.74

4595.331072.20

61840.621652752.76

6846.05

1727106.96

3662287.70

11270.50518099.02

529369.52

3647.83

1825376.5727701.5633309.64

1886387.77

151027.6045074.04

698126.6092116.10

986344.34

3405749.46

12867.30 4.05

37895.5632535.84

1772994.0813643.00

1869939.83

34289.132289.90

57043.281438062.21

4125.11

1535809.63

3405749.46