Credit Opinion: Yes Bank Limited

Credit Opinion: Yes Bank Limited Global Credit Research - 17 Sep 2015 Mumbai, India Ratings Category Moody's Rating Outlook Stable Bank Deposits Baa3/P-3 Baseline Credit Assessment ba1 Adjusted Baseline Credit Assessment ba1 Issuer Rating Baa3 Contacts Analyst Phone Srikanth Vadlamani/Singapore 65.6398.8336 Stephen Long/Hong Kong Daphne Cheng/Singapore 852.3758.1306 65.6398.8339 Key Indicators Yes Bank Limited (Unconsolidated Financials)[1] [3]3-11 [2]3-15 [2]3-14 [3]3-13 [3]3-12 Avg. Total Assets (INR billion) 1,355.1 1,086.0 988.4 734.1 588.4 [4]23.2 Tangible Common Equity (INR billion) 116.8 71.2 58.1 46.8 Total Assets (USD billion) 21.7 18.2 18.2 14.4 13.2 [4]13.2 37.9 [4]32.5 Tangible Common Equity (USD billion) 1.9 1.2 1.1 0.9 0.9 [4]21.7 Problem Loans / Gross Loans (%) Tangible Common Equity / Risk Weighted Assets (%) 0.4 11.3 0.3 8.1 0.2 7.4 0.2 7.8 0.2 7.8 [5]0.3 [6]9.7 Reserve) (%) Problem Loans / (Tangible Common Equity + Loan Loss 2.5 2.3 1.5 1.7 2.0 [5]2.0 Net Interest Margin (%) 3.0 2.7 2.7 2.5 2.7 [5]2.7 PPI / Average RWA (%) Net Income / Tangible Assets (%) 3.4 1.5 3.1 1.5 3.1 1.3 2.8 1.3 3.1 1.2 [6]3.2 [5]1.4 Cost / Income Ratio (%) Market Funds / Tangible Banking Assets (%) 41.3 18.4 39.4 19.4 38.4 18.7 37.7 18.0 36.3 [5]38.6 10.9 [5]17.1 Liquid Banking Assets / Tangible Banking Assets (%) 27.8 26.2 28.0 27.0 Gross Loans / Total Deposits (%) 83.1 75.2 70.3 77.4 24.2 [5]26.6 75.0 [5]76.2 Source: Moody's [1] All figures and ratios are adjusted using Moody's standard adjustments [2] Basel III - fully-loaded or transitional phase-in; LOCAL GAAP [3] Basel II; LOCAL GAAP [4] Compound Annual Growth Rate based on LOCAL GAAP reporting periods [5] LOCAL GAAP reporting periods have been used for average calculation [6] Basel III - fullyloaded or transitional phase-in & LOCAL GAAP reporting periods have been used for average calculation Opinion SUMMARY RATING RATIONALE Yes Bank Limited's Baa3 / Prime-3 foreign currency deposit ratings are underpinned by the bank's standalone

credit strength, and also takes into account the introduction of the new methodology, including our basic Loss Given Failure (LGF) analysis, where creditors are not presumed to absorb losses, since no operational resolution regime is in place. Yes Bank's baseline credit assessment (BCA) of ba1 reflects the bank's sound asset quality, consistent profitability, and small but rapidly growing franchise when compared with its Indian banking sector peers. For the past four years (March 2011 - March 2015), Yes Bank has increased its loan book at a compound annual growth rate (CAGR) of 22%, while maintaining one of the lowest non-performing loan (NPL) ratios among the Indian rated banks. Its gross NPL ratio was 0.41% at end-march 2015, from 0.31% a year ago. Yes Bank has actively written-off NPLs while building a loan loss reserve buffer. The specific provision buffer -- at 72% of gross NPLs at end March 2015 -- was partly the result of Yes Bank's pre-provision income (PPI). In FY2015, PPI as a proportion of average risk-weighted assets (RWA) was high, at 3.6%. At Q1 FY2016, reported Tier 1 ratio declined slightly to 10.9% from 11.5% in the previous quarter due to a 9% increase in RWA. Tier 1 ratio including retained earnings stood at 11.4%. The bank's BCA also reflects potential weaknesses in Yes Bank's funding and liquidity profile. While the bank maintained an adequate loans to customer deposit ratio of 84% at end-june 2015, its higher reliance on corporate deposits relative to its peers creates risks in volatile markets. While the bank has been actively increasing its retail deposits, its current level of low-cost deposits remains below the domestic peer average. As Yes Bank expands its retail presence, it could encounter operating challenges. As at end-june 2015, the bank's network consisted of 662 branches and 1,277 ATMs. RATING DRIVERS - Rapidly expanding franchise, with predominant focus on corporate lending - Higher dependence on corporate deposits relative to peers, but growing retail deposit base - High profitability and focus on efficiency - Sound buffers that are able to absorb additional asset quality weakness - Adequate capitalization, given rapid loan growth - High probability of government support resulting in one-notch uplift from BCA for deposits RATING OUTLOOK The bank's deposit ratings have a stable outlook. The bank's BCA incorporates our expectation of relative stability in its fundamentals and as such we do not expect to raise the BCA over the medium term. WHAT COULD CHANGE THE RATING - UP Yes Bank's deposit ratings could be upgraded if the India sovereign rating (Baa3, positive) is upgraded. Upward pressure on the BCA could develop if (1) the bank's funding profile improves, for example, by growing its proportion of current and savings accounts (CASA) to total deposits, to be in line with the 35% average for the industry, without adversely affecting its NIMs, and (2) the bank maintains current asset quality ratios, sound profitability and adequate coverage, while moderating loan growth. WHAT COULD CHANGE THE RATING - DOWN A downward revision of the sovereign rating could also lead to a downgrade in the bank's deposit ratings. Downward pressure on Yes Bank's BCA could develop from: (i) A sustained deterioration in impaired loans or loan loss reserves, or a rate of new non-performing loan (NPL) formation significantly higher than previously experienced, and/or (ii) A decline in earnings leading to a significant decrease in internal capital generation. DETAILED RATING CONSIDERATIONS

The financial data in the following sections are sourced from Yes Bank's financial statements unless otherwise stated. YES BANK'S BCA IS SUPPORTED BY ITS MODERATE MACRO PROFILE Primarily a domestic bank, Yes Bank's Macro Profile is aligned with that of the sovereign at Moderate. Despite a moderate cyclical recovery in economic growth, high inflation and high interest rates prevent India's economy from rebounding to the average 8% growth rate experienced in the decade from 2002 to 2012. Aggressive reforms by the new Modi government could resolve many structural issues, but at least 12 to 18 months would be required for reforms to have a positive effect on the real economy. At the same time, high domestic savings rates and sound liquidity in the banking system continue to support Indian bank ratings. Credit conditions in India reflect a rapid increase in corporate leverage, partially offsetting a low level of banking penetration relative to the overall economy. The corporate sector remains burdened by the effects of high growth in corporate lending. While growth in corporate lending has recently slowed, many leveraged corporate borrowers have seen earnings decline, relative to debt servicing requirements, due to weak macroeconomic growth. Funding remains a credit strength for Indian banks. Although loan growth in India will continue to be relatively rapid, the country's high household savings rate - which has averaged 23% of GDP over the past decade and a half - means that retail deposits also reliably show strong growth. Public-sector banks, which exhibit weaker asset quality and capital metrics, represent more than 70% of total banking-system assets. The government has policies which require banks to direct a portion of new loans to targeted segments, which are known as priority sectors. All banks must comply with priority sector lending requirements. Nevertheless, we do not make any adjustments for industry structure, given the fact that many banks (especially the private sector banks) have performed well, despite priority sector lending requirements. RAPIDLY EXPANDING FRANCHISE, FOCUSING ON CORPORATE BANKING Yes Bank is a new generation private-sector bank, which received a banking license from the Reserve Bank of India (RBI) and launched operations in May 2004 as a wholesale bank with mainly corporate loans and liabilities. The bank rapidly expanded its corporate loan book during the 2008-09 global financial crisis, and built a strong corporate banking unit. Since then, it has focused on developing its capacity to cross-sell a wide range of corporate products, while growing its retail and small- and medium-enterprise (SME) sized customer platforms. The bank's strategy is to build a diversified corporate loan book, targeting high-quality corporate credits across a range of industries. It believes that its financial advisory capabilities and diversified product offerings will enable it to compete with other private sector banks for top-tier credits. From FY2011 to FY2015, Yes Bank maintained a CAGR of around 22% in loans and 19% in deposits. For Q1 FY2016, year-on-year loan growth stood at 35%. The bank expects to grow its business in the agriculture and food; SME, micro SME and retail; pharmaceutical, life sciences, healthcare; and light engineering. Yes Bank's largest exposures are to large corporates, which accounted for 68% of its loan book at end-june 2015, with the remaining 32% consisting of loans to retail; SME, micro SME and loans to mid-corporates. While the bank lends to a broad variety of industrial sub-sectors, it does have relatively high concentration in its top 20 advances, which accounted for 194% of its Tier 1 capital in FY2015 (FY2014: 267%). The concentration levels has eased as a result of the increase in Tier I capital, post-qip. SOUND BUFFERS ABLE TO ABSORB ADDITIONAL ASSET QUALITY WEAKNESS Yes Bank has maintained low gross NPL ratios and aggressively written-off new problem loans, maintaining its gross NPL ratio at 0.41% as of end-march 2015. We adjust its Asset Risk score to baa2, reflecting the aboveindustry loan growth. The bank's aggressive write-off policy also contributes to its low NPL ratio. Yes Bank's NPL ratio increased to 0.46% as of Q1 FY2016. On a nominal basis, total NPLs had risen 86% to INR3.7 billion from INR 2.0billion in the same corresponding period. Nevertheless, the current gross NPL ratio of 0.46% is still below the 0.68% seen as of end-march 2009, which was the highest ratio recorded in the last five years. Restructured loans as a percentage of gross loans increased to 0.71% (INR5.7 billion) as of end-june 2015 from

0.19% (INR1.1 billion) a year ago. The bank monitors both individual borrowers and sectors on a portfolio basis and uses a range of parameters to identify potential problem accounts, including the movement of current assets, cash flow indicators, and news flow. Relationship managers and business segment heads are jointly responsible for flagging accounts with stress indicators and conducting further reviews. Yes Bank sets limits for each sector, which are reviewed periodically. Yes Bank's client base is mostly corporates. Corporate leverage has increased dramatically over the past three years, and the sector now faces increased credit risk owing to higher refinancing costs and weaker domestic market conditions. Yes Bank has mitigated this risk by reducing infrastructure lending, structuring loans to secure cash flow, and prioritizing loans for working capital to provide more control over borrowers' liquidity situations. Nevertheless, the corporate sector has already undergone some restructuring and additional weakness is probable. ADEQUATE CAPITALIZATION BUT MAY TURN WEAKER THAN REGIONAL PEERS IN LIGHT OF RAPID GROWTH Although Yes Bank's level of capital supports its rating, its capital is consumed quickly by the bank's rapid expansion. At Q1 FY2015, Yes Bank's Tier 1 ratio had improved significantly to 12.2%, following a qualified institutions placement (QIP) which raised INR 29.42 billion (USD500 million) in Tier 1 capital. However, at Q1 FY2016, Tier 1 ratio, including retained earnings fell to 10.9%. Yes Bank has a high level of internal capital generation, with net income as a percentage of average RWA at around 2.2% in FY2015. Since raising equity in 2010, the bank has primarily relied on earnings to maintain a Tier 1 ratio of over 9.5%. In the current environment, a key risk to Yes Bank's capitalization includes an increase in NPLs, exceeding the bank's ability to absorb bad assets through earnings and existing provisions. However, the bank has a proven track record in raising fresh equity both domestically and internationally, as demonstrated by its QIP in FY2015. We assign a ba3 Capital score to the bank, to reflect our assessment the bank would be able to raise capital from the market with relative ease compared to other Indian banks. HIGH PROFITABILITY SUPPORTED BY SOUND MARGINS AND FOCUS ON EFFICIENCY Following rate increases in the first half of FY2014, Yes Bank's reported NIM decreased slightly to 2.9% in Q2FY2014, down from 3.0% in Q4FY2013. Although 74% of Yes Bank's loans had floating rates, the increase in deposit costs had not been fully offset by the increase in yields on its advances in Q2FY2014. Nevertheless, Yes Bank managed to maintain its FY2014 reported NIM at 2.9%, similar to its FY2013 NIM. At FY2015, reported NIM improved further to 3.2%. Yes Bank's reported NIM remains lower than the 3.9% average reported by our three other rated Indian private sector bank peers in FY2015. Nevertheless, Yes Bank continues to generate strong earnings relative to its Indian bank peers with a PPI as a percentage of average RWA of 3.6% in FY2015 and a net income as a percentage of average RWA of 2.2% in FY2015. Despite a relatively low NIM, Yes Bank's earnings have expanded owing to steady loan growth and strong fee income, as reflected by our Profitability score of baa2. Yes Bank increased its non-interest income by 19% yearon-year, representing 37% of total income in FY2015, based on wholesale banking and capital markets activity. In FY2015, its financial advisory services, which include investment banking and corporate finance services, continued to represent the largest component of its fees at 42% of total fee income. Nevertheless, growth in fee income was also derived from the other segments: retail banking (accounting for 14% of fee income and growing 37% year-on-year) and transaction banking (27% and 30% respectively). On a net income basis, Yes Bank benefits from a low cost-to-income ratio of around 40% for FY2015. HIGHER DEPENDENCE ON CORPORATE & OTHER DEPOSIT RELATIVE TO PEERS BUT GROWING RETAIL DEPOSIT BASE Yes Bank finances its assets primarily through deposits, with customer and bank deposits accounting for 67% of its balance sheet (excluding other liabilities) and borrowings accounting for 19%, as of March 2015. Yes Bank's deposit profile is weighted towards deposits from mid and large corporate, institutions and government

corporations and wholesale certificate of deposits, which in total accounted for 49% of total deposits. In addition, a relatively low 23% of deposits are composed of `sticky' low-cost retail deposits. This compares with an average CASA ratio of around 35% for Indian banks. The remaining 28% of deposits comprise of retail term deposits. While the bank's current level of low-cost deposits remains below the domestic peer average, it has been building up its CASA deposits as well as increasing its branch network. In addition to branch expansion, Yes Bank leverages on its corporate and institutional relationships to generate deposits by opening employee accounts. Yes Bank's funding profile was tested in July 2013, following RBI policies to reduce short-term liquidity. Despite these pressures, Yes Bank managed to sustain deposit growth through the period, indicating some resilience to short (one to three months) periods of tighter liquidity. The bank's low reliance on large deposits and sound liquidity in the banking system also provide some mitigation. Moreover, the bank's ability to raise rates and continue growing deposits indicates that the long-term impact of tighter liquidity may be primarily felt through its margins. The bank's loan-to-deposit ratio was 84% as of end-june 2015 compared to 78% a year earlier due to robust loan growth. The bank, has demonstrated its ability to raise long tenor funding (with maturities over 5 years) from multilateral and bilateral institutions. We expect Yes Bank to continue looking at such liabilities raising to improve its funding profile. Our Funding Structure score of ba2 reflects the bank's smaller deposit base. Since January 2015, RBI has mandated all banks to adhere to the liquidity coverage ratio (LCR) rules which seek to ensure that banks have enough high-quality liquid assets to withstand a 30-day liquidity stress scenario. The LCR will be introduced in a phased manner starting with a minimum requirement of 60% from 1 January 2015 and reaching minimum 100% on 1 January 2019. For the quarter ending 31 March 2015, Yes Bank's LCR was 80.3%. We assign a Liquid Resources score of baa3 to reflect the bank's exposure to the Indian government (Baa3 positive) through the mandatory holdings of government securities. NOTCHING CONSIDERATIONS GOVERNMENT SUPPORT Moody's assessment of the high probability of support to Yes Bank in the event of financial distress considers Yes Bank's modest but growing market share and its relative importance to India's banking system, as the fifth-largest bank in the private sector. The support assumptions result in a one-notch uplift to the deposit rating of Baa3. Rating Factors Yes Bank Limited Macro Factors Weighted Macro Profile Moderate Financial Profile Factor Historic Ratio Macro Adjusted Score Solvency Asset Risk Problem Loans / Gross Loans Credit Trend Assigned Score Key driver #1 Key driver #2 0.4% a2 baa2 Loan growth Quality of assets Capital TCE / RWA 11.3% ba1 ba3 Risk-weighted capitalisation Profitability Net Income / Tangible Assets 1.4% baa2 baa2 Earnings quality Expected trend

Combined Solvency Score baa2 ba1 Liquidity Funding Structure Market Funds / Tangible Banking Assets Liquid Resources Liquid Banking Assets / Tangible Banking Assets Combined Liquidity Score baa3 ba1 18.4% baa3 ba2 Market funding quality 27.8% baa3 baa3 Quality of liquid assets Deposit quality Financial Profile ba1 Qualitative Adjustments Adjustment Business Diversification 0 Opacity and Complexity 0 Corporate Behavior 0 Total Qualitative Adjustments 0 Sovereign or Affiliate constraint Scorecard Calculated BCA range Baa3 baa3 - ba2 Assigned BCA ba1 Affiliate Support notching 0 Adjusted BCA ba1 Instrument Class Loss Given Failure notching Additional notching Preliminary Rating Assessment Government Support notching Local Currency rating Foreign Currency rating Deposits 0 0 ba1 0 Baa3 Baa3 This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page on http://www.moodys.com for the most updated credit rating action information and rating history. 2015 Moody s Corporation, Moody s Investors Service, Inc., Moody s Analytics, Inc. and/or their licensors and affiliates (collectively, MOODY S ). All rights reserved. CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. AND ITS RATINGS AFFILIATES ( MIS ) ARE MOODY S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND CREDIT RATINGS AND RESEARCH PUBLICATIONS PUBLISHED BY MOODY S ( MOODY S PUBLICATIONS ) MAY INCLUDE MOODY S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL, FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY

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