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The Federal Bank Ltd.

AGM Information Aug 14, 2018

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RNS Number : 7820X

Federal Bank Ltd (The)

14 August 2018

Secretarial Department                                                                                                                                                                                                                                    

SDF-24/          /2018-19                                                                                  14th August 2018

The  London Stock Exchange Ltd

10, Patemoster Square,

London EC4M    7 LS

Dear Sir,

Sub : Voting Results of Eighty Sixth Annual General Meeting of The Federal Bank Limited  held on August 10, 2018

The Eighty Seventh Annual General Meeting of The Federal Bank Limited was held on August 10, 2018 at 10AM at Mahatma Gandhi Municipal Town Hall, Aluva, Ernakulam, Kerala-683101.

Submitting herewith the following details:

1.   Consolidated Scrutinizers report dated August 12, 2018 issued by Scrutinizer Mr. Sivakumar P, partner M/s. SVJS & Associates, Cochin, Company Secretary in Practice, pursuant to section 108 of the Companies Act, 2013  and Rules 20(4)(xii) of the Companies (Management and Administration)Rules, 2014.

2.   Voting Results as per Regulation 44 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

Kindly take the same on record. The above details are also hosted on the Bank's website www.federalbank.co.in     

Thanking you,

Yours faithfully,

Girish Kumar G

Company Secretary  

The Federal Bank Ltd. Registered Office: Federal Towers, P O Box No.103, Aluva, Kerala, India 683 101

E-mail: [email protected]| www.federalbank.co.inI Phone : 0484-2622263 fax:04842623119CIN: L65191KL1931PLC000368

COMBINED SCRUTINIZER REPORT FOR REMOTE E-VOTING AND POLL FOR

THE FEDERAL BANK LTD

To

Mr. Shyam Srinivasan

Managing Director

The Federal Bank Ltd.

Federal Towers, P B No. 103

Alwaye, Ernakulam,

Kerala - 683 101

87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD held on Friday, 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva.

Sub: Passing of Resolutions through Remote E-Voting and Poll conducted at the 87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD.

I, CS Sivakumar P., Company Secretary in Practice, holding Membership Number: FCS - 3050 and Certificate of Practice Number - 2210, Managing Partner, SVJS & Associates, Company Secretaries, 39/3525, Kasthubham, Manikkath Road, Ravipuram, Kochi, Kerala -682 016, have been appointed as Scrutinizer for the Remote Electronic Voting and for the purpose of the Poll taken on the below mentioned resolutions at the 87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368) held on Friday, 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva.

The Company had appointed National Securities Depository Limited (NSDL) as the Service Provider, for extending the facility for the remote electronic voting to the shareholders of the Company from Tuesday, the 07th day of August 2018 (09.00 A.M.) to Thursday, the 09th day of August 2018 (5.00 P.M.). Integrated Registry Management Services Private Limited is the Registrar and Share Transfer Agent of the Company. The remote e-voting results were unblocked by me on 11th August 2018 in the presence of two witnesses. For further details kindly refer my Scrutinizer report on remote e-voting dated 12th August 2018 attached herewith.

At the Annual General Meeting, the Company facilitated the members present in the meeting who could not participate in the remote e-voting to cast their votes through poll process. For details kindly refer to my Scrutinizer report in MGT 13 dated 11th August 2018 attached herewith.

The result of the Remote E-voting together with that of the Poll is as under:

Resl.No. Subject Matter of Resolution Particulars of Business Votes in favor of the resolution Votes against the resolution
No. % No. %
ORDINARY BUSINESS :
1 a) Adoption of Audited Financial Statements for the financial year ended 31st March 2018 together with the Reports of Board of Directors' and Auditor's thereon.

b) Adoption of Consolidated Financial Statements for the year ended 31st March 2018 together with Report of Auditors.
E-voting 903926978 99.99 2216 0.01
Poll 8,839,018 100 0 0
Total 912,765,996 99.99 2216 0.01
2 Declaration of Dividend. E-voting 904074358 99.99 960 0.01
Poll 8,817,468 99.85 13,450 0.15
Total 912,891,826 99.99 14,410 0.01
3 Re-appointment of Director Mr. Ganesh Sankaran (DIN: 07580955) who retires by rotation. E-voting 903978530 99.99 87306 0.01
Poll 8,839,018 100 0 0
Total 912,817,548 99.99 87306 0.01
4 Appointment of M/s B S R & Co. LLP, Chartered Accountants, Mumbai together with M/s M M Nissim & Co, Chartered Accountants, Mumbai  as Joint Central Statutory Auditors of the Bank and fixation of remuneration thereof. E-voting 874536480 96.73 29530875 3.27
Poll 8,833,118 100 0 0
Total 883,369,598 96.76 29530875 3.24
SPECIAL BUSINESS (ORDINARY RESOLUTION):
5 Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors. E-voting 903072902 99.89 997142 0.11
Poll 8,833,518 100 0 0
Total 911,906,420 99.89 997142 0.11
6 Appointment of Mr. A P Hota (DIN: 02593219) as the Independent Director of the Bank, for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021. E-voting 746462 99.99 25454 0.01
Poll 8,830,998 100 0 0
Total 877,577,460 99.99 25454 0.01
7 Appointment of Mr. Deepak Maheshwari (DIN: 08163253) as the Independent Director of the Bank for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021. E-voting 868698161 99.99 66348 0.01
Poll 8,833,518 100 0 0
Total 877,531,679 99.99 66348 0.01
8 Appointment and payment of remuneration of Rs. 1, 50,000/- per month (Rs. 18,00,000/- per annum) to Mr. Nilesh Vikamsey (DIN- 00031213), Chairman of the Bank. E-voting 867009354 99.99 37479 0.01
Poll 8,833,022 99.93 5,996 0.07
Total 875,842,376 99.99 43,475 0.01
9 Payment of variable to Mr. Shyam Srinivasan, (DIN 02274773) E-voting 866978103 99.79 1795517 0.21
Poll 8,833,418 99.94 5,600 0.06
Total 875,811,521 99.79 1,801,117 0.21
10 Reappointment of Mr. Ashutosh Khajuria (DIN: 05154975) as Executive Director of the Bank for a period of 2 years, with effect from 28th January 2018 and payment of remuneration. E-voting 866985216 99.80 1758401 0.20
Poll 8,830,898 99.94 5,600 0.06
Total 875,816,114 99.80 1,764,001 0.20
11 Payment of variable to Mr. Ashutosh Khajuria (DIN: 05154975) E-voting 866983786 99.79 1788726 0.21
Poll 8,833,418 99.94 5,600 0.06
Total 875,817,204 99.79 1,794,326 0.21
12 Reappointment of Mr. Ganesh Sankaran (DIN: 07580955) as the Executive Director of the Bank for a period of 2 years, with effect from 04th July 2018. E-voting 903982217 99.99 73302 0.01
Poll 8,838,418 99.99 600 0.01
Total 912,820,635 99.99 73902 0.01
13 Payment of variable to Mr. Ganesh Sankaran (DIN: 07580955). E-voting 866941373 99.79 1830863 0.21
Poll 8,835,418 99.96 3,600 0.04
Total 875,776,791 99.79 1,834,463 0.21
SPECIAL BUSINESS (Special Resolution)
14 Borrowing/ raising funds in Indian currency by way of issue of debt instruments up to Rs. 8,000 Crore (Rupees Eight Thousand Crore only) on a private placement basis. E-voting 902330480 99.99 12310 0.01
Poll 8,818,398 99.94 5,500 0.06
Total 911,148,878 99.99 17,810 0.01
15 Increase of borrowing limit of the Bank from Rs. 7,000 Crore to Rs. 12,000 Crore over and above the Paid up Capital and Free Reserves including Securities Premium of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013. E-voting 902321423 99.81 1752686 0.19
Poll 8,817,902 99.93 5,996 0.07
Total 911,139,325 99.81 1,758,682 0.19

All the Resolutions stand passed under Remote E-Voting and Poll as Ordinary and Special Resolutions with requisite majority as specified under the Companies Act, 2013.

Thanking You

Yours faithfully

Kochi

12.08.2018

12.08.2018

To

Mr. Shyam Srinivasan

Managing Director

The Federal Bank Ltd.

Federal Towers, P B No. 103

Alwaye, Ernakulam

Kerala - 683 101

Sir,

Sub: Report of the Scrutinizer on Remote Electronic Voting

I, CS. Sivakumar P., Company Secretary in Practice, holding Membership Number: FCS - 3050 and Certificate of Practice Number - 2210, Managing Partner, SVJS & Associates, Company Secretaries, 39/3525, Kasthubham, Manikkath Road, Ravipuram, Kochi, Kerala -682 016, have been appointed by the Board of Directors of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368) Federal Towers, P B No. 103, Alwaye, Ernakulam, Kerala - 683 101 as the Scrutinizer for the Remote Electronic Voting of the resolutions included in the notice calling the 87th Annual General Meeting of the Company held on 10th August 2018.

The Company has appointed National Securities Depository Limited (NSDL) as the Service Provider, for extending the facility for the remote electronic voting to the shareholders of the Company. Integrated Registry Management Services Private Limited is the Registrar and Share Transfer Agent of the Company.

As the Scrutinizer, I report that in compliance of the provisions of Rule 20 (4) (vi) of the Companies (Management and Administration) Rules 2014, as amended, the above remote electronic voting remained open to the members from Tuesday the 07th day of August 2018 (09.00 A.M.) to Thursday the 09th day of  August 2018 (5.00 P.M.). Further the remote e-voting period was completed on the date preceding the date of Annual General Meeting.

On completion of the remote e-voting period, in compliance of the provisions of Rule 20 (4) (viii) and (xii) of the Companies (Management and Administration) Rules 2014, as amended, I have unblocked the votes on 11th August 2018, in the presence of two witnesses, who were not the employees of the Company.  The names and signatures of the witnesses appear elsewhere in this report.

The following is the summary of remote e-voting result:

ASSENT / IN FAVOUR OF DISSENT / AGAINST
Resolution No. Subject Matter of Resolution Total No. of shares through E-voting No. of Votes through E-voting % of votes in favour on votes through E-voting % of Paid Up Capital No. of Votes  through E-voting % of votes against on votes through E-voting
ORDINARY BUSINESS
1 a) Adoption of Audited Financial Statements for the financial year ended 31st March 2018 together with the Reports of Board of Directors' and Auditor's thereon.

b) Adoption of Consolidated Financial Statements for the year ended 31st March 2018 together with Report of Auditors.
903929194 903926978 99.99 45.65 2216 0.01
2 Declaration of dividend. 904075318 904074358 99.99 45.66 960 0.01
3 Re-appointment of Director Mr. Ganesh Sankaran (DIN: 07580955) who retires by rotation. 904065836 903978530 99.99 45.65 87306 0.01
4 Appointment of M/s B S R & Co. LLP, Chartered Accountants, Mumbai together with M/s M M Nissim & Co, Chartered Accountants, Mumbai  as Joint Central Statutory Auditors of the Bank and fixation of remuneration thereof. 904067355 874536480 96.73 44.17 29530875 3.27
SPECIAL BUSINESS (Ordinary Resolution)
5 Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors. 904070044 903072902 99.89 45.61 997142 0.11
6 Appointment of Mr. A P Hota (DIN: 02593219) as the Independent Director of the Bank, for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021. 868771916 868746462 99.99 43.87 25454 0.01
7 Appointment of Mr. Deepak Maheshwari (DIN: 08163253) as the Independent Director of the Bank for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021. 868764509 868698161 99.99 43.87 66348 0.01
8 Appointment and payment of remuneration of Rs. 1, 50,000/- per month (Rs. 18,00,000/- per annum) to Mr. Nilesh Vikamsey (DIN- 00031213), Chairman of the Bank. 867046833 867009354 99.99 43.79 37479 0.01
9 Payment of variable to Mr. Shyam Srinivasan, (DIN 02274773) 868773620 866978103 99.79 43.78 1795517 0.21
10 Reappointment of Mr. Ashutosh Khajuria (DIN: 05154975) as Executive Director of the Bank for a period of 2 years, with effect from 28th January 2018 and payment of remuneration. 868743617 866985216 99.80 43.78 1758401 0.20
11 Payment of variable to Mr. Ashutosh Khajuria (DIN: 05154975) 868772512 866983786 99.79 43.78 1788726 0.21
12 Reappointment of Mr. Ganesh Sankaran (DIN: 07580955) as the Executive Director of the Bank for a period of 2 years, with effect from 04th July 2018. 904055519 903982217 99.99 45.65 73302 0.01
13 Payment of variable to Mr. Ganesh Sankaran (DIN: 07580955). 868772236 866941373 99.79 43.78 1830863 0.21
SPECIAL BUSINESS (Special Resolution)
14 Borrowing/ raising funds in Indian currency by way of issue of debt instruments up to Rs. 8,000 Crore (Rupees Eight Thousand Crore only) on a private placement basis. 902342790 902330480 99.99 45.57 12310 0.01
15 Increase of borrowing limit of the Bank from Rs. 7,000 Crore to Rs. 12,000 Crore over and above the Paid up Capital and Free Reserves including Securities Premium of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013. 904074109 902321423 99.81 45.57 1752686 0.19

All resolutions stand passed under Remote E-voting as Ordinary and special resolutions with requisite majority as specified under the Companies Act, 2013.

Thank you

Yours faithfully

Witnesses to the unblocking of votes:

1.

2.

FORM No. MGT-13

Report of Scrutinizer

[Pursuant to Section 109 of the Companies Act, 2013 and Rule 21(2) of the Companies (Management and Administration) Rules, 2014]

To

Mr. Shyam Srinivasan

Managing Director

The Federal Bank Ltd.

Federal Towers, P B No. 103

Alwaye, Ernakulam

Kerala- 683101

87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD held on Friday, the 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva.

Dear Sir,

I, CS. Sivakumar P, Company Secretary in Practice, holding Membership Number: FCS - 3050 and Certificate of Practice Number - 2210, Managing Partner, SVJS & Associates, Company Secretaries, 39/3525, Kasthubham, Manikkath Road, Ravipuram, Kochi, Kerala -682 016 appointed as Scrutinizer for the purpose of the poll taken on the below mentioned resolutions, at the 87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368), held on Friday, 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva submit my report as under:

1.   After the time fixed for closing of the poll by the Chairman, 2 (Two) ballot boxes kept for polling were locked in my presence with due identification marks placed by me.

2.   The locked ballot boxes were subsequently opened in my presence and poll papers were diligently scrutinized. The poll papers were reconciled with the records maintained by the Company / Registrar and Transfer Agents of the Company and the authorizations / proxies lodged with the Company.

3.   The poll papers, which were incomplete and/or otherwise found defective have been treated as invalid and kept separately.

4.   The result of the Poll is as under:

(a)    Resolution 1:

a)   Adoption of Audited Financial Statements for the financial year ended 31st March 2018 together with the Reports of Board of Directors' and Auditor's thereon.

b)   Adoption of Consolidated Financial Statements for the year ended 31st March 2018 together with Report of Auditors.

(i)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
54 8,839,018 100

(ii)   Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)  Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(b)    Resolution 2:

Declaration of dividend.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,817,468 99.85

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 13,450 0.15

(iii) Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 14,672

(c)    Resolution 3:

Re-appointment of Director Mr. Ganesh Sankaran (DIN: 07580955) who retires by rotation.

(i)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
54 8,839,018 100

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)  Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(d)    Resolution 4:

Appointment of M/s B S R & Co. LLP, Chartered Accountants, Mumbai together with M/s M M Nissim & Co, Chartered Accountants, Mumbai  as Joint Central Statutory Auditors of the Bank and fixation of remuneration thereof.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,833,118 100

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 12,472

(e)     Resolution 5:

Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,833,518 100

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 12,072

(f)      Resolution 6:

Appointment of Mr. A P Hota (DIN: 02593219) as the Independent Director of the Bank, for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,830,998 100

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii) Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 14,592

(g)     Resolution 7:

Appointment of Mr. Deepak Maheshwari (DIN: 08163253) as the Independent Director of the Bank for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021.

i)      Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,833,518 100

ii)     Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 12,072

(h)     Resolution 8:

Appointment and payment of remuneration of Rs. 1, 50,000/- per month (Rs. 18,00,000/- per annum) to Mr. Nilesh Vikamsey (DIN- 00031213), Chairman of the Bank.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,833,022 99.93

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 5,996 0.07

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(i)      Resolution 9:

Payment of variable to Mr. Shyam Srinivasan, (DIN 02274773)

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,833,418 99.94

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(j)      Resolution 10:

Reappointment of Mr. Ashutosh Khajuria (DIN: 05154975) as Executive Director of the Bank for a period of 2 years, with effect from 28th January 2018 and payment of remuneration.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
50 8,830,898 99.94

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 9,092

(k)     Resolution 11:

Payment of variable to Mr. Ashutosh Khajuria (DIN: 05154975)

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,833,418 99.94

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(l)      Resolution 12:

Reappointment of Mr. Ganesh Sankaran (DIN: 07580955) as the Executive Director of the Bank for a period of 2 years, with effect from 04th July 2018.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,838,418 99.99

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 600 0.01

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(m)    Resolution 13:

Payment of variable to Mr. Ganesh Sankaran (DIN: 07580955)

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,835,418 99.96

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 3,600 0.04

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(n)     Resolution 14:

Borrowing/ raising funds in Indian currency by way of issue of debt instruments up to Rs. 8,000 Crore (Rupees Eight Thousand Crore only) on a private placement basis.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,818,398 99.94

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 5,500 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 21,692

(o)     Resolution 15:

Increase of borrowing limit of the Bank from Rs. 7,000 Crore to Rs. 12,000 Crore over and above the Paid up Capital and Free Reserves including Securities Premium of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013.

(i)     Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,817,902 99.93

(ii)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 5,996 0.07

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 21,692

5.   A Compact Disc (CD) containing a list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were declared invalid for each resolution is enclosed.

6.   The poll papers and all other relevant records were sealed and handed over to the Company Secretary authorized by the Board for safe keeping.

7.   All resolutions stand passed under the poll as Ordinary / Special resolutions with requisite majority as specified under the Companies Act, 2013.

Thanking You,

Yours faithfully

Kochi

11.08.2018

FORM No. MGT-13

Report of Scrutinizer

[Pursuant to Section 109 of the Companies Act, 2013 and Rule 21(2) of the Companies (Management and Administration) Rules, 2014]

To

Mr. Shyam Srinivasan

Managing Director

The Federal Bank Ltd.

Federal Towers, P B No. 103

Alwaye, Ernakulam

Kerala- 683101

87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD held on Friday, the 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva.

Dear Sir,

I, CS. Sivakumar P, Company Secretary in Practice, holding Membership Number: FCS - 3050 and Certificate of Practice Number - 2210, Managing Partner, SVJS & Associates, Company Secretaries, 39/3525, Kasthubham, Manikkath Road, Ravipuram, Kochi, Kerala -682 016 appointed as Scrutinizer for the purpose of the poll taken on the below mentioned resolutions, at the 87th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368), held on Friday, 10th day of August, 2018 at 10.00 A.M. at Mahatma Gandhi Municipal Town Hall, Aluva submit my report as under:

8.   After the time fixed for closing of the poll by the Chairman, 2 (Two) ballot boxes kept for polling were locked in my presence with due identification marks placed by me.

9.   The locked ballot boxes were subsequently opened in my presence and poll papers were diligently scrutinized. The poll papers were reconciled with the records maintained by the Company / Registrar and Transfer Agents of the Company and the authorizations / proxies lodged with the Company.

10.  The poll papers, which were incomplete and/or otherwise found defective have been treated as invalid and kept separately.

11.  The result of the Poll is as under:

(p)    Resolution 1:

c)   Adoption of Audited Financial Statements for the financial year ended 31st March 2018 together with the Reports of Board of Directors' and Auditor's thereon.

d)   Adoption of Consolidated Financial Statements for the year ended 31st March 2018 together with Report of Auditors.

(iv)  Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
54 8,839,018 100

(v)   Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(vi)  Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(q)    Resolution 2:

Declaration of dividend.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,817,468 99.85

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 13,450 0.15

(iii) Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 14,672

(r)    Resolution 3:

Re-appointment of Director Mr. Ganesh Sankaran (DIN: 07580955) who retires by rotation.

(iii)  Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
54 8,839,018 100

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)  Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(s)    Resolution 4:

Appointment of M/s B S R & Co. LLP, Chartered Accountants, Mumbai together with M/s M M Nissim & Co, Chartered Accountants, Mumbai  as Joint Central Statutory Auditors of the Bank and fixation of remuneration thereof.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,833,118 100

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 12,472

(t)      Resolution 5:

Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,833,518 100

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 12,072

(u)     Resolution 6:

Appointment of Mr. A P Hota (DIN: 02593219) as the Independent Director of the Bank, for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021.

(iv)    Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,830,998 100

(v)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(iii) Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
5 14,592

(v)     Resolution 7:

Appointment of Mr. Deepak Maheshwari (DIN: 08163253) as the Independent Director of the Bank for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021.

iii)    Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,833,518 100

iv)     Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
0 0 0

(vi)    Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 12,072

(w)    Resolution 8:

Appointment and payment of remuneration of Rs. 1, 50,000/- per month (Rs. 18,00,000/- per annum) to Mr. Nilesh Vikamsey (DIN- 00031213), Chairman of the Bank.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,833,022 99.93

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 5,996 0.07

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(x)     Resolution 9:

Payment of variable to Mr. Shyam Srinivasan, (DIN 02274773)

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,833,418 99.94

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(y)     Resolution 10:

Reappointment of Mr. Ashutosh Khajuria (DIN: 05154975) as Executive Director of the Bank for a period of 2 years, with effect from 28th January 2018 and payment of remuneration.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
50 8,830,898 99.94

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 9,092

(z)     Resolution 11:

Payment of variable to Mr. Ashutosh Khajuria (DIN: 05154975)

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,833,418 99.94

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
3 5,600 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(aa)   Resolution 12:

Reappointment of Mr. Ganesh Sankaran (DIN: 07580955) as the Executive Director of the Bank for a period of 2 years, with effect from 04th July 2018.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
53 8,838,418 99.99

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 600 0.01

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(bb)   Resolution 13:

Payment of variable to Mr. Ganesh Sankaran (DIN: 07580955)

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,835,418 99.96

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 3,600 0.04

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
3 6,572

(cc)    Resolution 14:

Borrowing/ raising funds in Indian currency by way of issue of debt instruments up to Rs. 8,000 Crore (Rupees Eight Thousand Crore only) on a private placement basis.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
52 8,818,398 99.94

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
1 5,500 0.06

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 21,692

(dd)   Resolution 15:

Increase of borrowing limit of the Bank from Rs. 7,000 Crore to Rs. 12,000 Crore over and above the Paid up Capital and Free Reserves including Securities Premium of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013.

(iii)   Voted in favor of the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
51 8,817,902 99.93

(iv)    Voted against the resolution:

Number of members present and voting  (in person or by proxy) Number of votes cast by them %  of total number of valid votes cast
2 5,996 0.07

(iii)   Invalid Votes

Total Number of members     (in person or by proxy) whose votes were declared invalid Total Number of votes cast by them
4 21,692

12.  A Compact Disc (CD) containing a list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were declared invalid for each resolution is enclosed.

13.  The poll papers and all other relevant records were sealed and handed over to the Company Secretary authorized by the Board for safe keeping.

14.  All resolutions stand passed under the poll as Ordinary / Special resolutions with requisite majority as specified under the Companies Act, 2013.

Thanking You,

Yours faithfully

Kochi

11.08.2018

Voting Results
Date of the AGM/EGM 10.08.2018
Total number of shareholders on record date 344977
No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group: 0
Public: 777
No. of Shareholders attended the meeting through Video Conferencing
Promoters and Promoter Group: Nil
Public: Nil
Agenda-wise disclosure (to be disclosed separately for each agenda item)
Item 1: a) Adoption of Audited Financial Statements for the financial year ended 31st March 2018 together with the Reports of Board of Directors' and Auditor's thereon.



b) Adoption of Consolidated Financial Statements for the year ended 31st March 2018 together with Report of Auditors.
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 781635901 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 781635901 0 100 0
Public- Non Institutions E-Voting 597176253 122293293 20.478593 122291077 2216 99.998188 0.00181204
Poll 597176253 8839018 1.4801355 8839018 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131132311 21.95873 131130095 2216 99.99831 0.0016899
Total 1980096115 912768212 46.09717 912765996 2216 99.99976 0.00024278
Item 2: Declaration of Dividend
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 781635901 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 781635901 0 100 0
Public- Non Institutions E-Voting 597176253 122439417 20.503062 122438457 960 99.999216 0.00078406
Poll 597176253 8830918 1.4787792 8817468 13450 99.847694 0.152305797
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131270335 21.98184 131255925 14410 99.98902 0.0109773
Total 1980096115 912906236 46.10414 912891826 14410 99.99842 0.00157848
Item 3: Re-appointment of Director Mr. Ganesh Sankaran (DIN: 07580955) who retires by rotation
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 781635901 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 781635901 0 100 0
Public- Non Institutions E-Voting 597176253 122429935 20.501474 122342629 87306 99.928689 0.07131099
Poll 597176253 8839018 1.4801355 8839018 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131268953 21.98161 131181647 87306 99.93349 0.0665093
Total 1980096115 912904854 46.10407 912817548 87306 99.99044 0.00956354
Item 4: Appointment of M/s B S R & Co. LLP, Chartered Accountants, Mumbai together with M/s M M Nissim & Co, Chartered Accountants, Mumbai  as Joint Central Statutory Auditors of the Bank and fixation of remuneration thereof
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 752123251 29512650 96.224246 3.775754154
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 752123251 29512650 96.22425 3.775754154
Public- Non Institutions E-Voting 597176253 122431454 20.501728 122413229 18225 99.985114 0.01488588
Poll 597176253 8833118 1.4791476 8833118 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131264572 21.98088 131246347 18225 99.98612 0.0138842
Total 1980096115 912900473 46.10385 883369598 29530875 96.76516 3.23484058
Item 5: Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 780653090 982811 99.874262 0.125737699
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 780653090 982811 99.87426 0.125737699
Public- Non Institutions E-Voting 597176253 122434143 20.502179 122419812 14331 99.988295 0.01170507
Poll 597176253 8833518 1.4792145 8833518 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131267661 21.98139 131253330 14331 99.98908 0.0109174
Total 1980096115 912903562 46.104 911906420 997142 99.89077 0.10922753
Item 6: Appointment of Mr. A P Hota (DIN: 02593219) as the Independent Director of the Bank, for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held

(1)
No. of votes polled

(2)
% of Votes Polled on outstanding shares

(3)=[(2)/(1)]* 100
No. of Votes - in favour

(4)
No. of Votes - against

(5)
% of Votes in favour on votes polled

(6)=[(4)/(2)]*100
% of Votes against on votes polled

(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 746339086 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 746339086 0 100 0
Public- Non Institutions E-Voting 597176253 122432830 20.501959 122407376 25454 99.97921 0.02079018
Poll 597176253 8830998 1.4787926 8830998 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131263828 21.98075 131238374 25454 99.98061 0.0193915
Total 1980096115 877602914 44.32123 877577460 25454 99.9971 0.00290040
Item 7: Appointment of Mr. Deepak Maheshwari (DIN: 08163253) as the Independent Director of the Bank for a period of 3 years, with effect from the date of this AGM to the date of the AGM to be held in 2021
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 746339086 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 746339086 0 100 0
Public- Non Institutions E-Voting 597176253 122425423 20.500719 122359075 66348 99.945805 0.05419463
Poll 597176253 8833518 1.4792145 8833518 0 100 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131258941 21.97993 131192593 66348 99.94945 0.0505474
Total 1980096115 877598027 44.32098 877531679 66348 99.99244 0.00756018
Item 8:Appointment and payment of remuneration of Rs. 1, 50,000/- per month (Rs. 18,00,000/- per annum) to Mr. Nilesh Vikamsey (DIN- 00031213), Chairman of the Bank
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 744612246 53.843485 744612246 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 744612246 53.84348 744612246 0 100 0
Public- Non Institutions E-Voting 597176253 122434587 20.502253 122397108 37479 99.969389 0.03061145
Poll 597176253 8839018 1.4801355 8833022 5996 99.932164 0.06783559
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131273605 21.98239 131230130 43475 99.96688 0.0331179
Total 1980096115 875885851 44.23451 875842376 43475 99.99504 0.00496355
Item 9: Payment of variable pay of FY 2016-17 to Mr. Shyam Srinivasan, (DIN 02274773),MD &CEO of the Bank
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 744612246 1726840 99.768625 0.231374724
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 744612246 1726840 99.76863 0.231374724
Public- Non Institutions E-Voting 597176253 122434534 20.502244 122365857 68677 99.943907 0.05609283
Poll 597176253 8839018 1.4801355 8833418 5600 99.936645 0.063355454
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131273552 21.98238 131199275 74277 99.94342 0.0565818
Total 1980096115 877612638 44.32172 875811521 1801117 99.79477 0.20522915
Item 10: Reappointment of Mr. Ashutosh Khajuria (DIN: 05154975) as Executive Director of the Bank for a period of 2 years, with effect from 28th January 2018 and payment of remuneration.
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 744612246 1726840 99.768625 0.231374724
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 744612246 1726840 99.76863 0.231374724
Public- Non Institutions E-Voting 597176253 122404531 20.49722 122372970 31561 99.974216 0.02578418
Poll 597176253 8836498 1.4797136 8830898 5600 99.936626 0.063373522
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131241029 21.97693 131203868 37161 99.97168 0.0283151
Total 1980096115 877580115 44.32008 875816114 1764001 99.79899 0.20100740
Item 11: Payment of variable pay of FY 2016-17 to Mr. Ashutosh Khajuria (DIN: 05154975), Executive Director of the Bank
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 744612246 1726840 99.768625 0.231374724
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 744612246 1726840 99.76863 0.231374724
Public- Non Institutions E-Voting 597176253 122433426 20.502059 122371540 61886 99.949453 0.05054665
Poll 597176253 8839018 1.4801355 8833418 5600 99.936645 0.063355454
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131272444 21.98219 131204958 67486 99.94859 0.0514091
Total 1980096115 877611530 44.32166 875817204 1794326 99.79554 0.20445561
Item 12: Reappointment of Mr. Ganesh Sankaran (DIN: 07580955) as the Executive Director of the Bank for a period of 2 years, with effect from 04th July 2018
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 781635901 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 781635901 0 100 0
Public- Non Institutions E-Voting 597176253 122419618 20.499746 122346316 73302 99.940122 0.05987766
Poll 597176253 8839018 1.4801355 8838418 600 99.993212 0.006788084
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131258636 21.97988 131184734 73902 99.9437 0.0563026
Total 1980096115 912894537 46.10355 912820635 73902 99.9919 0.00809535
Item 13: Payment of variable pay of FY 2016-17 to Mr. Ganesh Sankaran (DIN: 07580955),Executive Director of the Bank
Resolution required: (Ordinary/ Special) Ordinary
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 746339086 53.968354 744612246 1726840 99.768625 0.231374724
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 746339086 53.96835 744612246 1726840 99.76863 0.231374724
Public- Non Institutions E-Voting 597176253 122433150 20.502012 122329127 104023 99.915037 0.08496310
Poll 597176253 8839018 1.4801355 8835418 3600 99.959271 0.040728506
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131272168 21.98215 131164545 107623 99.91802 0.0819846
Total 1980096115 877611254 44.32165 875776791 1834463 99.79097 0.20902911
Item 14: Borrowing/ raising funds in Indian currency by way of issue of debt instruments up to Rs. 8,000 Crore (Rupees Eight Thousand Crore only) on a private placement basis
Resolution required: (Ordinary/ Special) Special
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 779909061 56.395825 779909061 0 100 0
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 779909061 56.39582 779909061 0 100 0
Public- Non Institutions E-Voting 597176253 122433729 20.502109 122421419 12310 99.989946 0.01005442
Poll 597176253 8823898 1.4776036 8818398 5500 99.937669 0.06233073
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131257627 21.97971 131239817 17810 99.98643 0.0135687
Total 1980096115 911166688 46.01629 911148878 17810 99.99805 0.00195464
Item 15: Increase of borrowing limit of the Bank from Rs. 7,000 Crore to Rs. 12,000 Crore over and above the Paid up Capital and Free Reserves including Securities Premium of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013
Resolution required: (Ordinary/ Special) Special
Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of Voting No. of shares held(1) No. of votes polled(2) % of Votes Polled on outstanding shares(3)=[(2)/(1)]* 100 No. of Votes - in favour(4) No. of Votes - against(5) % of Votes in favour on votes polled(6)=[(4)/(2)]*100 % of Votes against on votes polled(7)=[(5)/(2)]*100
Promoter and Promoter Group E-Voting NA NA NA NA NA NA NA
Poll NA NA NA NA NA NA NA
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total NA NA NA NA NA NA NA
Public- Institutions E-Voting 1382919862 781635901 56.520694 779909061 1726840 99.779074 0.220926393
Poll 1382919862 0 0 0 0 0 0
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 1382919862 781635901 56.52069 779909061 1726840 99.77907 0.220926393
Public- Non Institutions E-Voting 597176253 122438208 20.502859 122412362 25846 99.978891 0.02110942
Poll 597176253 8823898 1.4776036 8817902 5996 99.932048 0.067951828
Postal Ballot (if applicable) NA NA NA NA NA NA NA
Total 597176253 131262106 21.98046 131230264 31842 99.97574 0.0242583
Total 1980096115 912898007 46.10372 911139325 1758682 99.80735 0.19264825

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