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Bajaj Finance Limited Proxy Solicitation & Information Statement 2023

May 17, 2023

60934_rns_2023-05-17_f5be48d9-1c14-46c0-98ea-394fe30832a4.pdf

Proxy Solicitation & Information Statement

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BAJAJ FINANCE LIMITED

17 May 2023

THE MANAGER,
BSE LIMITED
DCS - CRD
PHIROZE JEEJEEBHOY TOWERS
DALAL STREET,
MUMBAI - 400 001
THE MANAGER,
LISTING DEPARTMENT
NATIONAL STOCK EXCHANGE OF INDIA
LTD. EXCHANGE PLAZA, C-1. BLOCK G,
BANDRA - KURLA COMPLEX, BANDRA
(EAST) MUMBAI - 400 051
SCRIP CODE: 500034 SCRIP CODE: BAJFINANCE – EQ

Dear Sir/Madam,

Sub: Compliance under Regulation 30 and 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations, 2015).

We refer to our letter dated 16 May 2023 intimating issue of postal ballot notice for seeking approval of members for:

  1. Appointment of Dr. Arindam Bhattacharya (DIN 01570746) as an Independent Director for a term of five consecutive years with effect from 1 April 2023

  2. Appointment of Anup Kumar Saha (DIN 07640220) as an Executive Director of the Company, and fixation of remuneration.

  3. Appointment of Rakesh Induprasad Bhatt (DIN 02531541) as an Executive Director of the Company, and fixation of remuneration

We submit herewith, a copy of the advertisement published on 17 May 2023 in Financial express – all editions (English) and Kesari – Pune edition (Marathi), informing, inter-alia , the following:

  • a. Dispatch of postal ballot notice;

  • b. Procedure for temporary registration of email address for receiving postal ballot notice; and

  • c. E-voting information.

The aforesaid advertisements are also available on the website of the Company i.e., https://www.bajajfinserv.in/finance-investor-relations-general-meeting-and-postalballots

Please take the above on record.

Yours Faithfully, For Bajaj Finance Limited

VIJAY RAMCHANDRA Digitally signed by VIJAY RAMCHANDRA DN: c=IN, o=PERSONAL, pseudonym=722e29a16cf64676bc75d1b67cea509d, 2.5.4.20=c78f85aa58180cc29440efb4e892d483d085d17b433a905c56ab2b61527257bf, postalCode=560027, st=KARNATAKA, serialNumber=fc8684b15269c625c72aa7633770e8c160d844db57fa2ef224f0cee0a8c26d0e, cn=VIJAY RAMCHANDRA Date: 2023.05.17 17:43:06 +05'30'

R. Vijay Company Secretary Email ID: [email protected]

Cc: Catalyst Trusteeship Limited, Pune (Debenture Trustee) Encl.: As above

Corporate Office Ext.: 3[rd] Floor, Panchshil Tech Park, Viman Nagar, Pune-411014, Maharashtra, India Registered Office: Akurdi, Pune-411035, Maharashtra, India

Tel: +91 20 71576403 www.bajajfinserv.in/corporateFax: +91 20 71576364 bajaj-finance Corporate ID No.: L65910MH1987PLC042961

Financial Express (all editions)

BAJAJ FINANCE LIMITED

NOTICE OF POSTAL BALLOT

NOTICE IS HEREBY GIVEN THAT, in accordance with the provisions of Sections 110 and 108 of the Companies Act, 2013 (the 'Act') read with Rules 22 and 20 of the Companies (Management and Administration) Rules, 2014 (the 'Rules'), including any amendment(s) thereof, Secretarial Standard on General Meetings, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the 'Listing Regulations'), and circulars issued by the Ministry of Corporate Affairs (the “MCA”) vide General Circular no. 11/2022 dated 28 December 2022 read with General Circular nos. 14/2020 dated 8 April 2020 and 03/2022 dated 5 May 2022 (the “MCA Circulars”) and any other applicable laws and regulations, approval of the Members of Bajaj Finance Limited (the 'Company') is being sought for the following items of business as set out hereunder, through Postal Ballot by remote electronic voting ('e-voting') process:

Item
No.
Particulars Resolution
Type
1 Appointment of Dr. Arindam Bhattacharya (DIN 01570746)
as an Independent Director for a term of five consecutive years
with effect from 1 April 2023
Special
2 Appointment of Anup Kumar Saha (DIN 07640220) as an
Executive Director of the Company, and fixation of remuneration
Ordinary
3 Appointment of Rakesh Induprasad Bhatt (DIN 02531541) as an
Executive Director of the Company, and fixation of remuneration
Ordinary

In terms of the MCA Circulars, the Company has e-mailed the Postal Ballot Notice alongwith Explanatory Statement thereof, on 16 May 2023 to the Members of the Company holding shares as on 28 April 2023 ('Cut-Off Date') who have registered their email addresses with Depository Participant(s)/Depositories/Registrar and Share Transfer Agent of the Company viz., KFin Technologies Limited ('KFin'). Voting rights shall be reckoned on the paid-up value of equity shares registered in the name of Members as on the Cut-Off Date. A person who is not a Member as on the Cut-Off Date shall treat the notice for information purposes only.

In accordance with the MCA Circulars, hard copy of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelope will not be sent to the Members. The communication of the assent or dissent of the Members would take place through the e-voting system only.

The Company has engaged the services of KFin Technologies Limited for providing e-voting facility to all its members.

The Notice of Postal Ballot can be downloaded from the Company's website at https://www.bajajfinserv.in/finance-investor-relations-general-meeting-and-post al-ballots or from the website of KFin at https://evoting.kfintech.com/ The Notice is also displayed on the website of National Stock Exchange of India Limited www.nseindia.com and BSE Limited www.bseindia.com, where the shares of the Company are listed.

Members who have not registered their email addresses and mobile numbers may temporarily register/update the same with KFin on https://ris.kfintech.com/ clientservices/postalballot/

It is clarified that for permanent change of email address and other KYC details, Members whose shareholding is in electronic mode are requested to direct notifications about such change to their respective DPs. Members whose shareholding is in physical mode are requested to send hard copy of Form ISR-1 along with supporting documents to KFin to update their e-mail address and KYC details. The said form is available at Company’s website at https://www.bajajfinserv.in/investor-request-forms

Those Members who have already registered their email addresses are requested to keep their email address updated with their Depository Participants/KFin to enable servicing of notices/documents/Annual Reports electronically.

If any Member who has registered their email address and not received Postal Ballot notice, User ID and password for e-voting, such Member may write to [email protected] or [email protected] from their registered email address to receive the same.

Key Details regarding the Postal ballot/E-voting:

Sr.
No.
Particulars Details
1 Cut-of date for
eligibility for e-voting
Friday, 28 April 2023
2 E-voting period Starts on Wednesday, 17 May 2023 from 9.00 am (IST)
Ends on Thursday, 15 June 2023 to 5.00 pm (IST)
Voting shall not be allowed beyond the aforesaid date and time
3 Process for e-voting To understand the process of e-voting, Members are requested
to go through the notes to the Postal Ballot Notice
4 Link for temporary
registration of email
IDs
https://ris.kfntech.com/clientservices/postalballot/
5 Date for publishing
results of e-voting
Results of the voting will be declared by placing the same along
with the Scrutiniser’s report on the Company’s website viz.,
https://www.bajajfnserv.in/fnance-investor-relations-
general-meeting-and-postal-ballots as well as on the website
of KFin viz.,https://evoting.kfntech.com/and will also be
communicated to the stock exchanges on or before Monday,
19 June 2023 by 5.00 p.m. and the outcome will be made
available at the registered ofce as well as at the corporate
ofce of the Company.
6 Scrutiniser Details Shri Shyamprasad D Limaye, Practising Company Secretary
(FCS No. 1587, CP No. 572)
7 Contact details for any
grievances or queries
From KFin:
Mr. Mohd. Mohsin Uddin
Senior Manager
KFin Technologies Private Limited
Email ID:[email protected]
Toll Free No.: 1800 309 4001
From Company:
Mr. Ravikumar Dugar
Lead- Secretarial
Bajaj Finance Limited
Email ID:[email protected]
[email protected]
Tel: 020 7157 6180

Place: Pune Date: 16 May 2023

For Bajaj Finance Limited R Vijay Company Secretary

CIN: L65910MH1987PLC042961 Regd. Office: Akurdi, Pune - 411 035 I Tel: 020 7157 6403 I Fax: 020 7157 6364 Email ID: [email protected] Website: https://www.bajajfnserv.in/corporate-bajaj-fnance

Kesari (Pune edition)

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