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IDFC FIRST BANK LIMITED Proxy Solicitation & Information Statement 2020

May 4, 2020

59433_rns_2020-05-04_db9f376f-44b9-4c0e-afbc-edd106d7e821.pdf

Proxy Solicitation & Information Statement

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IDFCFIRSTBANK/SD/034/2020-21 May 04, 2020

The Manager-Listing Department National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051. Tel No.: 022 – 2659 8237/ 38 NSE - Symbol – IDFCFIRSTB

The Manager-Listing Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai – 400 001. Tel No.: 022 – 2272 2039/ 37/3121 BSE- Scrip Code: 539437

Sub.: Intimation of initiation of Postal Ballot process by the Bank for obtaining approval of the Members of the Bank for various matters.

Ref.: Disclosure under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations')

Dear Sir / Madam,

With reference to and in continuance of our letter no. IDFCFIRSTBANK/SD/030/2020-21 dated May 01, 2020 regarding decision of the Board of Directors of the Bank to conduct Postal Ballot and letter no. IDFCFIRSTBANK/SD/033/2020-21 dated May 04, 2020 regarding submission of Postal Ballot Notice, this is to further inform that the Bank has initiated the process of postal ballot ('Postal Ballot') by way of remote e-voting, for seeking approval of the Members of the Bank by way of ordinary / special resolutions (as indicated) for following matters in terms of the Postal Ballot Notice dated May 01, 2020:

Sr. No. Businesses to be transacted through Postal Ballot Resolution required
1. To Increase the Authorised Share Capital of the Bank and Ordinary Resolution
Consequent Alteration of the Memorandum of Association of
the Bank.
2. To offer, issue and allot equity shares on preferential basis. Special Resolution

In terms of General Circular No. 14/2020 dated April 08, 2020 and General Circular No. 17/2020 dated April 13, 2020 (the 'MCA Circulars') issued by Ministry of Corporate Affairs, Government of India (the 'MCA'), in view of the current extraordinary circumstances due to COVID-19 pandemic requiring social distancing, companies are advised to take all decisions requiring Members' approval, other than items of ordinary business or business where any person has a right to be heard, through the mechanism of postal ballot / e-voting in accordance with the provisions of the Companies Act, 2013 and rules made thereunder, without holding a general meeting that requires physical presence of Members at a common venue.

Naman Chambers, C 32, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051. Tel: +91 22 7132 5500 Fax: +91 22 2654 0354 Registered Office: KRM Towers, 7th Floor, No.1, Harrington Road, Chetpet, Chennai - 600 031. Tel: +91 44 4564 4000 Fax: +91 44 4564 4022 CIN: L65110TN2014PLC097792 [email protected] www.idfcfirstbank.com

In terms of MCA Circulars, the Bank has sent Postal Ballot Notice in electronic form only to all its Members who have registered their e-mail IDs with the Depositories through the concerned Depository Participants and/or with the Bank's Registrar and Share Transfer Agent ('RTA'), KFin Technologies Private Limited ('KFintech'). Also, Members are required to communicate their assent or dissent through the 'remote e-voting' system only. No hard copy of the said Notice along with Postal Ballot Forms and pre-paid business envelope will be sent to the Members for this Postal Ballot.

The remote e-voting facility will commence from Tuesday, May 05, 2020 at 09:00 a.m. India Standard Time ('IST') and ends on Wednesday, June 03, 2020 at 05:00 p.m. IST (both days inclusive).

Procedure to be followed for registering the e-mail IDs, in case of Members of the Bank who have not registered their e-mail address:

a) In light of the MCA Circulars, Members who have not registered their e-mail address and in consequence could not receive the E-voting notice, may temporarily get their e-mail registered with the Bank's RTA, KFin Technologies Private Limited, by clicking the link: https://karisma.kfintech.com/emailreg and following the registration process as guided thereafter.

Post successful registration of the e-mail, the Member would get soft copy of the notice and the procedure for 'Remote E-voting' along with the User ID and Password to enable Evoting for this Postal Ballot. In case of any queries, Member may write to [email protected].

  • b) It is clarified that for permanent registration of e-mail address, the Members are however requested to register their e-mail address, in respect of electronic holdings with the Depository through the concerned Depository Participants and in respect of physical holdings with the Bank's RTA, KFin Technologies Private Limited, Selenium, Tower B, Plot 31 & 32, Financial District Nanakramguda, Serilingampally Mandal, Hyderabad 500 032, Telangana, India by following due procedure.
  • c) Those Members of the Bank, who have already registered their e-mail addresses are requested to keep their e-mail addresses validated with their Depository Participants/ the Bank's RTA, KFin Technologies Private Limited to enable servicing of notices/ documents/ Annual Reports electronically to their email address.

In case of any query/ grievance pertaining to E-voting, please visit Help & FAQ's section of https://evoting.karvy.com or contact Ms. Krishna Priya, Manager at KFin Technologies Private Limited [Unit: IDFC FIRST Bank Limited], Selenium Tower B, Plot 31 & 32, Financial District Nanakramguda, Serilingampally Mandal, Hyderabad 500 032, Telangana, India, e-mail: [email protected], Contact No.: +91 40 6716 1500, +91 40 3321 1000 and Toll Free No.: 1800 345 4001.

A copy of the 'Procedure for registering the e-mail IDs, in case of Members of the Bank who have not registered their e-mail address' has been uploaded on the website of the Bank at www.idfcfirstbank.com.

This is for your information, as also for the information of the public at large.

Please take the above on record and acknowledge receipt of the same.

Thanking you,

Yours faithfully,

For IDFC FIRST Bank Limited

SATISH ASHOK GAIKWAD Digitally signed by SATISH ASHOK GAIKWAD DN: c=IN, o=Personal, title=6268, pseudonym=32ce1b94c8b644d2d28aa2a62 2d313b9493b089b, 2.5.4.20=d506d0806a3bdf5eb0d2137692e0c 22af4c64e451e400f023db0b8bcf8b4b9d2, postalCode=400078, st=Maharashtra, serialNumber=edce8e92f33ff5ae8664e7ee98 8f4ffd60f2d8c56e4de31ba1262fd22fde1987, cn=SATISH ASHOK GAIKWAD Date: 2020.05.04 18:03:17 +05'30'

Satish Gaikwad

Head - Legal & Company Secretary

IDFC FIRST Bank Limited (formerly IDFC Bank Limited)

Naman Chambers, C 32, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051. Tel: +91 22 7132 5500 Fax: +91 22 2654 0354 Registered Office: KRM Towers, 7th Floor, No.1, Harrington Road, Chetpet, Chennai - 600 031. Tel: +91 44 4564 4000 Fax: +91 44 4564 4022 CIN: L65110TN2014PLC097792 [email protected] www.idfcfirstbank.com