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Result of AGM

21st Jul 2017 11:39

RNS Number : 7660L

Federal Bank Ltd (The)

21 July 2017

SDF-24/ /2017-18 21st July 2017

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 July 14, 2017.

The Eighty Sixth Annual General Meeting of The Federal Bank Limited was held on July 14, 2017 at 10AM at Mahatma Gandhi Municipal Town Hall, Aluva, Ernakulam, Kerala-683101.

Submitting herewith the following details:

1. Consolidated Scrutinizers report dated July 14, 2017 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

COMBINED SCRUTINIZER REPORT FOR REMOTE E-VOTING AND POLL FOR

M/s. 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

86th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD held on Friday, 14th day of July, 2017 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 86th 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, 39/3519 B, 1st Floor, Padmam Apartments, 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 86th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368) held on Friday, 14th day of July, 2017 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 11th day of July 2017 (09.00 A.M.) to Thursday the 13th day of July 2017 (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 14th July 2017 in the presence of two witnesses. For further details kindly refer my Scrutinizer report dated 14th July 2017 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 14th July 2017 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
Resl.No.	Subject Matter of Resolution	Particulars of Business	No.	%	No.	%
ORDINARY BUSINESS :
1	a) Adoption of audited Financial statements for the financial year ended 31st March 2017 together with the Reports of Board of Directors' and Auditor's thereon. b) Adoption of consolidated financial statements for the year ended 31st March 2017 together with Report of Auditors.	E-voting	1,110,446,392	100%	358	0.00%
		Poll	198,752	100%	-	-
		Total	1,110,645,144	100%	358	0.00%
2	Declaration of Dividend.	E-voting	1,112,759,831	100%	2,083	0.00%
		Poll	193,247	100%	-	-
		Total	1,112,953,078	100%	2,083	0.00%
3	Re-appointment of Director Mr. Ashutosh Khajuria (DIN: 05154975) who retires by rotation.	E-voting	1,112,736,131	100%	19,989	0.00%
		Poll	193,242	100%	-	-
		Total	1,112,929,373	100%	19,989	0.00%
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	1,057,698,303	97.46%	27,586,110	2.54%
		Poll	198,852	100%	-	-
		Total	1,057,897,155	97.46%	27,586,110	2.54%
SPECIAL BUSINESS (ORDINARY RESOLUTION):
5	Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors.	E-voting	1,084,805,932	99.96%	478,166	0.04%
		Poll	193,242	100%	-	-
		Total	1,084,999,174	99.96%	478,166	0.04%
6	Reappointment of Mr. Shyam Srinivasan (DIN-02274773) as the Managing Director & CEO of the Bank, for a further period of 3 years, with effect from 23rd September 2016.	E-voting	1,080,140,386	99.84%	1,729,885	0.16%
		Poll	198,242	99.84%	310	0.16%
		Total	1,080,338,628	99.84%	1,730,195	0.16%
7	Grant of options under Employee Stock Option Scheme (ESOS) for the year 2016 to Mr. Ganesh Sankaran, Executive Director of the Bank @ Rs.72.45/- per option	E-voting	1,065,804,357	98.51%	16,069,762	1.49%
		Poll	192,932	99.84%	310	0.16%
		Total	1,065,997,289	98.51%	16,070,072	1.49%
8	Payment of remuneration of Rs. 1,25,000/- per month (Rs. 15,00,000/- per annum) to Mr. K M Chandrasekhar (DIN-06466854), Chairman of the Bank.	E-voting	1,081,844,755	100%	32,590	0.00%
		Poll	187,038	99.78%	410	0.22%
		Total	1,082,031,793	100%	33,000	0.00%
9	Payment of compensation in the form of profit related commission not exceeding Rs. 1,000,000/- per annum to each of the Non Executive/ Independent Directors of the Bank (other than Part Time Chairman), for each year effective from financial year ended 31 March 2017	E-voting	1,079,009,048	99.73%	2,871,898	0.27%
		Poll	188,348	98.22%	3,410	1.78%
		Total	1,079,197,396	99.73%	2,875,308	0.27%
SPECIAL BUSINESS( SPECIAL RESOLUTION) :
10	Reappointment of Mr. K. M. Chandrasekhar (DIN- 06466854) as an Independent Director of the Bank, for a period of one (1) year with effect from 17th July 2017 or till the date of his retirement whichever is earlier.	E-voting	1,081,850,934	100%	21,725	0.00%
		Poll	198,423	99.99%	16	0.01%
		Total	1,082,049,357	100%	21,741	0.00%
11	Reappointment of CA Nilesh S Vikamsey (DIN- 00031213) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.	E-voting	1,078,202,015	99.82%	1,951,729	0.18%
		Poll	198,852	100%	-	-
		Total	1,078,400,867	99.82%	1,951,729	0.18%
12	Reappointment of Mr. Dilip G. Sadarangani (DIN- 06610897) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.	E-voting	1,080,119,090	100%	29,864	0.00%
		Poll	198,723	99.99%	16	0.01%
		Total	1,080,317,813	100%	29,880	0.00%
13	Reappointment of Mr. Harish H. Engineer (DIN- 01843009) as an Independent Director of the Bank, for a period of two (2) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.	E-voting	841,872,914	77.87%	239,205,828	22.13%
		Poll	195,836	98.48%	3,016	1.52%
		Total	842,068,750	77.88%	239,208,844	22.12%
14	Reappointment of Ms. Grace Elizabeth Koshie (DIN- 06765216) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier.	E-voting	1,062,228,795	98.31%	18,232,352	1.69%
		Poll	195,723	98.48%	3,016	1.52%
		Total	1,062,424,518	98.31%	18,235,368	1.69%
15	Reappointment of Ms. Shubhalakshmi Panse (DIN-02599310) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier.	E-voting	1,081,866,399	100%	5,419	0.00%
		Poll	198,836	99.99%	16	0.01%
		Total	1,082,065,235	100%	5,435	0.00%
16	a) To introduce and implement a scheme for grant of stock options (ESOS 2017) to employees and directors (including Managing Director and CEO) of the Bank and to create, grant, offer and allot under the scheme, equity shares of face value of Rs. 2/- each not exceeding aggregate of 5% of the paid up equity share capital of the Bank. b) To cover the Employee Stock Option Scheme 2017 ["ESOS 2017"] to the person(s) who are in employment of the subsidiary (ies) of the Bank	E-voting	895,253,597	82.39%	191,401,480	17.61%
		Poll	195,852	98.49%	3,000	1.51%
		Total	895,449,449	82.39%	191,404,480	17.61%
17	Amendment of Article 80 of Articles of Association of the Bank.	E-voting	1,112,752,896	100%	1,334	0.00%
		Poll	198,852	100%	-	-
		Total	1,112,951,748	100%	1,334	0.00%
18	Borrowing/ raising funds in Indian currency by way of issue debt instruments upto Rs. 4,000 Crore (Rupees Four Thousand Crore only) on a private placement basis.	E-voting	1,112,745,725	100%	2,830	0.00%
		Poll	195,499	98.37%	3,240	1.63%
		Total	1,112,941,224	100%	6,070	0.00%
19	To increase the borrowing limit of the Bank from Rs. 3000 Crore to Rs. 7000 Crore over and above the Paid up Capital and Free Reserves of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013.	E-voting	1,111,508,943	99.89%	1,252,832	0.11%
		Poll	198,852	100%	-	-
		Total	1,111,707,795	99.89%	1,252,832	0.11%

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

14.07.2017

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, 39/3519 B, 1st Floor, Padmam Apartments, 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 86th Annual General Meeting of the Company held on 14th July 2017.

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 11th day of July 2017 (09.00 A.M.) to Thursday the 13th day of July 2017 (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 14th July 2017, 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 2017 together with the Reports of Board of Directors' and Auditor's thereon. b) Adoption of consolidated financial statements for the year ended 31st March 2017 together with Report of Auditors.		1110446750	1110446392	100%		57.12	358	0.00%
2	Declaration of dividend.		1112761914	1112759831	100%		57.24	2083	0.00%
3	Re-appointment of Director Mr. Ashutosh Khajuria (DIN: 05154975) who retires by rotation.		1112756120	1112736131	100%		57.24	19989	0.00%
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.		1085284413	1057698303	97.46%		54.41	27586110	2.54%
SPECIAL BUSINESS (Ordinary Resolution)
5	Appointment and fixation of remuneration of the branch auditors in consultation with the Central Statutory Auditors.		1085284098	1084805932	99.96%		55.80	478166	0.04%
6	Reappointment of Mr. Shyam Srinivasan (DIN-02274773) as the Managing Director & CEO of the Bank, for a further period of 3 years, with effect from 23rd September 2016.		1081870271	1080140386	99.84%		55.56	1729885	0.16%
7	Grant of options under Employee Stock Option Scheme (ESOS) for the year 2016 to Mr. Ganesh Sankaran, Executive Director of the Bank @ Rs.72.45/- per option		1081874119	1065804357	98.51%		54.82	16069762	1.49%
8	Payment of remuneration of Rs. 1,25,000/- per month (Rs. 15,00,000/- per annum) to Mr. K M Chandrasekhar (DIN-06466854), Chairman of the Bank.		1081877345	1081844755	100%		55.65	32590	0.00%
9	Payment of compensation in the form of profit related commission not exceeding Rs. 1,000,000/- per annum to each of the Non Executive/ Independent Directors of the Bank (other than Part Time Chairman), for each year effective from financial year ended 31 March 2017		1081880946	1079009048	99.73%		55.50	2871898	0.27%
SPECIAL BUSINESS (Special Resolution)
10	Reappointment of Mr. K. M. Chandrasekhar (DIN- 06466854) as an Independent Director of the Bank, for a period of one (1) year with effect from 17th July 2017 or till the date of his retirement whichever is earlier.		1081872659	1081850934	100%		55.65	21725	0.00%
11	Reappointment of CA Nilesh S. Vikamsey (DIN- 00031213) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.		1080153744	1078202015	99.82%		55.46	1951729	0.18%
12	Reappointment of Mr. Dilip G. Sadarangani (DIN- 06610897) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.		1080148954	1080119090	100%		55.56	29864	0.00%
13	Reappointment of Mr. Harish H. Engineer (DIN- 01843009) as an Independent Director of the Bank, for a period of two (2) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.		1081078742	841872914	77.87%		43.31	239205828	22.13%
14	Reappointment of Ms. Grace Elizabeth Koshie (DIN- 06765216) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier.		1080461147	1062228795	98.31%		54.64	18232352	1.69%
15	Reappointment of Ms. Shubhalakshmi Panse (DIN-02599310) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier.		1081871818	1081866399	100%		55.65	5419	0.00%
16	c) To introduce and implement a scheme for grant of stock options (ESOS 2017) to employees and directors (including Managing Director and CEO) of the Bank and to create, grant, offer and allot under the scheme, equity shares of face value of Rs. 2/- each not exceeding aggregate of 5% of the paid up equity share capital of the Bank. d) To cover the Employee Stock Option Scheme 2017 ["ESOS 2017"] to the person(s) who are in employment of the subsidiary (ies) of the Bank		1086655077	895253597	82.39%		46.05	191401480	17.61%
17	Amendment of Article 80 of Articles of Association of the Bank.		1112754230	1112752896	100%		57.24	1334	0.00%
18	Borrowing/ raising funds in Indian currency by way of issue debt instruments upto Rs. 4,000 Crore (Rupees Four Thousand Crore only) on a private placement basis.		1112748555	1112745725	100%		57.24	2830	0.00%
19	To increase the borrowing limit of the Bank from Rs. 3000 Crore to Rs. 7000 Crore over and above the Paid up Capital and Free Reserves of the Bank, pursuant to Section 180 (1)(c) of the Companies Act, 2013.		1112761775	1111508943	99.89%		57.18	1252832	0.11%

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:

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

86th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD held on Friday, 14th day of July, 2017 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, 39/3519 B, 1st Floor, Padmam Apartments, Manikkath Road, Ravipuram, Kochi, Kerala -682 016 appointed as Scrutinizer for the purpose of the poll taken on the below mentioned resolutions, at the 86th Annual General Meeting of the Equity Shareholders of THE FEDERAL BANK LTD (CIN: L65191KL1931PLC000368), held on Friday, 14th day of July, 2017 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 2017 together with the Reports of Board of Directors' and Auditor's thereon.

b) Adoption of consolidated financial statements for the year ended 31st March 2017 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
64	198,752	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
-	-	-

(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	1,204

(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
62	193,247	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
-	-	-

(iii)Invalid Votes

Total Number of members (in person or by proxy) whose votes were declared invalid	Total Number of votes cast by them
6	6,709

Re-appointment of Director Mr. Ashutosh Khajuria (DIN: 05154975) 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
63	193,242	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
-	-	-

(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	6,714

(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
65	198,852	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
-	-	-

(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	1,104

(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
63	193,242	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
-	-	-

(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	6,714

(f) Resolution 6:

Re-appointment of Mr. Shyam Srinivasan (DIN-02274773) as the Managing Director & CEO of the Bank, for a further period of 3 years, with effect from 23rd September 2016:

(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
62	198,242	99.84%

(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	310	0.16%

(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	1,404

(g) Resolution 7:

Grant of options under Employee Stock Option Scheme (ESOS) for the year 2016 to Mr. Ganesh Sankaran, Executive Director of the Bank @ Rs.72.45/- per option

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
61	192,932	99.84%

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	310	0.16%

(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	6,714

(h) Resolution 8:

Payment of remuneration of Rs. 1,25,000/- per month (Rs. 15,00,000/- per annum) to Mr. K M Chandrasekhar (DIN-06466854), 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	187,038	99.78%

(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	410	0.22%

(iii) Invalid Votes

Total Number of members (in person or by proxy) whose votes were declared invalid	Total Number of votes cast by them
13	12,508

(i) Resolution 9:

Payment of compensation in the form of profit related commission not exceeding Rs. 1,000,000/- per annum to each of the Non Executive/ Independent Directors of the Bank (other than Part Time Chairman), for each year effective from financial year ended 31 March 2017:

(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	188,348	98.22%

(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
4	3,410	1.78%

(iii) Invalid Votes

Total Number of members (in person or by proxy) whose votes were declared invalid	Total Number of votes cast by them
13	8,198

(j) Resolution 10:

Reappointment of Mr. K. M. Chandrasekhar (DIN- 06466854) as an Independent Director of the Bank, for a period of one (1) year with effect from 17th July 2017 or till the date of his retirement whichever is earlier:

(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
62	198,423	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	16	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
6	1,517

(k) Resolution 11:

Reappointment of CA Nilesh S Vikamsey (DIN- 00031213) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier:

(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
65	198,852	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
-	-	-

(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	1,104

(l) Resolution 12:

Reappointment of Mr. Dilip G. Sadarangani (DIN- 06610897) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier:

(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
63	198,723	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	16	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
4	1,217

(m) Resolution 13:

Reappointment of Mr. Harish H. Engineer (DIN- 01843009) as an Independent Director of the Bank, for a period of two (2) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier:

(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
63	195,836	98.48%

(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	3,016	1.52%

(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	1,104

(n) Resolution 14:

Reappointment of Ms. Grace Elizabeth Koshie (DIN- 06765216) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier:

(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
62	195,723	98.48%

(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	3,016	1.52%

(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	1,217

(o) Resolution 15:

Reappointment of Ms. Shubhalakshmi Panse (DIN-02599310) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier:

(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
64	198,836	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	16	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	1,104

(p) Resolution 16:

a) To introduce and implement a scheme for grant of stock options (ESOS 2017) to employees and directors (including Managing Director and CEO) of the Bank and to create, grant, offer and allot under the scheme, equity shares of face value of Rs. 2/- each not exceeding aggregate of 5% of the paid up equity share capital of the Bank:

b) To cover the Employee Stock Option Scheme 2017 ["ESOS 2017"] to the person(s) who are in employment of the subsidiary (ies) 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
64	195,852	98.49%

(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	3,000	1.51%

(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	1,104

(q) Resolution 17:

Amendment of Article 80 of Articles of Association 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
65	198,852	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
-	-	-

(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	1,104

(r) Resolution 18:

Amendment of Article 80 of Articles of Association 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
62	195,499	98.37%

(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	3,240	1.63%

(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	1,217

(s) Resolution 19:

To increase the borrowing limit of the Bank from Rs. 3000 Crore to Rs. 7000 Crore over and above the Paid up Capital and Free Reserves 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
65	198,852	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
-	-	-

(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	1,104

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

14.07.2017

M/s. The Federal Bank Limited
Disclosure under Regulation 44(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015
Details of Voting Results
Date of the AGM/EGM							14.07.2017

Total number of shareholders on record date							196631

No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group:
Public:							889

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)
As disclosed below.
Whether promoter/promoter group are interested in the agenda/ resolution:
Not Applicable
Mode of Voting includes both remote e-Voting and through ballot/polling paper distributed at the AGM venue.
Details of Agenda
Item 1: a) Adoption of audited Financial statements for the financial year ended 31st March 2017 together with the Reports of Board of Directors' and Auditor's thereon.b) Adoption of consolidated financial statements for the year ended 31st March 2017 together with Report of Auditors.

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1011920769	52.052423	1011920411	358		99.999965	0.00003538
	Poll	1944041607	198752	0.0102236	198752	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	3888083214	1012119521	26.03132	1012119163	358		99.99996	0.0000354
Total		1944041607	1110645502	57.13075	1110645144	358		99.99997	0.00003223


Item 2: Declaration of Dividend

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1014235933	52.171514	1014233850	2083		99.999795	0.00020538
	Poll	1944041607	193247	0.0099405	193247	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	1014429180	52.18145	1014427097	2083		99.99979	0.0002053
Total		1944041607	1112955161	57.24955	1112953078	2083		99.99981	0.00018716


Item 3: Re-appointment of Director Mr. Ashutosh Khajuria (DIN: 05154975) who retires by rotation.

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1014230139	52.171216	1014210150	19989		99.998029	0.001970854
	Poll	1944041607	193242	0.0099402	193242	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	1014423381	52.18116	1014403392	19989		99.99803	0.001970479
Total		1944041607	1112949362	57.24926	1112929373	19989		99.9982	0.001796039


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?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	986758432	50.758092	959172322	27586110		97.20437	2.795629518
	Poll	1944041607	198852	0.0102288	198852	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	986957284	50.76832	959371174	27586110		97.20493	2.795066255
Total		1944041607	1085483265	55.83642	1057897155	27586110		97.45863	2.541366679


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?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	986758117	50.758076	986279951	478166		99.951542	0.048458279
	Poll	1944041607	193242	0.0099402	193242	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	986951359	50.76802	986473193	478166		99.95155	0.048448791
Total		1944041607	1085477340	55.83612	1084999174	478166		99.95595	0.044051219


Item 6: Reappointment of Mr. Shyam Srinivasan (DIN-02274773) as the Managing Director & CEO of the Bank, for a further period of 3 years, with effect from 23rd September 2016 and payment of remuneration

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983344290	50.582471	981614405	1729885		99.824081	0.175918548
	Poll	1944041607	198552	0.0102134	198242	310		99.84387	0.156130384
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983542842	50.59268	981812647	1730195		99.82409	0.175914554
Total		1944041607	1082068823	55.66079	1080338628	1730195		99.8401	0.159896946


Item 7: Grant of options under Employee Stock Option Scheme (ESOS) for the year 2016 to Mr. Ganesh Sankaran, Executive Director of the Bank @ Rs.72.45/- per option

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983348138	50.582669	967278376	16069762		98.365812	1.634188481
	Poll	1944041607	193242	0.0099402	192932	310		99.839579	0.160420612
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983541380	50.59261	967471308	16070072		98.3661	1.633898921
Total		1944041607	1082067361	55.66071	1065997289	16070072		98.51487	1.485126766

Item 8: Payment of remuneration of Rs. 1,25,000/- per month (Rs. 15,00,000/- per annum) to Mr. K M Chandrasekhar (DIN-06466854), Chairman of the Bank.

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983351364	50.582835	983318774	32590		99.996686	0.003314177
	Poll	1944041607	187448	0.0096422	187038	410		99.781273	0.218727327
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983538812	50.59248	983505812	33000		99.99664	0.003355231
Total		1944041607	1082064793	55.66058	1082031793	33000		99.99695	0.003049725


Item 9: Payment of compensation in the form of profit related commission not exceeding Rs. 1,000,000/- per annum to each of the Non Executive/ Independent Directors of the Bank (other than Part Time Chairman), for each year effective from financial year ended 31 March 2017

Resolution required: (Ordinary/ Special)								Ordinary

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983354965	50.583021	980483067	2871898		99.707949	0.292050999
	Poll	1944041607	191758	0.0098639	188348	3410		98.221717	1.778283044
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983546723	50.59288	980671415	2875308		99.70766	0.292340764
Total		1944041607	1082072704	55.66098	1079197396	2875308		99.73428	0.265722256



Item 10:Reappointment of Mr. K. M. Chandrasekhar (DIN- 06466854) as an Independent Director of the Bank, for a period of one (1) year with effect from 17th July 2017 or till the date of his retirement whichever is earlier.

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983346678	50.582594	983324953	21725		99.997791	0.002209292
	Poll	1944041607	198439	0.0102075	198423	16		99.991937	0.008062931
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983545117	50.5928	983523376	21741		99.99779	0.002210473
Total		1944041607	1082071098	55.6609	1082049357	21741		99.99799	0.002009203


Item 11: Reappointment of CA Nilesh S. Vikamsey (DIN- 00031213) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier.

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	981627763	50.494175	979676034	1951729		99.801174	0.198825774
	Poll	1944041607	198852	0.0102288	198852	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	981826615	50.5044	979874886	1951729		99.80121	0.198785506
Total		1944041607	1080352596	55.5725	1078400867	1951729		99.81934	0.180656668


Item 12: Reappointment of Mr. Dilip G. Sadarangani (DIN- 06610897) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	981622973	50.493928	981593109	29864		99.996958	0.003042309
	Poll	1944041607	198739	0.010223	198723	16		99.991949	0.00805076
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	981821712	50.50415	981791832	29880		99.99696	0.003043322
Total		1944041607	1080347693	55.57225	1080317813	29880		99.99723	0.002765776


Item 13: Reappointment of Mr. Harish H. Engineer (DIN- 01843009) as an Independent Director of the Bank, for a period of two (2) years with effect from 17th July 2017 or till the date of his retirement whichever is earlier

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	982552761	50.541756	743346933	239205828		75.654658	24.3453418
	Poll	1944041607	198852	0.0102288	195836	3016		98.483294	1.516705892
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	982751613	50.55198	743542769	239208844		75.65928	24.3407226
Total		1944041607	1081277594	55.62008	842068750	239208844		77.8772	22.12279671



Item 14: Reappointment of Ms. Grace Elizabeth Koshie (DIN- 06765216) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	981935166	50.509987	963702814	18232352		98.143222	1.856777579
	Poll	1944041607	198739	0.010223	195723	3016		98.482432	1.517568268
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	982133905	50.52021	963898537	18235368		98.14329	1.856708938
Total		1944041607	1080659886	55.58831	1062424518	18235368		98.31257	1.687428972



Item 15: Reappointment of Ms. Shubhalakshmi Panse (DIN-02599310) as an Independent Director of the Bank, for a period of three (3) years with effect from 17th July 2017 or till the date of her retirement whichever is earlier

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	983345837	50.582551	983340418	5419		99.999449	0.000551078
	Poll	1944041607	198852	0.0102288	198836	16		99.991954	0.008046185
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	983544689	50.59278	983539254	5435		99.99945	0.000552593
Total		1944041607	1082070670	55.66088	1082065235	5435		99.9995	0.000502278




Item 16. a) To introduce and implement a scheme for grant of stock options (ESOS 2017) to employees and directors (including Managing Director and CEO) of the Bank and to create, grant, offer and allot under the scheme, equity shares of face value of Rs. 2/- each not exceeding aggregate of 5% of the paid up equity share capital of the Bank.b) To cover the Employee Stock Option Scheme 2017 ["ESOS 2017"] to the person(s) who are in employment of the subsidiary (ies) of the Bank

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	988129096	50.828598	796727616	191401480		80.629912	19.37008846
	Poll	1944041607	198852	0.0102288	195852	3000		98.49134	1.508659707
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	988327948	50.83883	796923468	191404480		80.63351	19.36649473
Total		1944041607	1086853929	55.90693	895449449	191404480		82.38913	17.61087437




Item 17. Amendment of Article 80 of Articles of Association of the Bank.

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1014228249	52.17	1014226915	1334		99.999868	0.000131529
	Poll	1944041607	198852	0.0102288	198852	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	1014427101	52.18135	1014425767	1334		99.99987	0.000131503
Total		1944041607	1112953082	57.24945	1112951748	1334		99.99988	0.000119861



Item 18. Borrowing/ raising funds in Indian currency by way of issue debt instruments upto Rs. 4,000 Crore (Rupees Four Thousand Crore only) on a private placement basis.

Resolution required: (Ordinary/ Special)								Special

Whether promoter/ promoter group are interested in the agenda/resolution?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1014222574	52.17	1014219744	2830		99.999721	0.000279031
	Poll	1944041607	198739	0.010223	195499	3240		98.369721	1.630278909
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	1014421313	52.18105	1014415243	6070		99.9994	0.000598371
Total		1944041607	1112947294	57.24915	1112941224	6070		99.99945	0.000545399



Item 19. To increase the borrowing limit of the Bank from Rs. 3000 Crore to Rs. 7000 Crore over and above the Paid up Capital and Free Reserves 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?								Not Applicable

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	1944041607	98525981	5.0681004	98525981	0		100	0
	Poll	1944041607	0	0	0	0		0	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	98525981	5.0681	98525981	0		100	0
Public- Non Institutions	E-Voting	1944041607	1014235794	52.17	1012982962	1252832		99.876475	0.123524727
	Poll	1944041607	198852	0.0102288	198852	0		100	0
	Postal Ballot (if applicable)	NA	NA	NA	NA	NA		NA	NA
	Total	1944041607	1014434646	52.18174	1013181814	1252832		99.8765	0.123500514
Total		1944041607	1112960627	57.24984	1111707795	1252832		99.88743	0.112567504

This information is provided by RNS

The company news service from the London Stock Exchange

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