Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Axis Bank Limited

Meeting Details

The 32nd Annual General Meeting of Axis Bank Limited was held on Friday, July 31, 2026, at 10:00 a.m. (IST) through Video Conferencing/Other Audio Visual Means (VC/OAVM). The meeting concluded at 12:29 p.m. (IST). The meeting was conducted in accordance with applicable circulars issued by SEBI, Ministry of Corporate Affairs, SEBI Listing Regulations, and the Companies Act, 2013.

Directors and Officials Present

Directors Present:

  • N. S. Vishwanathan - Independent Director and Part-time Chairman
  • Amitabh Chaudhry - Managing Director & CEO
  • Girish Paranjpe - Independent Director and Chairman of the Audit Committee
  • Meena Ganesh - Independent Director and Chairperson of the Nomination and Remuneration Committee
  • G. Padmanabhan - Independent Director
  • P. N. Prasad - Independent Director and Shareholder
  • CH SS Mallikarjunarao - Independent Director, Chairman of the Stakeholders Relationship Committee and Shareholder
  • Pranam Wahi - Independent Director
  • Malavika R. Harita - Independent Director
  • Subrat Mohanty - Executive Director and Shareholder
  • Munish Sharda - Executive Director and Shareholder
  • Neeraj Gambhir - Executive Director and Shareholder

Officials Present:

  • Puneet Sharma - Chief Financial Officer and Shareholder
  • Sandeep Poddar - Company Secretary and Shareholder

Others Attending:

  • Authorized representatives from M M Nissim & Co. LLP and KKC & Associates LLP (Joint Statutory Auditors)
  • Authorized representatives from Bhandari & Associates (Secretarial Auditor)
  • CS KVS Subramanyam, Practicing Company Secretary (Scrutinizer)
  • Total 177 members (including Directors and KMPs holding shares)

Resolutions Proposed and Implications

The AGM transacted 18 resolutions as set out in the Notice dated April 25, 2026:

Ordinary Businesses:

1. Adoption of audited standalone financial statements for fiscal year ended March 31, 2026 and reports of Board of Directors and Auditors

2. Adoption of audited consolidated financial statements for fiscal year ended March 31, 2026 and report of Auditors

3. Declaration of dividend on equity shares for fiscal year ended March 31, 2026

4. Re-appointment of Subrat Mohanty (DIN: 08679444) as director who retires by rotation

Special Businesses:

5. Re-appointment of N. S. Vishwanathan (DIN: 09568559) as Independent Director

6. Re-appointment of N. S. Vishwanathan as Non-Executive (Part-time) Chairman and his remuneration

7. Re-appointment of P. N. Prasad (DIN: 07430506) as Independent Director

8. Re-appointment of Subrat Mohanty as Whole-Time Director (Executive Director) and his remuneration

9. Revision in remuneration payable to Subrat Mohanty with effect from April 1, 2026

10. Revision in remuneration payable to Amitabh Chaudhry with effect from April 1, 2026

11. Revision in remuneration payable to Munish Sharda with effect from April 1, 2026

12. Revision in remuneration payable to Neeraj Gambhir with effect from April 1, 2026

13. Revision in ceiling of fixed remuneration granted to Non-Executive Directors excluding Non-Executive (Part-time) Chairperson

14. Borrowing/raising funds by issue of debt securities on private placement basis for up to ₹35,000 crores

15. Raising funds by issue of equity shares/depository receipts for up to ₹20,000 crores

16. Material related party transactions with Life Insurance Corporation of India

17. Material related party transactions with LIC Housing Finance Limited

18. Material related party transactions with IDBI Bank Limited

19. Material related party transactions with Axis Max Life Insurance Limited

Voting Process and Methods

The remote e-voting facility was made available from Monday, July 27, 2026, 9:00 a.m. (IST) up to Thursday, July 30, 2026, 5:00 p.m. (IST). Additionally, e-voting facility was made available during the AGM for members who had not cast their votes through remote e-voting, which continued for 15 minutes post conclusion of the meeting. The Bank engaged National Securities Depository Limited (NSDL) for providing e-voting facility.

Key Voting Outcomes

All 18 resolutions were passed by members with requisite majority. The detailed voting results are as follows:

Resolution 1 (Ordinary - Adoption of Financial Statements):

  • Total votes cast: 2,62,36,67,644
  • Votes in favor: 2,62,36,67,644 (99.9997%)
  • Votes against: 9,064 (0.0003%)
  • Invalid votes: 0

Resolution 2 (Ordinary - Dividend Declaration):

  • Total votes cast: 2,65,11,84,469
  • Votes in favor: 2,65,11,84,469 (99.9996%)
  • Votes against: 9,463 (0.0004%)
  • Invalid votes: 0

Resolution 3 (Ordinary - Re-appointment of Subrat Mohanty as Director):

  • Total votes cast: 2,64,03,02,693
  • Votes in favor: 2,64,03,02,693 (99.5895%)
  • Votes against: 1,08,84,312 (0.4105%)
  • Invalid votes: 0

Resolution 4 (Special - Re-appointment of N. S. Vishwanathan as Independent Director):

  • Total votes cast: 2,61,45,03,352
  • Votes in favor: 2,61,45,03,352 (98.6164%)
  • Votes against: 3,66,83,094 (1.3836%)
  • Invalid votes: 0

Resolution 5 (Ordinary - Re-appointment of N. S. Vishwanathan as Chairman):

  • Total votes cast: 2,62,16,71,589
  • Votes in favor: 2,62,16,71,589 (98.8867%)
  • Votes against: 2,95,15,454 (1.1133%)
  • Invalid votes: 0

Resolution 6 (Special - Re-appointment of P. N. Prasad as Independent Director):

  • Total votes cast: 2,63,79,10,965
  • Votes in favor: 2,63,79,10,965 (99.5645%)
  • Votes against: 1,15,39,490 (0.4355%)
  • Invalid votes: 0

Resolution 7 (Ordinary - Re-appointment of Subrat Mohanty as Executive Director):

  • Total votes cast: 2,61,94,96,561
  • Votes in favor: 2,61,94,96,561 (98.8056%)
  • Votes against: 3,16,64,356 (1.1944%)
  • Invalid votes: 0

Resolution 8 (Ordinary - Revision in Subrat Mohanty's Remuneration):

  • Total votes cast: 2,63,01,22,672
  • Votes in favor: 2,63,01,22,672 (99.2110%)
  • Votes against: 2,09,16,609 (0.7890%)
  • Invalid votes: 0

Resolution 9 (Ordinary - Revision in Amitabh Chaudhry's Remuneration):

  • Total votes cast: 2,63,23,72,684
  • Votes in favor: 2,63,23,72,684 (99.2922%)
  • Votes against: 1,87,63,986 (0.7078%)
  • Invalid votes: 0

Resolution 10 (Ordinary - Revision in Munish Sharda's Remuneration):

  • Total votes cast: 2,63,01,49,189
  • Votes in favor: 2,63,01,49,189 (99.2084%)
  • Votes against: 2,09,87,483 (0.7916%)
  • Invalid votes: 0

Resolution 11 (Ordinary - Revision in Neeraj Gambhir's Remuneration):

  • Total votes cast: 2,63,01,48,775
  • Votes in favor: 2,63,01,48,775 (99.2083%)
  • Votes against: 2,09,87,897 (0.7917%)
  • Invalid votes: 0

Resolution 12 (Ordinary - Revision in NED Remuneration Ceiling):

  • Total votes cast: 2,65,10,15,923
  • Votes in favor: 2,65,10,15,923 (99.9935%)
  • Votes against: 1,72,959 (0.0065%)
  • Invalid votes: 0

Resolution 13 (Special - Debt Fundraising ₹35,000 crores):

  • Total votes cast: 2,65,11,58,793
  • Votes in favor: 2,65,11,58,793 (99.9990%)
  • Votes against: 27,643 (0.0010%)
  • Invalid votes: 0

Resolution 14 (Special - Equity Fundraising ₹20,000 crores):

  • Total votes cast: 2,64,58,17,247
  • Votes in favor: 2,64,58,17,247 (99.7975%)
  • Votes against: 53,69,764 (0.2025%)
  • Invalid votes: 0

Resolution 15 (Ordinary - RPT with LIC):

  • Total votes cast: 2,40,61,79,973
  • Votes in favor: 2,40,61,79,973 (99.9967%)
  • Votes against: 78,679 (0.0033%)
  • Invalid votes: 0

Resolution 16 (Ordinary - RPT with LIC Housing Finance):

  • Total votes cast: 2,40,61,51,245
  • Votes in favor: 2,40,61,51,245 (99.9968%)
  • Votes against: 77,868 (0.0032%)
  • Invalid votes: 0

Resolution 17 (Ordinary - RPT with IDBI Bank):

  • Total votes cast: 2,40,61,80,814
  • Votes in favor: 2,40,61,80,814 (99.9968%)
  • Votes against: 77,840 (0.0032%)
  • Invalid votes: 0

Resolution 18 (Ordinary - RPT with Axis Max Life Insurance):

  • Total votes cast: 2,64,66,05,729
  • Votes in favor: 2,64,66,05,729 (99.9950%)
  • Votes against: 1,33,149 (0.0050%)
  • Invalid votes: 0

Scrutinizer's Role and Findings

CS KVS Subramanyam, Practicing Company Secretary (FCS No. 5400; Certificate of Practice No. 4815), Senior Partner of M/s. Ahalada Rao V. & Associates, was appointed as Scrutinizer. The scrutinizer unblocked the votes at 12:46 PM on July 31, 2026, in the presence of two witnesses (Mr. Mahesh B and Mr. M. Hari Vamshi). The scrutinizer confirmed that all relevant records will remain in safe custody until the Chairman approves and signs the Minutes of the AGM.

Compliance Confirmation

The meeting was conducted in compliance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and circulars issued by MCA and SEBI. The Integrated Annual Report and Notice of AGM were sent through electronic mode to members who had registered their email addresses, and physical letters with QR code/web-link were sent to other shareholders.

Additional Information

  • Total number of shareholders on record date: 899,300
  • Number of shareholders present in meeting through video conferencing: 177 (all public)
  • No promoters/promoter group members attended the meeting
  • The Chairman delivered a speech covering macroeconomic environment, GPS strategy, financial performance for fiscal 2026 and Q1 fiscal 2027, digital capabilities, geographical reach, CSR & sustainability activities, and ESG strategy
  • Members raised queries on dividend payout, financial performance, future strategy, customer service, branches, ATMs, cyber security/fraud, Gen AI, CSR/ESG initiatives, fraud detection, NPAs, capex plans, overseas business, employee strength/training, and stock split
  • Queries were responded to by Amitabh Chaudhry, Managing Director & CEO