Proposed Resolutions and Implications

The postal ballot contains four resolutions for shareholder approval:

Item 1: Re-appointment of CH SS Mallikarjunarao as Independent Director

  • Resolution Type: Special Resolution
  • Director DIN: 07667641
  • Term: February 1, 2027 to January 31, 2031 (4 years)
  • Current Term Expiry: January 31, 2027
  • Remuneration: Fixed ₹30,00,000 per annum plus sitting fees
  • Background: Professional banker with 41+ years experience, former MD & CEO of Punjab National Bank

Item 2: Re-appointment of Munish Sharda as Executive Director

  • Resolution Type: Ordinary Resolution
  • Director DIN: 06796060
  • Term: February 27, 2027 to February 26, 2030 (3 years)
  • Current Term Expiry: February 26, 2027
  • Remuneration Package:
  • Annual Fixed Pay: ₹5,30,38,184
  • Salary: ₹2,81,10,561
  • Retiral Benefits: ₹85,26,870
  • House Rent Allowance: ₹91,93,072
  • Conveyance Allowance: ₹30,00,000
  • Club Memberships: ₹12,98,000
  • Variable Pay: Up to 300% of fixed pay as per RBI guidelines
  • Background: 34+ years experience across banking, insurance, consumer goods, and engineering

Item 3: Appointment of K S Giridhar as Non-Executive Nominee Director

  • Resolution Type: Ordinary Resolution
  • Director DIN: 11849889
  • Appointment Date: August 14, 2026
  • Nominated by: Life Insurance Corporation of India
  • Remuneration: Sitting fees plus fixed ₹30,00,000 per annum payable to LIC
  • Background: Former Executive Director of LIC with 35+ years experience

Item 4: Appointment of Arvind Subramanian as Independent Director

  • Resolution Type: Special Resolution
  • Director DIN: 02551935
  • Term: September 23, 2026 to September 22, 2030 (4 years)
  • Remuneration: Fixed ₹30,00,000 per annum plus sitting fees
  • Background: Executive VP at Iron Mountain India with 30+ years experience in strategy consulting

Voting Process and Methods

  • Voting Method: Remote e-voting only (no physical polling)
  • Service Provider: National Securities Depository Limited (NSDL)
  • Voting Period: October 7, 2026 (9:00 AM IST) to November 5, 2026 (5:00 PM IST)
  • Cut-off Date: September 25, 2026
  • Notice Distribution: Electronic only to members with registered email addresses

Scrutinizer Appointment

  • Scrutinizer: CS KVS Subramanyam, Practising Company Secretary
  • Membership No.: FCS 5400
  • Certificate of Practice No.: 4815
  • Firm: Ahalada Rao. V and Associates
  • Role: Scrutinize remote e-voting process in fair and transparent manner

Result Declaration and Compliance

  • Result Declaration: Within two working days after e-voting conclusion (by November 9, 2026)
  • Compliance: Conducted pursuant to Section 110 read with Section 108 of Companies Act, 2013, Rules 20 and 22 of Companies (Management and Administration) Rules, 2014, MCA Circular No. 03/2025, SS-2, and Regulation 44 of SEBI LODR Regulations
  • Results Communication: To be submitted to stock exchanges and uploaded on bank website

Shareholder Information

  • Company Secretary: Sandeep Poddar (ACS 13819)
  • Contact Email: shareholders@axis.bank.in
  • RTA: KFin Technologies Limited

Additional Notes

  • The explanatory statement pursuant to Section 102(1) of Companies Act, 2013 is annexed
  • Physical copies of notice are not being sent pursuant to MCA Circular No. 03/2025
  • Members must update email and mobile numbers with depositories to access e-voting
  • Institutional members must submit Board Resolutions/Authority Letters to scrutinizer
  • GDR holders can vote through The Bank of New York Mellon as depository