6-K
HDFC BANK LTD (HDB)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of March, 2025
Commission File Number 001-15216
HDFC BANK LIMITED
(Translation of registrant’s name into English)
HDFC Bank House, Senapati Bapat Marg,
Lower Parel, Mumbai. 400 013, India
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| HDFC BANK LIMITED | ||
|---|---|---|
| (Registrant) | ||
| Date: March 28, 2025 | By: | /s/ Ajay Agarwal |
| Name: Ajay Agarwal | ||
| Title: Company Secretary & Head –<br>Group Oversight |
EXHIBIT INDEX
The following documents (bearing the exhibit number listed below) are furnished herewith and are made a part of this report pursuant to the General Instructions for Form 6-K.
Description
Disclosure
EX-99
Exhibit 99
March 28, 2025
NewYork Stock Exchange
11, Wall Street,
New York,
NY 10005
USA
Dear Sir,
Sub: Disclosure
We hereby submit the results of e-voting on the resolutions specified in the Postal Ballot Notice of the Bank dated February 20, 2025.
Based on the report issued by the Scrutinizer i.e. Ms. Manisha Maheshwari, Partner of M/s. Bhandari & Associates, Practicing Company Secretaries, we wish to inform you that the resolutions placed through postal ballot as mentioned above, were passed with requisite majority and the same is deemed to have been passed on the last date of remote e-voting period i.e. Wednesday, March 26, 2025.
Please find enclosed herewith the e-voting results along with a Report issued by the Scrutinizer dated March 27, 2025. The aforesaid documents are also being made available on the Bank’s website.
We request you to bring the above to the notice of all concerned.
Yours faithfully,
For HDFCBank Limited
Sd/-
Ajay Agarwal
CompanySecretary & Head – Group Oversight
HDFC BANK LIMITED - VOTING RESULTS OF POSTAL BALLOT
| Date ofdeclaration of result of Postal Ballot | 26th March, 2025 |
|---|---|
| Total number ofshareholders on record date | 3923592 |
| No. of Shareholders present in the meeting either in person or through proxy | |
| Promoters and Promoter Group: | NA |
| Public: | |
| No. of Shareholders attended the meeting through Video Conferencing | |
| Promoters and Promoter Group: | - |
| Public: | - |
| Resolution required: (Ordinary/Special) | Ordinary (01) : Approval of Material Related Party Transactions with<br>HDB Financial Services Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35871153 | 1.714 | 35515763 | 355390 | 99.009 | 0.991 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35871153 | 1.714 | 35515763 | 355390 | 99.009 | 0.991 | |
| Total | 7650196747 | 5112929439 | 66.834 | 5111126281 | 1803158 | 99.965 | 0.035 |
| Resolution required: (Ordinary/Special) | Ordinary (02) : Approval of Material Related Party Transactions with<br>HDFC Securities Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35854618 | 1.713 | 35492166 | 362452 | 98.989 | 1.011 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35854618 | 1.713 | 35492166 | 362452 | 98.989 | 1.011 | |
| Total | 7650196747 | 5112912904 | 66.834 | 5111102684 | 1810220 | 99.965 | 0.035 |
| Resolution required: (Ordinary/Special) | Ordinary (03) : Approval of Material Related Party Transactions with<br>HDFC Life Insurance Company Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35761597 | 1.709 | 35402204 | 359393 | 98.995 | 1.005 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35761597 | 1.709 | 35402204 | 359393 | 98.995 | 1.005 | |
| Total | 7650196747 | 5112819883 | 66.833 | 5111012722 | 1807161 | 99.965 | 0.035 |
| Resolution required: (Ordinary/Special) | Ordinary (04) : Approval of Material Related Party Transactions with<br>HDFC ERGO General Insurance Company Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35752103 | 1.708 | 35400378 | 351725 | 99.016 | 0.984 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35752103 | 1.708 | 35400378 | 351725 | 99.016 | 0.984 | |
| Total | 7650196747 | 5112810389 | 66.832 | 5111010896 | 1799493 | 99.965 | 0.035 |
| Resolution required: (Ordinary/Special) | Ordinary (05) : Approval of Material Related Party Transactions with<br>PayU Payments Private Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35849747 | 1.713 | 35453593 | 396154 | 98.895 | 1.105 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35849747 | 1.713 | 35453593 | 396154 | 98.895 | 1.105 | |
| Total | 7650196747 | 5112908033 | 66.834 | 5111064111 | 1843922 | 99.964 | 0.036 |
| Resolution required: (Ordinary/Special) | Ordinary (06) : Approval of Material Related Party Transactions with<br>HCL Technologies Limited | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested intheagenda/resolution? | NO | |||||||
| Category | Mode of Voting | No. ofshares held | No. ofVotesPolled | % of VotesPolled onoutstandingShares | No. ofVotes -in Favour | No. ofVotes -Against | % of Votesin favouron votesPolled | % of Votesagainst onvotesPolled |
| 1 | 2 | (3)={(2)/(1)}*100 | 4 | 5 | (6)={(4)/(2)}*100 | (7)={(5)/(2)}*100 | ||
| Promoter and Promoter Group | E-Voting | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 0 | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Public<br>- Institutions | E-Voting | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 5557205590 | 5077058286 | 91.360 | 5075610518 | 1447768 | 99.971 | 0.029 | |
| Public<br>- Non Institutions | E-Voting | 35841679 | 1.712 | 35457510 | 384169 | 98.928 | 1.072 | |
| Poll | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Postal Ballot (If Applicable) | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 2092991157 | 35841679 | 1.712 | 35457510 | 384169 | 98.928 | 1.072 | |
| Total | 7650196747 | 5112899965 | 66.834 | 5111068028 | 1831937 | 99.964 | 0.036 |
Yours faithfully,
For HDFC Bank Limited
| Ajay Agarwal<br><br><br>Company Secretary & Head - Group Oversight |
|---|
SCRUTINIZER’S REPORT
[Pursuant to Sections 108 and 110 of the Companies Act, 2013 and
Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014]
To,
The Chairman
HDFC Bank Limited
CIN: L65920MH1994PLC080618
HDFC Bank House,
Senapati Bapat Marg, Lower Parel (W),
Mumbai - 400 013.
Dear Sir,
Pursuant to the resolution passed by the Board of Directors of HDFC Bank Limited (hereinafter referred as “the Bank”) on, February 20, 2025, I, Manisha Maheshwari, Partner of M/s. Bhandari and Associates, Company Secretaries, have been appointed as a Scrutinizer for conducting the Postal Ballot including voting by electronic means in respect of passing of the resolution contained in the postal ballot notice dated February 20, 2025 (“Notice”) in a fair and transparent manner.
The management of the Bank is responsible to ensure compliance with Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including any statutory modification or re-enactment thereof for the time being in force) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”), as amended from time to time, including General Circular No. 14/2020 dated April 08, 2020, No. 17/2020 dated April 13, 2020 and the subsequent circulars issued in this regard the latest being Circular No. 09/2024 dated September 19, 2024 issued by the Ministry of Corporate Affairs (collectively referred to as “MCA Circulars”) and the Securities and Exchange Board of India (‘SEBI’) Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and the subsequent circulars issued in this regard from time to time, the latest being Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024, (hereinafter collectively referred to as ‘SEBI Circulars’) and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and other applicable provisions thereunder, Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India ( “ SS-2 ” ), and the SEBI Master Circular No. SEBI/HO/AFD/AFD-PoD-2/P/CIR/2024/70 for Foreign Portfolio Investors, Designated Depository participants and Eligible Foreign Investors dated May 30, 2024 relating to voting through electronic means by the Members on the resolutions proposed in the Postal ballot Notice dated February 20, 2025 of the Bank and other applicable laws and regulations, relating to postal ballot including voting by electronic means.
My responsibility as a scrutinizer for the voting process is restricted to make a scrutinizer report on the votes cast “in favour” or “against” the resolution on the reports generated from the e-voting system provided by the National Securities Depository Limited (“NSDL”), the authorized service provider for extending the facility of electronic voting to the Members of the Bank.
Further to the above, I submit my report as under:
| 1. | In terms of Section 110 of the Act read with Section 108 and Rules 20 and 22 of the Companies<br>(Management and Administration) Rules, 2014, and all other applicable provisions, if any the Bank has issued a Postal Ballot Notice dated February 20, 2025 for passing of the resolutions mentioned in the said notice to its Members.<br> |
|---|---|
| 2. | In terms of the MCA Circulars, the Bank had sent the notice in electronic form only to its Members whose<br>name(s) appeared in the Register of Members of the Bank/ list of Beneficial Owners as on Friday, February 14, 2025. Accordingly, the communication of the assent or dissent of the Members had taken place through the remote e-voting system only. |
| --- | --- |
| 3. | In accordance with the Act, MCA Circulars and applicable circulars issued by the SEBI, the Bank has<br>published an advertisement in ‘Business Standard’ (English Newspaper) and ‘Navshakti’ (Vernacular Newspaper) of wide circulation in their respective editions dated February 25, 2025, with respect to dispatch of notice and<br>giving due notice to the Members of the Bank including those who were either holding shares in physical form or in respect of whom, the e-mail address was not available in the records of Depositories or the<br>RTA, as to the manner in which they can register their e-mail id and receive the notice of postal ballot and necessary instructions to vote electronically on the resolution forming part of the Notice.<br> |
| --- | --- |
| 4. | Pursuant to Sections 108, 110 and other applicable provisions, if any of the Act read with Rule 20 of the<br>Companies (Management and Administration) Rules, 2014 (including any amendments thereto), Regulation 44 of the SEBI Listing Regulations, SS-2,, MCA Circulars and any amendments thereto, the Bank had provided<br>electronic voting facility (“e-voting”) to the Members of the Bank whose names were recorded in the Register of Members of the Bank / Register of Beneficial Owners maintained by the<br>Depositories as on the cut-off date i.e. Friday, February 14, 2025 and had engaged NSDL for providing e-voting platform. |
| --- | --- |
| 5. | The e-voting commenced on Tuesday, February 25, 2025, **** at<br>10.00 a.m. (IST) and concluded on Wednesday, March 26, 2025, at 5.00 p.m. (IST) and thereafter, the voting portal was blocked forthwith. |
| --- | --- |
| 6. | After completion of e-voting, votes cast by Members, were unblocked<br>in the presence of two witnesses Ms. Palak Vora and Ms. Pushti Modi who are not in the employment of the Bank and the details containing, inter-alia, list of the Members, who voted “In favour” or “against” on the<br>resolutions were derived from report generated from the e-voting website of NSDL i.e. https://www.evoting.nsdl.com/. |
| --- | --- |
| 7. | The voting register, in accordance with Rule 20(4)(xiv) and Rule 22(10) of the Companies<br>(Management & Administration) Rules, 2014, has been maintained electronically. |
| --- | --- |
2
| 8. | A summary of electronic voting confirmations received for the following resolutions are as under:<br> |
|---|
Item No. 1: Ordinary Resolution:
Approval of Material Related Party Transactions with HDB Financial Services Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,853 | 5,11,11,26,281 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 445 | 18,03,158 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
Item No. 2: Ordinary Resolution:
Approval of Material Related Party Transactions with HDFC Securities Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,837 | 5,11,11,02,684 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 421 | 18,10,220 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
3
Item No. 3: Ordinary Resolution:
Approval of Material Related Party Transactions with HDFC Life Insurance Company Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,799 | 5,11,10,12,722 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 439 | 18,07,161 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
Item No. 4: Ordinary Resolution:
Approval of Material Related Party Transactions with HDFC ERGO General Insurance Company Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,775 | 5,11,10,10,896 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 453 | 17,99,493 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
4
Item No. 5: Ordinary Resolution:
Approval of Material Related Party Transactions with PayU Payments Private Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,686 | 5,11,10,64,111 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 541 | 18,43,922 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
Item No. 6: Ordinary Resolution:
Approval of Material Related Party Transactions with HCL Technologies Limited.
(i) Voted in favour of the Resolution: -
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
|---|---|---|---|
| E-voting | 11,751 | 5,11,10,68,028 | 99.96 |
| (ii) Voted against the Resolution: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | % of<br>total number of<br> <br>valid votes cast |
| E-voting | 486 | 18,31,937 | 0.04 |
| (iii) Invalid votes: - | |||
| Mode | Number of<br><br><br>Members voted | Number of votes<br><br><br>cast by Members | |
| E-voting | 0 | 0 |
Note:
| 1. | Percentage of votes cast in favour or against the resolutions is calculated based on the Valid Votes castthrough E-voting. |
|---|---|
| 2. | In terms of Regulation 23(4) of the SEBI Listing Regulations, no related party shall vote to approve theresolutions pertaining to the material related party transactions. Accordingly, as per the list of related parties provided by the Bank, none of the related parties of the Bank have voted on the resolutions mentioned in the Postal Ballot datedFebruary 20, 2025, |
| --- | --- |
5
| 9. | The resolutions mentioned in the Postal Ballot Notice dated February 20, 2025 as per the details above<br>stands passed with requisite majority. |
|---|---|
| 10. | The relevant records relating to voting shall be under my safe custody and shall be returned to the Company<br>Secretary of the Bank, who has been duly authorised by the Board of Directors, once the Chairman considers, approves and signs the minutes of this Postal Ballot. |
| --- | --- |
You may accordingly declare the result of the “voting by Postal Ballot.”
Thanking you,
Yours truly,
For Bhandari & Associates
Company Secretaries
Unique Identification No.: P1981MH043700
Peer Review Certificate No.: 6157/2024
Manisha Maheshwari
Partner
FCS No.: 13272; C P No.: 11031
Mumbai | March 27, 2025
ICSI UDIN: F013272F004161561
| Witness 1: Palak Vora | Witness 2: Pushti Modi |
|---|
Counter Signed by:
For HDFC Bank Limited
Ajay Agarwal
CompanySecretary & Head - Group Oversight
FCS No.: 9023
(Under Authority by the Board of Directors)
6