HDFC Bank Allots 16,30,554 Equity Shares Under ESOP

HDFC Bank has completed the allotment of 16,30,554 equity shares to its employees under the Employee Stock Options Scheme (ESOS) and Restricted Stock Units (RSU) program on March 16, 2026. The allotment follows the exercise of stock options by eligible employees as part of the bank's employee compensation and retention strategy.

Share Capital Enhancement

The allotment has resulted in an increase in the bank's paid-up share capital, reflecting the conversion of employee stock options into equity shares. The following table shows the change in share capital:

Parameter: Details Shares Allotted: 16,30,554 equity shares Face Value: Re. 1 per share Previous Paid-up Capital: 15,39,03,52,080 equity shares Revised Paid-up Capital: 15,39,19,82,634 equity shares Allotment Date: March 16, 2026

Regulatory Compliance

HDFC Bank has notified both the Bombay Stock Exchange (BSE) and National Stock Exchange of India (NSE) about this allotment in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations. The communication was signed by Ajay Agarwal, Company Secretary and Group Head – Secretarial & Group Oversight.

Employee Stock Options Program

The allotment represents the successful exercise of stock options and RSUs by bank employees under the established ESOS framework. This employee stock ownership program is designed to align employee interests with shareholder value creation and serves as a key component of the bank's talent retention strategy.

The bank has requested both stock exchanges to update their records to reflect the increased share capital following this allotment. All allotted shares carry the same rights and privileges as existing equity shares of the bank.

HDFC Bank Limited has successfully concluded its postal ballot e-voting process, with shareholders approving all five resolutions presented for their consideration. The bank announced the results on March 14, 2026, following the completion of the electronic voting period that ended on March 13, 2026.

E-Voting Process Overview

The postal ballot process was conducted entirely through electronic voting, facilitated by National Securities Depository Limited (NSDL) as the Electronic Voting Service Provider. The e-voting period commenced on February 12, 2026 at 10:00 a.m. IST and concluded on March 13, 2026 at 5:00 p.m. IST. Out of 37,82,416 total members, 13,093 members holding 10,46,48,61,678 shares participated in the voting process.

Parameter: Details Total Members: 37,82,416 Total Equity Shares: 15,38,80,85,056 Participating Members: 13,093 Shares Voted: 10,46,48,61,678 Cut-off Date: February 06, 2026 Scrutinizer: Mr. B. Narasimhan, BN & Associates

Resolution Results Summary

All five ordinary resolutions were passed with overwhelming support from shareholders. The resolutions primarily focused on approving material related party transactions and executive reappointment.

Material Related Party Transaction Approvals

Four resolutions related to material related party transactions received strong shareholder support:

Resolution: Votes in Favour (%) Votes Against (%) HDB Financial Services Limited: 99.64% 0.36% HDFC Securities Limited: 99.98% 0.02% HDFC Life Insurance Company Limited: 99.63% 0.37% HDFC ERGO General Insurance Company Limited: 99.63% 0.37%

In compliance with SEBI Listing Regulations, related parties were restricted from voting on these material related party transaction resolutions, ensuring independent shareholder approval.

Executive Reappointment

The fifth resolution concerning the re-appointment of Mr. Kaizad Bharucha (DIN: 02490648) as Deputy Managing Director received approval with 97.85% votes in favour and 2.15% against. This reappointment includes terms and conditions relating to remuneration as approved by the Reserve Bank of India.

Voting Participation Analysis

The voting results demonstrate strong institutional participation, with public institutional holders contributing significantly to the overall voting turnout:

Category: Shares Held Participation Rate (%) Public-Institutional: 11,30,94,39,188 91.80% Public-Others: 4,07,86,45,868 ~1.05% Promoter Group: Nil Nil

Regulatory Compliance and Process

The postal ballot was conducted in accordance with Sections 108 and 110 of the Companies Act, 2013, and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014. The bank also complied with SEBI Listing Regulations and relevant MCA circulars, including General Circular No. 03/2025 dated September 22, 2025.

The scrutinizer's report confirms that all necessary formalities were completed, including the unblocking of votes in the presence of independent witnesses Mr. Vivek Ramnani and Mr. Aashaye Kumar. The results have been made available on the bank's website and will be forwarded to BSE Limited and National Stock Exchange of India Limited for regulatory compliance.

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