afljtlt ;!(1 ifq; alf9; CfiTq d (~mcfir,cfil~) )l'm1" ctilljf(?1lj : ~~. 5, ~fil<_1i(11(?1 ~, ~-32, ~-122001 3ft. ifi. lft. ORENTAL BANK OF COMMERCE (A GOVERNMENT OF NDA UNDERTAKNG) Head Office: Plot No.5, nstitutional Area, Sector - 32, Gurgaon-122001 HO/MSD/2018 Scrip Code: ORENTSANK The Executive Director, NSE Ltd. Exchange Plaza, 5th Floor, Sandra Kurla Complex, Sandra (East) Mumbai - 400051 21st December 2018, Scrip Code: 500315 The General Manager,. Department of Corporate Services, BSE Ltd., Phiroze Jeejeebhoy Towers, Mumbai - 400001 Dear Sir, Reg. Extraordinary General Meeting of the Bank held on 21st December 2018 Please find enclosed the Scrutinizer's Report along with the Results of voting in respect of the Extraordinary General Meeting of the Bank held on Friday, 21st December, 20' 8 at 10:00 am at PHD Chamber of Commerce & ndustry, PHD House, 4/2, Sir; nstitutional Area, August Kranti Marg, New Delhi. The above is for your information and record. Yours faithfully, ~'qjtij / Telephones: 0124-4126200,4126300 Website: www.obcindia.co.in
--- - _ - _--- _- ---- ORENTAL BANK ~MMERcE Regulation 44(3) (Ballot + e-voting) Resolution No : 1 ---_- -- -- _-~-_-- -_ _- ----- Date of Extraordinary General Meeting: 21st December 2018 Total No of Shareholder.s on Record Date: 131647 No. of shareholders present in the meeting either in person or through Proxy: 76 Promoters and Promoters Group: 1 Public: 75 No. of Shareholders attended the meeting through Video Conferencing : N.A. Promoters and Promoters Group: Public: 1. To create, grant, offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of face value of '.uo/- (RupeesTen only) each, ranking pari passu with the existing equity shares of the Bank for all purpose and in all respects, including payment of dividend, under Employee Stock Purchase Scheme (hereinafter referred to as "OBC-ESPS")in one or more tranches, at such price or prices, and on such terms and conditions as may be decided by the Board/Committee in its absolute discretion (as detailed in the Notice of the EGM) Category Mode of Voting No. of shares held (1) No. of votes polled % of Votes No. of Votes - injav.our (4) No. of Votes - % of Votes in % of Votes against on votes against (5) favour on votes polled (7)=[5/2*100) (2) Polled on polled outstanding (6)=[4/2*100) shares (3)=[2/1*100) a a a Promoter and Promoter E-Voting G-roup 48,86,79;067 48,86,79,067 10 48,86,79,067 0 Poll 0 0 0 Postal Ballot (if applicable) Total 48,86,79,067 48,86,79,067 10 48,86,79,067 0 10 9,24,52,494 88.22 76094365 16358129 82.31 17.69 Public- nstitutions E-Voting 10,47,95,083 0 0 0 Poll a 0 0 Postal Ballot (if applicable) Total 10,47,95,083 9,24,52,494 88.22 7,60,94,365 16358129 82.31 17.69 5,662 0.01 5,362 300 94.70 5.30 E-Voting 1,145 82.81 1719 ~~~' Non '0 "M'oO' ;t; <o'3'< U,.. - 3,92,93,375 6,660 5,515 Poll.S' 1!1!.~.:;!i. '?~, 0 0 0 Postal Ballot (if applicable) M.B.O 'ii 0.03 10,871 1,445 88.27 11.73 ~1fil1rt;rq Total 3,92,93,375 12,322 2.82 - Cofpone f GRAND TOTAL 63,27,67,525 58,11,43,883 91.84 56,47,84,309 1,63,59,574 91.18 "j',;, ~~(l'jt; 's. f1;x-~
AMT GUPTA & ASSOCATES Practicing c o m p a n v Secretaries S To, B-12, Basement, Murli Bhawan, 10-A, Ashok Mar.g, Lucknow - 226 001 Phone: 0522-4024033, Mobile: 9415005108 E-mail:amitguptacs@gmail.com REPORT OF SCRUTNZER The Chairman Extra Ordinary General Meeting of EqlJity Shareholders of Mis Oriental Bank of Commerce Plot No..5, Sector - 32, nstitutional Gurugram, Haryana - 122001 Area, Dear Sir, At the outset, would like to thank you for appointing me as scrutinizer for the remote e-voting, and voting by your members, at the Extra Ordinary General Meeting of your Bank held on Friday, zi" December, 2018 at 1 A.M. at PHD Chamber of Commerce and ndustry, PHD House, 4/2, Siri nstitutional Area, August Kranti Marg, New Delhi - 110016. am pleased to submit my Scrutinizer's Report which is comprehensive and self-explanatory in all respect. Thanking you, ~ _... o:"tj!;.~..a...:" Yours faithful].'f~~-~ r: f...r -~['. Amit Gupta. _..._.".., -. ~. Proprietor Amit Gupta & Associates Company Secretaries F-......~ FCS- 5478, C.P. - 4682 Place: New Delhi Date: December 21, 2018 Page16f7
AMT GUPTA & ASSOCATES os SCRUTNZER'S REPORT Name of the Company Oriental Bank of commerce Meeting Extra Ordinary General Meeting Date and Time Friday, December 21, 2018 at 1 a.m. Venue PHD Chamber of Commerce and ndustry, PHd> House, 4/2, Siri nstitutional Area, August Kranti Marg, New Delhi -110016 1. Appointment as Scrutinizer was appointed as Scrutinizer for the remote e-voting as well as the voting to be conducted through physical ballots at Extra Ordinary General Meeting of Oriental Bank of Commerce (hereinafter referred' as "the Bank") held on Friday, December 21,2018 at 1 A.M. at PHD Chamber of Commerce and ndustry, PHD House, 4/2, sid nstitutional Area, August Kranti Marg, New Delhi -110016. 2. Dispatch of Notice Convening the Meeting The Bank had informed that, on the basis of Register of Members and the list of Beneficiary Owners made available by the depositories viz., National Securities Depository Limited (NSDL) and Central Depositories Services (ndia) Limited for the) purpose of voting, the Bank comple.ted dispatch of notice in the following manner: Byemail To 73704 members who have registered their e-mail ids with Depository/the RTA on November 26, 2018 By permitted mode To 57870 members in physical form on November 23, 2018 & November 24, 2018 3. Cut Off Date The Voting rights were reckoned as on Friday, December 14, 2018, being the Cut-off date for the purpose of deciding the entitlements of members for remote e voting and voting at the meeting. 4. J / ',.,..._ -' ~~, ~CiG/ B-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow - 226 001 3 Phone: 0522-4024033, 94150 05108 Page2of7
AMT GUPTA & ASSOCATES 4.2. Remote E voting 89 Remote e voting was open from 18th December 2018 (09:00 a.m.) to 20th December 2018 (till 05:00 p.m.) (both days inclusive) and Members were required to cast thjir votes electronically conveying their assent or dissent in respect of the Speci61 Resolution, on e-voting platform provided by NSDL. 5. Voting at AGM 5.1. As prescribed under Rule 20(4)(xiii) of the Companies (Management and Administration) Rule, 2015, for the purpose of ensuring that members who have cast their votes through remote e-voting do not vote again at the general meeting, after the closure of period of e- voting, the Scrutinizer was provided access to particulars of members such as - their names folio, number of shares held, but not the manner ir which they have voted. 5.2. Accordingly NSDL, the e-voting agency provided us the name, DP D/folio numbers and shareholding of the members who had cast their votes though remote e voting. 5.3. The Bank has authorized M/s Link ntime ndia Private Limited (RTA), Registrar and Transfer Agent of the Bank to provide necessary support for remote e-voting as well as physical ballot at the meeting and RTA provided the same. 6. Counting Process. 6.1. On completion of voting at the meeting, RTA provided me with the list of members who had cast their votes, with their holding details and details of vote on each of-the resolution. 6.2. The votes were reconciled with the records maintained by the Bank and RTA witln respect to the authorized representatives/ proxies lodged with the Bank. 6.3. unblocked the remote e voting results on the NSDL E-voting platform before Mr. Yashpal Chopra and Mr. Jai Kishan Gupta and downloaded the e voting details. 6.4. Pursuant to the provisions of section 3(2E) of the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1980, voting rights of shareholders other than the Central Government shall be restricted to ten percent of total voting rights of all shareholders of the bank. 7. Result 7.1. observed that 7.1.1. 63 Members had cast their votes through poll facility provided through PhYSical1 ballots at meeting. 7.1.2. 84 Members had casted their votes through remote e-voting. 7.2. The result of remote e-voting and poll as well as consolidated result with respect to thel item on the Agenda as set out in the notice of the Extra Ordinary General. Meeting dated November 17, 2018 is enclosed as Annexure -1,2 and 3 rese,ec;ir~y..., r 0: _,.t' 8-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow- 22600:1 Phone: 0522-4024033, 94150 05108 Page 3 Of71
AMT GUPTA & ASSOCATES Pracfising Company Secretaries 7.3. Based on the aforesaid result, the Special resoluti.on as contained in the notlce dated November 17,2018, have been passed with the requisite majority. 7.4. Soft copy of the List of Members, for both voting at AGM as well as remote e-voting containing the details of members who voted FOR", who voted "AGANST" & whose votes were declared "NVALlD", for the resolution will be emailed to the Bank, after the announcement of the result by the Bank. -DR 7.5. The poll papers and all other relevant records shall also be duly handed over to the Bank for keeping in safe records, after the announcement of the result by the Bank. Amit Gupta Proprietor ~'- "~. Atnit Gupta & Associates Company Secretaries FCS- 5478, C.P. - 4682 Place: New Delhi Date: December 21, 2018 13-12Basement, Murli Shawan, 10- A, Ashok Marg, Lucknow - 226 001 Phone: 0522 _,4024033, 94150 05108 Page4 of7
AMT GUPTA & ASSOC.ATES Results of remote E-Voting conducted us Annexure-1 at the Extra Ordinary General Meeting of Oriental Bank of Commerce 1. The result of remote e-votlng is as under: a) To create, grant, offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of face value of Rs. 10/- (Rupees Ten only) each, ranking pari passu with the existing equity shares of the Bank for all purpose and in all respects, includink payment of dividend, under Employee Stock Purchase Scheme (hereinafter referred to as "0BC-ESPS") in one or more tranches, at such price or prices, and on such terms and conditions as may be decided by the Board/Committee in its absolute discrelio~n (as detailed in the Notice of the EGM) (Special Resolution) i. Voted in favour of the resolution: ii. iii. Number of members Number of votes % of total number of who voted in favour casted in favour of the valid votes casted on through remote - resolution the resolution electronic voting system 58 76099727 82.31% Voted against the resolution: Number of members Number of votes % of total number of who voted against casted against the valid votes casted on through remote- resolution the resolution electronic voting system nvalid votes: 26 16358429 17.69% Total number of members whose votes were declared invalid NL Total number of votes casted by members whose votes were declared invalid NL B-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow- 226001 Phone: 0522-4024033, 94150 05108 Page 5 ~f7
AM T GUPTA & ASSOCATES OS Annexure-2 Results of Voting through physical ballot conducted at the Extra Ordinary General Meeting of Oriental Bank of Commerce. 1. The result of the poll conducted through ballot at meeting is as under: (a) To create, grant, offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of face value of Rs. 10/- (Rupees Ten only) each, ranking pari passu with the existing equity shares of the Bank for all purpose and in all respects, including payment of dividend, under Employee Stock Purchase sche~e (hereinafter referred to as "0BC-ESPS") in one or more tranches, at such price or prices, and on such terms and conditions as may be decided by the Board/Committee in its absolute discretion (as detailed in the Notice of tile EGM) (Special Resolution) i. Voted in favour of the resolution: Number of members Number of votes casted % of total number of present and voting in in favour ofthe valid votes casted on favour (in person or by resolution the resolution proxy) 59 488684582 99.9998% ii. Voted against the resolution: iii. Number of members Number of votes casted % oftotal number of present and voting againstthe resolution valid votes casted on against (in person or by the resolution proxy) nvalid votes: 3 1145 02% Total number of membersi(in person or by proxy) whose votes were declared invalid Total number of votes casted by members whose votes were declared invalid 1 100 B-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow- 226001 Phone: OQ22-4024033, 94150 05108 Page6 bf7
AMT GUPTA & ASSOCATES DB Annexure -3 Consolidated Results of remote E-Voting & Voting conducted through physical ballot at the Extra Ordinary General Meeting of Oriental Bank of Commerce Particulars Number of Votes Contain.ed in Remote Evotes Poll through TOTAL physical Ballots atagm Percentage To create, grant; offer, issue and allot up to 5,00,00,000(Five crore) new equity shares of face value of Rs. 10/-(Rupees Ten only) each, ranking pari passu with the existing equity shares of the Bank for all purpose and in all respects, including payment of dividend, under Employee Stock Purchase Scheme (hereinafter referred to as "0BC-ESPS") in one or more tranches, at such price or prices, and on such terms and conditions as may be decided by ~he Board/Committee n its absolute discretion (as detailed in the Natiee of the EGM) (S'pedal Resolution) Assent 76099727 488684582 564784309 97.18% Dissent 16358429 1145 16359574 2.82% nvalid 0 100 100 % Total 92458156 488685827 581143983 10% j Proprietor Amit Gupta & Associates Company Secretaries FCS- 5478,C.P. - 4682 Place: New Delhi Date: December 21,2018 B-12 Basement, Murli Bhawan, 10-A, Ashok Marg, Lucknow- 226001 Phone:.0522-4024033,9415005108. Page 17 of7 [