a{lj{4;e(1 ~ awj; CfiT'iQ (cqmr ~ _CfiT~) ~ Cfll4f{'l4 : "t{1'fl~. 5, ~~~1~H{'~, ~-32,~-122PO~ an. at.~. ORENTAL BANK OF COMMERCE (A GOVERNMENT OF NDA UNDERTAKNG) Head Office: Plot No.5, nstitutional Area, Sector - 32, Gurgaon-122001 HO/MBD/2018 Scrip Code: ORENTBANK The Executive Director, NSE Ltd. Exchange Plaza, 5th Floor, Bandra 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 Meetit'lg 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 Extrao~dinary General Meeting of the Bank held on Friday, 21st December" 2018 at 10:00 am at PHD Chamber of Commerce & ndustry, PHD House, ~/2, Siri nstitutional Area, August Kranti Marg, New Delhi. The above is for your information and record. Yours faithfully,. &'t'secretary Encl. As above. ~'qjlif / Telephones: 0124-4126200, 4126300 Website:.. www.obcindia.co.i em a.eo.m
Date of Extraordinary General Meeting: 21st December 2018 Total No of Shareholders on Record Date: 131647 -----,0RJE'lTALBANJLO.LCOMME.BCE _ Regulation 44(3} (Ballot + e-voting) Resolution No : 1 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/- (Rupees Ten onlv] 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, ~nd 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 - in favour (4) No. of Votes- %ofvotes in % of Votes against on votes (2) Polled on against (5) favour on votes polled (7)=[5/2*100] outstanding polled shares (6)=[4/2*100] (3)=(2/1*100] Promoter and Promoter E-Voting 0 0.00 0 0 0.00 0.00 Group Poll 48,86,79,067 48,86,79,067 100.00 48,86,79,067 0 100.00 0.00 Postal Ballot (it applicable) 0 0.00 0 0 0.00 0.00 Total 48,86,79,067 48,86,79,067. 100.00 48,86,79,067 0 100.00 0.00 Public- nstitutions E-Voting 9,24,52,494 88.22 76094365 16358129 82.31 17.69 Pol.1 10,47,95,083 0 0.00 0 0 0.0a- 0.00 Postal Ballot (if applicable) 0 0.00 0 0 0.00 0.00 Total 10,47,95,083 9,24,52,494 88.22 7,60,94,365 16358129 82.31 17.69 Public-1!.0n nstitutions E-Voting 5,662 0.01 5,362 300 94.70 5.30 M'~ ~~<i >31" Poll 3,92,93,375 6,660 0,00 5,515 1,145 82.81 17.19 ~,$ 0,>;> ~ Postal Billiot(if applicable) 0 0.00 0 0 0.00 0.00 e '<'.ofr.;;ft. '?":l!. ( ~ ~ ~.B.D 'fo'li.\ Total 3,92,93,375 12,322 0.03 10,877 1,445 88.27 11.73 : ~ \. Corporal. / s GRANDTOTAL 63,27,67,525 58,11,43,883 91.84 56,47,84,309 1,63,59,574 97.18 2.82 ~~~ --::', '_"f"~
AMT GUPTA & ASSOCATES Practicing Company Secretaries os B-12, Basement, Murli Bhawan, lo-a, Ashok Marg, Lucknow - 226 001 Phone: 0522-4024033, Mobile: 9415005108 To, E-mail:amitguptacs@gmail.com REPORT OF SCRUTNZER The Chairman Extra Ordinary General Meeting of Equity Shareholders of Mis Oriental Bank of Commerce Plot No.5, Sector ~ 32, nstitutional Gurugrarn, 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, 21st December, 2018 at 10.00 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-explanatorv in all respect. Amit Gupta Proprietor Amit Gupta & Associates Company Secretaries FCS- 5478, C.P. - 4682 Place: New Delhi Date: December 21, 2018 Page10 7
AM T GUPTA & ASSOCATES SCRUTNZER'SREPORT Name of the Company Oriental Bank of commerce Meeting Extra Ordinary General Meeting Date and Time Friday, December 21, 2018 at 10.00 a.rn. Venue OS _ 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 fer the remote e-voting as well as the voting to b conducted through physical ballots at Extra Ordinary General Meeting of Oriental Bank of Commerce (hereinafter referred as lithe Bank") held on Friday, December 21, 2018 at 10.00 A.M. at PHD Ch_amber of.commerce and ndustry, PHD House, 4/2, Silli nstitutional Area, August Kranti Marg, New Delhi -110016. 2. Dispatch of Notice Convening the Me'eting The Bank had informed that, on the basis of Register of Members and the list of Beneficiary Owners made available by the depositories vlz., National Securities Depository Limited (NSDL) and Central Depositories Services (ndia) Limited for the purpose of votin-g, the Bank completed dispatch of notice in the following manner: By email To 73704 members who have registered, their e-mail ids with oepcsltorv/the RTA on November 26, 2018 By permitted mode To 57870 members in physical form om November 23, 2018 & November 24, 2018 3. Cut Off Date The Voting rights were reckoned as em Friday, December 14, 2018, being the Cut-off date for the purpose of deciding the entitlements voting at the meeting. of members for remote e voting and 4. Remote E-Voting 4.1. Agency The Bank had appointed National Securities Depository Limited for providing e voting platform. J._' j... " ~..cr'#~/ 8-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow- 226001 Phone: 0522-4024033, 94150 05108 Page2 of7 'i- -- '11'/
UB - AMT GUPTA & ASSOCATES 4.2. Remote E voting 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 their votes electronically conveying itheir assent or dissent in respect of the Speci~1 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 J members such as - their names folio, number of shares held, but not the manner n 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 thelr 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 with 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 phvslcal 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 the 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 resp,en :gj.., Z'o -,~ " %.\ B-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow- 22600 Phone: 0522-4024033,9415005108 Page3 of7
AMTGUPTA & ASSOCATES DB 0 7.3. Based on the aforesaid result, the Special resolution as contained in the notice 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 "NVALD", for the resolution will be emailed to the Bank, aftjr the announcement of the result by the Bank. 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 ofthe result by the Bank. Proprietor,t., Amit Gupta & Asseciates 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, 94150 05108 Page,4of7
AMT GUPTA & ASSOCATES Annexure-1 Results of remote E-Voting conducted at the Extra Ordinary General Meeting of Oriental Bank of Commerce 1. The result of remote e-voting 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 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) (Special Resolution) i. Voted.in favour of the resolution: 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% ii. 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 iii. 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- 226 001 Phone: 0522-4024033, 9415005108 PageSef 7
os AMT GUPTA& ASSOCATES Annexure-2 Resultsof Voting through physical ballot conducted at the Extra Ordinary Ge~eral Meeting or Oriental Bank of Commerce. 1. The result of the poll conducted through ballot at meeting is as under: (a) To create, grant, offer, issueand allot up to 5,00,00,000 (Five crore) new equi y shares of face value of Rs.10/- (RupeesTen only) each, ranking pari passuwith 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 t&e Board/Committee in its absolute discretion (as detailed in the Notice of tli1,: e EGM)(SpecialResolution) i. Voted in favour of the resolution: iii ll. Number of members Number of votes.casted % of total number of present and voting in in favour of the valid votes casted on favour (in person or by resolution the resolution proxy) 59 488684582 99.9998% Voted against the resolution: Number of members Number of votes casted % of total number of present and voting against the resolution valid votes casted on against (in person or by proxy) the resolution 3 1145 0.0002% nvalid votes: Total number of members (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 - 226 001 Phone: 0522-4024033,9415005108 Page 6 of 7
AMT GUPTA & ASSOCATES Annexu~'e-3 Con50lidated Re5ults of remote E-Votlng & Voting conducted through phy51caiballot at the - Extra Ordinary General Meeting of Oriental Bank of Commerce Percentage Number ef Votes Contained in Particulars Remote E votes Poll through TOTAL physical Ballots atagm To create, grant,' offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of fate value of Rs. 10/- (Rupees Ten only) each, ranking pari passu with the existing equity shares o,f 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 the Board/Committee in its absolute discretion (as detailed in the Notice of the EGM) (Special Resolution) Assent 760991'17 482684582,564784309 97.18% Dissent 16358429 1145 16359574 2.82% nvalid 0 100 100 0.00% Total 92458156 488685827 581143983 100.00% Proprietor Amit Gupta & Associates Company Secretaries FCS- 5478, C.P. - 4682 Place: New Delhi Date: December 21, 2018 8-128aseme t M. - n, urf Bhawan 10 A A h Phone: 0522..:..40;40'D3S gokmarg,: Lucknow- 226 001 o, 415005108 Page 7 of7