ICICI Bank Limited has successfully concluded its postal ballot process for the appointment of Ms. Vijayalakshmi Iyer (DIN: 05242960) as an Independent Director. The bank announced on February 25, 2026 that the special resolution was passed by shareholders with requisite majority through remote e-voting.

Voting Results and Shareholder Response

The postal ballot witnessed significant shareholder participation, with the resolution receiving strong support from the banking community. The detailed voting results demonstrate clear approval for the directorial appointment.

Appointment Details and Tenure

Ms. Vijayalakshmi Iyer's appointment as Independent Director is effective from December 1, 2025 and will continue up to May 31, 2030. The appointment was processed through a comprehensive postal ballot notice dated January 17, 2026, ensuring full compliance with regulatory requirements.

Regulatory Compliance and Process

The postal ballot was conducted in strict adherence to Section 110 read with Section 108 of the Companies Act, 2013, along with applicable rules and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The bank utilized KFin Technologies Limited's remote e-voting facility to enable shareholders to cast their votes electronically.

Key process parameters included:

• Cut-off Date: January 19, 2026 for determining eligible shareholders
• Voting Period: January 27, 2026 (9:00 a.m. IST) to February 25, 2026 (5:00 p.m. IST)
• ADS Cut-off Date: January 30, 2026 for American Depository Shares holders

Scrutinizer's Certification

Alwyn D'Souza of Alwyn D'Souza & Co., Company Secretaries, served as the appointed Scrutinizer for the postal ballot process. The scrutinizer confirmed that votes were unblocked on February 25, 2026 at 5:01 p.m. IST in the presence of two independent witnesses, ensuring transparency and regulatory compliance.

The bank has submitted the voting results in XBRL format as prescribed under Regulation 44 of SEBI regulations to BSE Limited, National Stock Exchange of India Limited, and other international exchanges including NYSE, SIX Swiss Exchange, Singapore Stock Exchange, and Japan Securities Dealers Association.

ICICI Bank has received an Order in Appeal (OIA) from the Maharashtra Goods and Services Tax Department, confirming a substantial tax demand of ₹50,38,09,792 along with equivalent penalty and interest amounts. The bank disclosed this development through a regulatory filing on February 22, 2026, addressed to both BSE Limited and National Stock Exchange of India Limited.

Background of GST Dispute

The current order stems from an original GST demand that ICICI Bank first disclosed on January 4, 2025. The Maharashtra GST Department had initially issued an Order in Original (OIO) demanding ₹50,38,09,792 as tax liability, accompanied by equivalent amounts in penalty and interest.

Appeal Process Update

Following the original order, ICICI Bank had filed an appeal with the appellate authority. However, on February 21, 2026, at 3:21 p.m., the bank received the Order in Appeal under Section 107 of the Central Goods and Services Tax Act, 2017. The appellate authority has upheld the original demand without providing any relief to the bank.

Financial Impact Details

The confirmed GST demand encompasses multiple components that significantly impact the bank's financial position:

Regulatory Compliance and Next Steps

The disclosure was made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency with stakeholders regarding material developments. The formal communication was signed by Prachiti Lalingkar, Company Secretary, and digitally authenticated on February 22, 2026.

ICICI Bank has indicated its intention to continue contesting the GST demand through available legal remedies. The bank stated it will take appropriate steps, including filing a further appeal against the Order in Appeal within the prescribed timelines under GST regulations. Copies of the disclosure have been sent to international exchanges including NYSE, SIX Swiss Exchange, Singapore Stock Exchange, and Japan Securities Dealers Association.