Axis 2018-19
Axis 2018-19
Axis 2018-19
Performance in FY 2018-19
Total assets Total deposits Total advances
01-36
One Axis. Many Possibilities.
02 Introduction
04 Our World
06 Axis Group
08 Journey So Far
10 Core Philosophy
12 Message From the MD & CEO
17 Core Management Team
18 Board of Directors
20 Highlights of 2018-19
22 Key Performance Indicators
24 One Axis. Many Possibilities.
36 Awards and Recognitions
37-154
Statutory Reports
37 Directors’ Report
50 Management Discussion and Analysis
73 Corporate Governance
116 Other Reports
155-312
Financial Statements
156 Independent Auditor’s Report - Standalone
Financial Statements
164 Standalone Financial Statements
251 Independent Auditor’s Report - Consolidated
Financial Statements
260 Consolidated Financial Statements
311 Form AOC 1
312 Basel III Disclosures
EXPLORE ONLINE
www.axisbank.com
Introduction
ONE AXIS CONNECTING
A BILLION INDIANS
One Axis is a collective spirit that has enabled us to build an institution
of excellence, delivering a wide spectrum of financial solutions to all
sections of society. One Axis takes us farther.
No.1 40 % 72 million
Equity Capital Markets (ECM) Market share of Invoicemart, Users registered with
banker - Axis Capital which continues to be India’s FreeCharge
leading TReDS platform
`1,855,099 crores 29
Assets under custody of Axis Trustee NGOs have been onboarded
Services as on 31 March, 2019 under Axis Bank Foundation
40 lakhs+
Senior citizens catered
to with banking services
447,182
Households/trainees impacted
as part of our Mission 2 Million
(M2M) programme
2.51 crores+
Customers and
growing
7.71 lakhs+
Defence personnel
accounts
25 4,050+ 16,700+
Years of legacy Branches and counting ATMs and cash deposit/
withdrawal machines
Axis Finance Ltd. • A non-banking finance company regulated by RBI, Axis Securities Ltd.
Axis Finance Ltd. offers loans against securities, real
estate funding, structured funding and
IPO funding among others
• Enjoys the highest credit rating: AAA from CRISIL 3rd
19.24% and A1+ from India Ratings
Rank in total
Return of equity • Profitability matrix has grown significantly while customer base
maintaining healthy capital ratios
1 million+
Management (AUM)
Lives impacted
Axis Trustee • Axis Trustee Services Ltd. is a registered debenture
trustee as per SEBI (Debenture Trustee) Regulation,
Services Ltd. 1993 and is engaged in trusteeship activities, • Established to strengthen our community
acting as debenture trustee and as trustee to development objectives
various securitisation trusts • Responsive to the requirements of
40% • Assets under custody stood at `1,855,099 crores
as on 31 March, 2019
marginalised communities with a strong
focus on strengthening the role of women in
y-o-y growth the rural economy
In Assets under custody
• Many of the Foundation’s programmes
are closely aligned with various rural
development initiatives
1993
Incorporated as UTI Bank
1994
Launched first branch in
Ahmedabad, inaugurated by
Dr. Manmohan Singh, Union
Finance Minister
2019
Amitabh Chaudhry takes over as
MD & CEO from 1 Jan, 2019
2018
Opened IFSC Banking Unit (IBU)
at GIFT City Multi-Services SEZ in
Gandhinagar, Gujarat
2017
2009 2014 Celebrated achievements of
Appointed Ms. Shikha Sharma as Opened the first ‘all-women Axis Bank Foundation to meet
MD and CEO of Axis Bank, taking branch’ in Patna its target of creating 1 million
over from Dr. P. J. Nayak livelihoods in India, well in
advance of its planned date
OUR
Customer- CORE VALUES
centricity
Ownership
Transparency
Dear Shareholders,
As we complete our 25th year of operations, I feel honoured
and proud to lead the Bank – a neighbourhood bank striving
to serve a billion lives everyday in a meaningful and humane
manner. Trust and customer centricity have always been the
hallmark of the Bank’s association with its customers.
12 ONE AXIS. MANY POSSIBILITIES.
One Axis. Many Possibilities. 01-36 Statutory Reports 37-154 Financial Statements 155-312
The Bank has over these years stood by franchises amongst the private banks time consuming but we also strongly
customers as a reliable friend in need in dealing with the government and its believe we are ready for the battle ahead
– by not only being approachable and various arms. The Bank continues to remain and have the team in place to overcome
available at all times, but also helping at the top of the leader board in the Debt any odds.
them to meet their needs and life Capital Market segment for the last
aspirations. I would like to thank all thirteen years. Over the last six months, I have spent
my predecessors over the years – time extensively with the various business
Ms. Shikha Sharma, Dr. P. J. Nayak and Similar achievements can also be units across the Bank. I have also met
Mr. Supriya Gupta, for their vision and witnessed for the Bank’s subsidiaries, many of our large corporate customers.
contribution towards building this even though we started our innings later Based on these interactions, I do believe
great institution. than many of our peers. As a group, there is lot of potential for us to grow and
we are engaged in businesses that are be among the top few players in each
It is the same feeling of warmth and contiguous to banking, such as non- of our business segments and aspire for
friendliness that is reflected in the Bank’s banking finance, retail broking, asset larger market share.
culture; and was one of the first things management, and institutional equities
that struck me when I joined the Bank six and investment banking. Axis Asset I am pleased to state that we have taken
months ago. I believe that our culture is Management Company set up in 2009 some strong and positive strides towards
one of the biggest unsung strengths of Axis is now among the top ten mutual fund defining our priorities, the goals that we
Bank. This has been one of the key driving houses in India. Our broking business, want to accomplish and how we will get
forces for us to build a great institution and Axis Direct, established in 2011, currently there. We intend to get our winning
ensure that we survive tough times. ranks amongst the top three players in mind-set back, re-claim our growth
terms of active client base. Axis Capital momentum and get our fair share of
Over the last decade, the Bank has gone continues to remain one of the best equity business from our customers. We also
from strength to strength, and in addition capital market franchises in the country. want to strengthen our core technology
built a lot of hidden gems among its Axis Finance is one of the fastest growing platform and improve our execution.
businesses. Let me spell out some of them. Non-Banking Financial Companies To achieve these, we came out with an
The Bank has an extremely Strong Current (NBFCs) with some of the best returns in Execution Strategy 2022 for the Bank
Account and savings account (CASA) the industry. Axis is the only Bank with two earlier this calendar year. The strategy
deposits franchise and has grown its loan Fintech companies as subsidiaries, one pivots around delivery of three important
book over five times in the last ten years in the payments space and the other in vectors – Growth, Profitability and
to `494,798 crores. Amongst the private the digital invoice discounting space. All Sustainability.
sector banks, we currently have the third these businesses complement the parent
largest branch network and the highest At the same time, we have embarked and
Bank’s strategy and allow us to offer our
number of ATM machines in the country. made rapid progress on the ‘One Axis’
customers a comprehensive offering under
In the credit cards business, where we ideology for the Bank and its subsidiaries
the umbrella of ‘One Axis’.
were not present some ten years back, we which, focusses on projecting the Bank’s
are now a strong number four player and However, I must also acknowledge that various businesses and subsidiaries
have been growing at a much faster pace in the recent years, the Bank has faced together as ‘One’ that can offer a
than the industry leaders in the last five some headwinds, especially on the asset comprehensive suite of products, services
years. We have the country’s third largest quality front due to corporate slippages. and solutions to the customer. The focus
merchant acquiring business. In mobile The Bank’s strategic bet on project lending
banking, we feature amongst the top to infrastructure sectors like steel and power
players in terms of innovation. We are the in the 2010-12 period turned out to be its
largest issuer of foreign exchange cards in Achilles’ heel. There was also an increase
the country and are a number three player in operational risks in recent years. Though
on the UPI side of the business. we have done exceedingly well in some
We intend to get our
segments, we have not executed well on
On the Wholesale Banking side, we have all fronts consistently. We are not yet out of winning mind-set back,
built deep relationships across the spectrum
with corporates, Small and Medium
the woods, but we are cautiously optimistic re-claim our growth
about the future. We need to learn from
Enterprises (SMEs) and government clients. the mistakes of the past and ensure that
momentum and get our fair
Our SME business has been built into an they are never repeated again. We realise share of business from our
enviable franchise with extremely healthy
metrics. We have one of the largest
changing ourselves will be arduous and customers.
The first deliverable we put out We intend to make significant We would focus on disciplined
has been to improve our deposit portfolio mix choices based on execution, and aim to build a
growth materially to fund our an assessment of Risk Adjusted sustainable and credible business
strong loan growth aspirations. Return on Capital, or RAROC. model. We intend to invest in
We want to step up growth in We will relentlessly focus on cost strengthening our core around
rationalisation and reduce the
the Wholesale Bank, sustain the technology, processes, operations,
Bank’s credit costs sustainably
momentum in the Retail Bank and digital and analytics. An important
below its long-term averages.
want to scale up our subsidiaries element in building a sustainable
materially. We also want to attain franchise is to embed conservatism
a leadership position on the in our internal policies and
payments side of the business. practices.
been segregated to ensure sharper has always been ahead of the curve in substantially over the last ten years, we
focus on client coverage and product terms of building its digital capabilities are increasingly looking beyond deposit
groups. We follow a risk adjusted and has made significant investments base for customers. We are now looking
return philosophy in the wholesale bank in technology and digital analytics to to leverage other platform businesses of
and would focus on growing our mid- underwrite, manage risk outcomes and the Group for cross-sell opportunities.
corporate and commercial banking book. optimise costs. During the year, the Bank
In the commercial banking segment, increasingly started offering pre-approved We plan to invest significantly in setting
we are focussing on building a loans and stepped up the pace of digital up a Digital Bank. Our idea here is to
relationship based model with SME and lending. The contribution of digital lending have a full team with all the requisite
current account business customers to in personal loans increased to 43% from banking as well as digital expertise and
drive growth across both assets 22% in the last one year. skill sets required to rethink traditional
and liabilities. banking processes. It will start afresh,
end-to-end customer journeys, which will
The Bank’s retail franchise continues to be completely digital. This will, however,
remain robust with a healthy growth take time to fructify and we will share our
in loans, fees and retail deposits. Axis progress over the coming years.
continues to remain a strong customer
centric bank and has shifted its deposit The Bank continues to invest in enhancing
employee capabilities and provides
strategy to focus on getting higher CASA While delivery of growth career development opportunities to its
plus retail term deposits from earlier focus
on CASA. During the year, we added and profitability is employees. We have made sure that
the communication on GPS strategy and
347 branches to take our domestic branch important, sustainability vision of creating ‘One Axis’ is consistent
distribution network to 4,050 branches.
For us, branch banking continues to be an
forms the foundation of the within the internal organisation as well,
integral part of our growth strategy. The Bank’s strategy and that everybody in the Bank knows
role of branches in deposit mobilisation what they have to do. The organisation
from new customers drives the Bank’s structure and the KPIs have been
acquisition strategy across products and re-aligned to ensure direct accountability,
provides customer service and builds trust. Axis Bank continues to remain committed greater differentiation and focus on
However, the branch formats continue to towards promoting a less-cash, digital developing relationship-based long-term
get smaller with enhanced productivity led economy and enjoys strong market business model instead of focussing on
by automation and digitisation of position across most digital payments shorter term targets.
service operations. spaces in India. The Bank continues
During the year, the Bank revamped its
to engage in partnership driven
Our wealth management business, internal job posting process to allow
innovations to provide its customers with
Burgundy with assets under management internal talent to take on leadership
a differentiated payments experience and
of over `132,702 crores, has done positions based on their merit irrespective
drive the Digital India mission. During the
exceedingly well over the last few years of age and tenure. The Bank also
year, the Bank’s Kochi1 Card became
and now features amongst the top wealth launched an internal portal to allow
the country’s first inter-modal transit card
management businesses in the country. employees to seek careers across
while the Raipur Smart Card project was
We intend to expand the franchise and departments and subsidiaries within
also initiated to offer digital payment
build a leadership position in the space. the Axis Group.
solutions to the citizens of Raipur. The
Bank also launched ‘Axis Tap & Pay’, a Axis Bank has always believed that
The Bank’s ability to innovate and offer
mobile application for making contactless its long-term success depends on the
right product proposition to its customers
payment at merchant terminals, as well as progress of communities and the people
has helped the retail loan book to grow
India’s first of its kind in-home ‘Smart bill we serve. The Bank continues to play
over five times in the last ten years to
pay’ initiative that allows users to pay their an active part in extending credit to the
reach `245,812 crores, with a 50%
utility bills by scanning a QR code. economically active but under-banked
share in total advances. We have
achieved significant diversification within rural population, particularly women,
The Bank has traditionally used Savings
our retail portfolio mix with a strong risk through its retail microfinance initiative
Accounts as a product to start its
management architecture that has ensured ‘Axis Sahyog’. Axis Bank Foundation,
relationship with customers and then build
that our asset quality in retail has been in its 13th year of operations, continues
on it by cross-selling other products and
much better than peer average. The Bank to work towards providing sustainable
services. Though that has not changed
Email
[email protected]
Website
www.axisbank.com
Rohit Bhagat
Independent Director
Usha Sangwan
Nominee Director
Som Mittal
Independent Director
Rakesh Makhija
Independent Director
Rajiv Anand
Executive Director (Wholesale Banking)
Stephen Pagliuca
Nominee Director
Ketaki Bhagwati
Independent Director
Girish Paranjpe
Independent Director
B. Babu Rao Rajesh Dahiya
Nominee Director Executive Director (Corporate Centre)
• Axis Bank Foundation helped create • The Axis Bank Young Bankers and • Offered online trading services to
one million livelihoods in Phase I, Axis Sales Academy programmes customers in collaboration with
now intends to support two million ensure that it has a cost- efficient and Axis Securities, under the name of
households by 2025 sustainable pool of trained resources Axis Direct (crossed 2 million total
customers in 2018-19)
• ‘Axis Sahaayata’ initiative was • Onboarded candidates from diverse
launched by Axis Sahyog during backgrounds through We Lead – the • Emerged as one of the leading
Kerala floods to provide disaster women in leadership programme distributors of mutual fund scheme
relief to the impacted population; the and Access servicing customers through its
project provided direct relief to 425 diversified branch network and
• Axis Champions Awards, the
flood-affected families in four regions digital channels
Bank’s annual recognition event,
• Axis Bank was part of the esteemed was held to recognise people who • Set up A.TReDs Limited to facilitate
FTSE4Good Emerging Index for the demonstrated customer excellence, electronic platform for facilitating
second consecutive year in 2018 leadership, citizenship, guardianship cash flows for MSMEs named as
and innovation TReDS
• As on 31 March 2019, the Bank
has installed 7.05 MW solar power • Over 24,600 employees underwent • Popularised FreeCharge, which
capacity spanning 248 locations, a two-day behavioural training acted as an engine to attract
helping avoid carbon emission programme, customised to their digitally native customers
grades and role challenges
• Axis Bank launched ‘Access’, a
programme under which it hired
over 35 differently abled
candidates in 2018-19, and aims
to hire 100+ candidates over the
next year
22% 11%
y-o-y 5 - year CAGR
5% 10%
y-o-y 5 - year CAGR
2.06
2018-19 5.26 2014-15 2015-16 2016-17 2017-18 2018-19
3.40
2017-18 6.77 Return on Equity 18.57 17.49 7.22 0.53 8.09
2.11
2016-17 5.04 Return on Assets 1.83 1.72 0.65 0.04 0.63
0.70
2015-16 1.67 Capital
15.09 15.29 14.95 16.57 15.84
0.44 Adequacy Ratio
2014-15 1.34
Tier - I Capital
12.07 12.51 11.87 13.04 12.54
Net NPA Gross NPA Adequacy Ratio
*2015-16 figures have been adjusted to reflect the effect of sub-division of one equity share of the Bank having nominal value of `10 each into 5 equity shares of
nominal value `2 each.
Previous year figures have been re-grouped wherever necessary. All above figures are standalone.
Retail The Retail Banking segment continues their online spends. With the virtual
to be a key driver of our overall growth card feature, card details are generated
Banking strategy. It encompasses a wide array of as soon as customers submit the final
products and services across deposits, request for pre-approved offer. The
loans, investments and payment card details can be used for all types of
solutions that are delivered through online spends.
physical channels to our customers.
We launched the debit card EMI
Axis ASAP ensures that an account is programme to 4.6 million customers
opened in minutes. Not just that, one eligible up to 1 lakhs with key partners
gets a virtual debit card too for (Flipkart, Amazon and Apple, among
online shopping. others). We launched the EMI-on-PoS
for Axis Bank credit cardholders for
Now customers having pre-approved 1,500+ merchants, capturing 800+ pin
credit card offers don’t need to wait for codes and 3 million credit card base.
their physical cards to arrive to start
`155,421 crores
Domestic Corporate
Loans as on 31 March,
2019
82%
Of corporate exposure*
is rated ‘A’ or above
1,015,863
Accounts opened through Axis
ASAP platform in 2018-19
`198,914 crores
Retail Term Deposits
as on 31 March, 2019
Corporate We are exploring possibilities to strengthen Our Corporate Internet Banking (CIB)
Banking relationship with existing customers across platform was launched to provide a
various business verticals by offering consolidated access to customers across
more products in tune with their changing multiple channels. The major focus has
requirements. been to migrate existing users from
different channels on the new Corporate
Some such initiatives are: Internet Banking and ensure the stability for
• Providing innovative services to small seamless customer experience.
and medium enterprises
TF Connect and Online Inward Remittance
• Offering quality lending opportunities to
(OIRM) platforms have been launched
existing current accounts
to manage customers’ trade and forex
• Digital on-boarding and activations of transactions online. The platforms act as
Current Account relationships a one-stop solution for handling pending
inward remittances and enabling customers
• CMS solutions to existing Current
to initiate and authenticate trade finance
Account customers
transactions in a paperless environment.
• Current Account for existing merchant
Acquiring customers
665
Number of rural
branches
1,260
Number of semi - urban
branches
Banking and financial services are expanding in scale and scope across
India. In step with the winds of change, we are refreshing and realigning
our strategies to reach out to more urban and rural customers. We are
ushering in exceptional innovation to wow our customers in cities.
1,185
Number of metro
branches
930
Number of urban
branches
Branch Our branches continue to be the Bank’s presence in urban and rural India and
face for millions of retail customers, increasing our physical presence in both
Operations with close to 4,000 domestic branches banked and unbanked rural regions.
(including extension counters) spanning Additionally, our 11,801 ATMs and
26 states and six union territories in 4,917 cash deposit machines facilitate
India. Our branches mobilise deposits banking for millions of citizens.
from new-to-bank customers and drive
the customer engagement strategy Our dedicated SME centres span key
across products and services. industrial regions and offer best-in-class
lending and other banking services to
Our well-distributed branch network our SME customers.
comprises the following: 23% in north,
19% in east, 19% in west, 25% in Over 700 branches have dedicated
south and 14% in central. We have relationship managers to handle
29% branches in metros and 23% in complex requirements of customers.
urban and 48% in semi-urban and rural We have a dedicated team (900+
regions as on 31 March, 2019. We people) at 402 B-category branches for
continue to focus on enhancing our servicing trade, forex and CMS clients.
66%
Of our active customers
are digitally active
2,154,344
Savings Account sourced
through Tab banking in
2018-19
347
Branches and extension counters
opened during 2018-19
16,718
ATMs and cash deposit/withdrawal
machines
Digital We are leveraging the digital ecosystem as Our mobile application has been further
Outreach a strong lever to enhance service standards enhanced with the introduction of ‘Axis
and productivity; and the use of advanced AHA!’, an artificial intelligence and machine
analytics and predictive technology is learning powered conversational banking
helping us achieve new benchmarks of assistant on Axis Mobile (and website)
personalisation. Over 74% of financial and allowing users to perform various financial
non-financial transactions undertaken by and non-financial transactions.
retail customers in fiscal 2019 were digitally
enabled and 66% of our Bank’s active We introduced ‘Axis Tap & Pay’ mobile
customers are digitally active. application, which allows customers to pay
by just tapping EFC-enabled Android on
On Axis mobile customers can get a contactless point-of-sale (PoS). We have been
simplified narration for their transaction able to maximise on this aspect introducing
done through the Axis Mobile app. This TAB account opening for individual/sole
is a useful and practical innovation where proprietorship business accounts. This
the complexity of sifting through multiple is an online and an interactive platform
narrations is done real-time at the that resolves documentary gaps through
back end so that our customers get a validations and upfront feedback on product
simplified and less stressful view. delivery, thus improving turnaround time.
85%
SMEs exposure rated
SME 3 and above
13%
Share of SME advances
to total advances
2 million
Livelihoods to be
impacted by 2025
210,050
New households/trainees
under livelihood initiatives
onboarded in 2018-19
Business In retail banking, to cater a larger segment banking focussing on higher rated
of India’s population, we have developed a lending book, increasing the share of
wide network of fully interconnected retail working capital loans and reducing the
branches, extension counters, ATMs, asset concentration risk.
sales centres, internet banking channels,
call centres and mobile banking. We are In SME, as a mark of our commitment
focussed on providing each customer with to support SME segment, we have been
their choice of channel for transactions and organising capability development
products to meet their financial needs and roadshows (Evolve) across various cities
quality service. for the last few years. Evolve is a platform
for SMEs to learn and interact with leaders
In wholesale banking, we are creating an who have driven the wheels of innovation
integrated franchise by re-organising its in their companies across multiple
existing coverage groups. Broadly these industries. We also felicitate successful
would be under four verticals – large SMEs through India SME 100 Awards. This
corporates, mid-corporates, focussed is our way to encourage innovation and
segmental coverage and commercial sustainable growth in the segment.
Risks We have strengthened the risk framework On the wholesale side of our business,
basis our learnings and experience over we have been focusing on portfolio
the years by focussing on: diversification, reduction in concentration to
• Choice of business: Originated select sectors and project loans and have
retail loans from existing deposit further increased our focus on transaction
customers. banking and working capital business.
• C
ore lines of defence: In credit
We have put in place a Risk Appetite
models, we used proprietary risk
Statement, which covers financial
models. Credit policy focussed on
(solvency, liquidity, earnings stability,
low Loan to Value (LTV) and steady
concentration), as well as non-financial
Fixed Obligation to Income Ratio
(operations, technology, compliance,
(FOIR) norms. In monitoring, we
reputation) aspects of risk.
automated early warning systems
and behaviour scorecards.
This statement is set at the Bank level by
• F inal line of defence: Strengthened the Risk Management Committee of
collections through analytically the Board and is cascaded to the
optimised queuing strategy and operational units and incorporated in the
channel selection. decision-making with limits and policies.
`199,881 crores
Market capitalisation as
on 31 March, 2019
12.54%
Tier I capital
112%
Exposure to Top 20 single
borrowers as % of Tier I capital
123%
Liquidity coverage ratio
Rewards Axis Bank has built a robust banking ‘new engines of growth’ (personal loan,
franchise over the years. We have education loan and small business banking)
achieved consistent growth and with a five- continue to grow strongly. We continue
year CAGR (2013-14 to 2018-19) of 16% to increase our branch network, with
in total assets, 14% in total deposits, 17% improving productivity per branch.
in total advances. Our balance sheet size
has grown to `800,997 crores as on During 2018-19, Gross and Net, Non-
31 March, 2019. Performing Assets (NPA) ratios continued to
moderate and restructured assets are now
During 2018-19, we reported strong negligible as a proportion of the loan book.
deposit growth every quarter and bulk Our provision coverage ratio on NPAs
of our deposits continue to come from stood at 77% as on 31 March, 2019.
granular, retail sources. Our loans portfolio
is also seeing steady growth every quarter We remain a leading player (4th largest) in
driven by retail segment. Retail loans form Wealth Management. We have a strong
the largest part of the Bank’s loan book market position across most digital
and are well diversified. Our identified payment products.
‘Best Digital Bank’ ‘Best Debt Arranger on Electronic ‘Best Contactless Payments Project’
at the Financial Express India’s Best Bidding Platform’ and ‘Best Prepaid card of the Year’
Banks Awards at the NSE Market Achievers Awards at the Payments & Cards Awards
‘Winner in BFSI category for Cross ‘Best Use of Data Analytics for ‘Best Media Innovation-Sponsorship’
Border Remittance’ Business Outcome’ for Axis Bank-Kaun Banega Crorepati
at The Economic Times BFSI Innovations at the IBA Banking Technology Awards (KBC) integration at Emvies Awards
Tribe Awards & Summit
‘Best Performing Bank’ ‘Excellence in Corporate Social ‘Best Mobile App’ for One Raipur
at the CNBC UTI Financial Responsibility’ for the second time ’ at the BW Businessworld 6th Smart Cities
Advisor Awards at the CII-ITC -Sustainability Awards Conclave & Mega Awards
Directors’ Report
The Board of Directors have the pleasure of presenting the 25th Annual Report of the Bank together with the Audited Statement of
Accounts, Auditors’ Report and the Report on the business and operations of the Bank, for the financial year ended 31st March 2019.
Financial Performance
The financial highlights for the year under review, are presented below:
(` in crore)
Particulars 2018-19 2017-18 Growth
Balance in Profit and Loss account brought forward from previous year 23,043 24,448 (6%)
Appropriations
Pursuant to the said allotments, the total issued and paid-up equity share capital of the Bank, as on 31st March 2019 increased
by `1.02 crore to `514.33 crore, as compared to `513.31 crore, as on 31st March 2018.
The category wise Shareholding Pattern of the Bank, as on 31st March 2019, was as under:
Sr. No. Category / Shareholder No. of Shares held % of paid-up Capital
PROMOTERS
1 Administrator of the Specified Undertaking of the Unit Trust of India (SUUTI) 13,68,87,639 5.32
2 Life Insurance Corporation of India (LIC) 27,05,83,548 10.52
3 General Insurance Corporation of India 3,40,62,729 1.32
4 The New India Assurance Company Limited 2,05,91,585 0.80
5 National Insurance Company Limited 5,49,681 0.02
6 The Oriental Insurance Company Limited 49,97,520 0.19
7 United India Insurance Company Limited 3,24,076 0.01
FOREIGN INVESTORS
8 Overseas Investors (including FIIs/OCBs/NRIs) 1,33,62,98,583 51.95
9 Foreign Direct Investment (GDR) 6,83,38,285 2.66
DOMESTIC FINANCIAL INSTITUTIONS
10 Financial Institutions / Mutual Funds / Banks / NBFC / AIF 44,42,47,174 17.27
11 Others 25,47,64,051 9.94
Total 2,57,16,44,871 100.00
The said equity shares of the Bank are listed on National Stock Exchange of India Ltd. (NSE) and BSE Ltd. (BSE). The Unsecured,
Redeemable, Non-Convertible, Subordinated, Perpetual Debentures issued by the Bank, on a private placement basis are listed
on NSE and BSE. The Bonds issued by the Bank under the MTN programme on a private placement basis are listed on Singapore
Stock Exchange and the Green Bonds issued by the Bank are listed on London Stock Exchange. The Global Depository Receipts
(GDR) issued by the Bank are listed on London Stock Exchange.
The Bank has paid the listing fees to the said Stock Exchanges, for the financial year 2018-19.
Dividend
In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“Listing Regulations”), the Bank has formulated and adopted a Dividend Distribution Policy with the objective
of providing clarity to its stakeholders on the profit distribution strategies of the Bank. During the year, the said Policy has
been reviewed by the Board of Directors of the Bank and hosted on the website of the Bank at https://www.axisbank.com/
shareholders-corner/corporate-governance/Compliance-Report.
The Diluted Earnings Per Share (EPS) of the Bank for the financial year 2018-19 stood at `18.09 per equity share of `2/- each
as compared to `1.12 per equity share of `2/- each in the previous financial year. In view of the overall performance of the
Bank and with the objective of rewarding the Shareholders of the Bank with cash dividends, while retaining capital to maintain a
healthy capital adequacy ratio to support future growth, the Board of Directors of the Bank at its meeting held on 25th April 2019,
recommended a dividend of `1/- per equity share of `2/- each for the financial year 2018-19, as compared to Nil Dividend for
the financial year 2017-18, in terms of the Dividend Distribution Policy of the Bank. The said increase in EPS reflects the Bank’s
confidence in its ability to consistently grow earnings over time.
The Record Date for payment of the said dividend, if approved by the Members at the 25th Annual General Meeting, has been
fixed on Friday, 5th July 2019. The said dividend shall be paid to those Members whose name appears on the Register of Members
of the Bank/ the Statements of Beneficial Ownership as received from the Depositories, as at the close of business hours on Friday,
5th July 2019.
The Bonds issued by the Bank under the MTN programme, on a private placement basis, during the financial year 2018-19, were
rated “BBB” by Fitch Ratings, “BBB” by Standard & Poor’s, “Baa3” by Moody’s.
The details of all credit ratings obtained by the Bank along with any revisions thereto, during the financial year 2018-19, for all the
debt instruments outstanding as on 31st March 2019, is disclosed in the Corporate Governance Report, forming part of this report.
Board of Directors
During the year, the following changes took place in the composition of the Board of Directors (“the Board”) of the Bank:
• Shri Prasad Menon ceased to be an Independent Director of the Bank, with effect from the close of business hours on 8th
October 2018, upon completion of the maximum permissible tenure of 8 (eight) continuous years, under Section 10A (2A)
of the Banking Regulation Act, 1949. The Board acknowledges the invaluable contributions rendered by Shri Prasad Menon
during his tenure as an Independent Director of the Bank and places on record its deep appreciation for the insightful
perspectives and suggestions provided by him at the meetings of the Board/Committees of the Bank.
• Pursuant to the recommendation of the Nomination and Remuneration Committee (“NRC”), the Board at its meeting held on
2nd November 2018, approved the appointment of Shri Girish Paranjpe as an Independent Director of the Bank, for a period
of 4 (four) consecutive years, with effect from 2nd November 2018 upto 1st November 2022 (both days inclusive), subject to
the approval of the Shareholders of the Bank. The said appointment was approved by the Shareholders of the Bank through
Postal Ballot on 17th January 2019. During the said period, Shri Girish Paranjpe shall not be liable to retire by rotation, in
terms of the provisions of Section149(13) of the Companies Act, 2013.
• Shri V. Srinivasan, Deputy Managing Director of the Bank retired from the services of the Bank and accordingly ceased to
be the Whole Time Director (designated as the Deputy Managing Director) of the Bank, with effect from the close of business
hours on 20th December 2018.
• Smt. Shikha Sharma, Managing Director & CEO of the Bank retired from the services of the Bank and accordingly ceased to
be the Managing Director & CEO of the Bank, with effect from the close of business hours on 31st December 2018.
During her tenure as the Managing Director & CEO, the Bank turned into a full-fledged financial institution by offering services
to both corporate and retail consumers. The seamless retailisation of the Bank, achieved under her tenure, was remarkable
and has led to a significant diversification of the Bank’s balance sheet. The Board acknowledges the leadership and the
invaluable contributions rendered by Smt. Shikha Sharma during her tenure as the Managing Director & CEO of the Bank
and places on record its deep appreciation for the insightful perspectives and suggestions provided by her at the meetings of
the Board/Committees of the Bank.
• Pursuant to the recommendation of the NRC, the Board at its meeting held on 9th July 2018, shortlisted the candidature of
Shri Amitabh Chaudhry for the post of the Managing Director & CEO of the Bank, with effect from 1st January 2019 and
recommended the same for the approval of the Reserve Bank of India (RBI).
The RBI granted its approval to the appointment of Shri Amitabh Chaudhry as the Managing Director & CEO, of the Bank,
for a period of 3 (three) years, with effect from 1st January 2019 upto 31st December 2021 (both days inclusive) and to the
terms and conditions relating to the said appointment, including remuneration.
In order to facilitate smooth transition and help Shri Amitabh Chaudhry familiarize with the business and operations of the
Bank, the Board at its meeting held on 2nd November 2018, approved the appointment of Shri Amitabh Chaudhry, as the
Managing Director (Designate), in executive position of the Bank, with effect from 19th November 2018 upto 31st December
2018 (both days inclusive).
Thereafter, pursuant to the approval of the RBI and on the recommendation of the NRC, the Board at its meeting held on 8th
December 2018, approved the appointment of Shri Amitabh Chaudhry as the Managing Director & CEO of the Bank, for
a period of 3 (three) years, with effect from 1st January 2019 up to 31st December 2021 (both days inclusive) and the terms
and conditions relating to the said appointment, including remuneration. The said appointment of Shri Amitabh Chaudhry
as the Managing Director & CEO of the Bank and the terms and conditions in respect thereof, including remuneration, was
approved by the Shareholders of the Bank, through Postal Ballot on 17th January 2019.
• Pursuant to the outcome of the performance evaluation and the recommendation of the NRC, the Board at its meeting held on
8th December 2018, had approved the re-appointment of the following Independent Directors of the Bank, for their second
term, subject to approval of the Shareholders of the Bank:
a) Prof. Samir K. Barua as an Independent Director of the Bank, with effect from 1st April 2019 upto 21st July 2019 (both
days inclusive);
b) Shri Som Mittal as an Independent Director of the Bank, with effect from 1st April 2019 upto 21st October 2019 (both
days inclusive); and
c) Shri Rohit Bhagat as an Independent Director of the Bank, with effect from 1st April 2019 upto 15th January 2021 (both
days inclusive).
The said re-appointment of Prof. Samir K. Barua, Shri Som Mittal and Shri Rohit Bhagat were approved by the Shareholders
of the Bank, through Postal Ballot on 17th January 2019. During the said period, Prof. Samir K. Barua, Shri Som Mittal and
Shri Rohit Bhagat shall not be liable to retire by rotation, in terms of the provisions of Section 149(13) of the Companies
Act, 2013.
• As part of the succession planning process of the Bank and pursuant to the recommendation of the NRC, the Board at its
meeting held on 8th December 2018, approved the re-designation of Shri Rajiv Anand as the Executive Director (Wholesale
Banking) of the Bank, with effect from 21st December 2018 upto 3rd August 2019 (both days inclusive) i.e. for the remainder
of his existing term as the Executive Director of the Bank.
• In view of the vacancy that would be caused by the expiry of tenure of Dr. Sanjiv Misra, the Non- Executive (Part-Time) Chairman
of the Bank, w.e.f. the close of business hours on 17th July 2019, as part of the succession planning process of the Bank and
pursuant to the recommendation of the NRC, the Board at its meeting held on 12th March 2019 approved the appointment of
Shri Rakesh Makhija as the Non- Executive (Part-Time) Chairman of the Bank, for a period of 3 (three) years, with effect from
18th July 2019 upto 17th July 2022 (both days inclusive), subject to approval of the RBI and the Shareholders of the Bank.
• In terms of Section 152 of the Companies Act, 2013, Smt. Usha Sangwan is liable to retire by rotation at the ensuing AGM
and being eligible has offered herself for re-appointment.
• Pursuant to the recommendation of the NRC, the Board at its meeting held on 22nd May 2019, approved the re-appointment of
Shri Rajiv Anand as the Executive Director (Wholesale Banking) of the Bank, for a further period of 3 (three) years, with
effect from 4th August 2019 upto 3rd August 2022 (both days inclusive) and the terms and conditions relating to the said re-
appointment, including remuneration, subject to the approval of the RBI and the Shareholders of the Bank. During the said
period, Shri Rajiv Anand, shall be liable to retire by rotation.
• Pursuant to the recommendation of the NRC, the Board at its meeting held on 22nd May 2019, approved the re-appointment of
Shri Rajesh Dahiya as the Executive Director (Corporate Centre) of the Bank, for a further period of 3 (three) years, with
effect from 4th August 2019 upto 3rd August 2022 (both days inclusive) and the terms and conditions relating to the said re-
appointment, including remuneration, subject to the approval of the RBI and the Shareholders of the Bank. During the said
period, Shri Rajesh Dahiya shall be liable to retire by rotation.
• Pursuant to the recommendation of the NRC, the Board at its meeting held on 22nd May 2019, approved the appointment of
Shri Pralay Mondal, Group Executive (Retail Banking) as a Director of the Bank and as the Whole Time Director designated
as “Executive Director (Retail Banking)” of the Bank, for a period of 3 (three) years, with effect from 1st August 2019 upto
31st July 2022 (both days inclusive) and the terms and conditions relating to the said appointment, including remuneration,
subject to the approval of the RBI and the Shareholders of the Bank. During the said period, Shri Pralay Mondal shall be liable
to retire by rotation.
During the year, no other changes took place in the composition of the Board of Directors of the Bank. The composition of the
Board of Directors of the Bank is in compliance with the applicable norms.
The ordinary resolutions in respect of the appointment / re-appointment of the Directors, as aforesaid, have been included in the
Notice convening the 25th Annual General Meeting of the Bank, to be held on Saturday, 20th July 2019. The brief profile and
details of the remuneration last drawn by the said Directors, have been annexed to the said Notice.
The Bank has formulated and adopted a Succession Planning Policy (the Policy), for appointment of its Directors and other Key
Officials. The objectives of the Policy is to assess, identify and nominate suitable candidates to fill vacancies that may arise for
positions of Directors and other Key Officials of the Bank, to plan for succession of the said roles and any vacancies that may
arise out of impending move or retirement or resignation or sudden exit or for any reason whatsoever in such roles, incumbent or
named successors, significant changes in role accountabilities, substantive changes in the business parameters and changes to
the role holder or successor’s aspiration.
The Policy also seeks to identify the competency requirements for the said positions, identify potential candidates and develop
required competencies through planned training, development and learning initiatives and to ensure systematic and long-term
The Bank adheres to the process and methodology prescribed by the RBI in respect of the ‘Fit & Proper’ criteria as applicable
to Private Sector Banks, signing of deed of covenants which binds the Directors to discharge their responsibilities to the best of
their abilities, individually and collectively in order to be eligible to be appointed/re-appointed as a Director of the Bank. The
prescribed declarations given by the Directors other than that of the Members of the NRC are placed before the NRC and the
declarations given by the Members of the NRC are placed before the Board, for its review and noting. The said declarations are
obtained from all the Directors on an annual basis and also at the time of their appointment / re-appointment, in compliance with
the said laws. An assessment on whether the Directors fulfil the said criteria is also carried out by the NRC and the Board on an
annual basis and before considering their candidature for re-appointment.
The NRC also reviews the structure, size, composition of the Board, the regional and industry experience, track record, expertise
and other relevant information and documents of the Directors before making appropriate recommendations to the Board with
regard to their appointment / re-appointment, terms and conditions relating to the such appointment/re-appointment, including
remuneration, designed to enhance the Board’s effectiveness.
The NRC identifies potential candidates from diverse backgrounds including but not limited to accountancy, agriculture and
rural economy, banking, co-operation, economics, finance, law, small-scale industry, information technology, core industries,
infrastructure sector, payment and settlement systems, human resource, risk management and business management, thus providing
the Board with Members who have special knowledge or practical experience and requisite set of skills, to serve the diverse
business interests of the Bank.
Declaration of Independence
All the Independent Directors of the Bank have given their respective declarations stating that they meet the criteria prescribed for
independence under the applicable laws and the Board has confirmed its veracity and taken the same on record.
In terms of Section 203(1) of the Companies Act, 2013, Shri Amitabh Chaudhry, Managing Director & CEO, Shri Jairam
Sridharan, Group Executive & Chief Financial Officer and Shri Girish V. Koliyote, Company Secretary are the Key Managerial
Personnel of the Bank.
The NRC is the nodal agency for conduct of said performance evaluation. The NRC has reviewed and approved the manner for
effective evaluation of the performance of the Board, its Committees, its individual Directors and its Chairperson and the criteria
for the said performance evaluation. The manner in which the said performance evaluation has been conducted is explained in
the Report on Corporate Governance, which forms part of this report.
Meetings
The schedule in respect of the meetings of the Board / Committees thereof to be held during the next financial year and for the
ensuing Annual General Meeting is circulated in advance to the Members of the Board. During the year, 12 meetings of the
Board were held and the gap between the said meetings did not exceed the limit of 120 days, as prescribed under the relevant
provisions of the Companies Act, 2013, the relevant Rules made thereunder and the Listing Regulations relating to Corporate
Governance.
Audit Committee
The composition, role and functions of the Audit Committee of the Board (ACB) of the Bank, is disclosed in the Report on Corporate
Governance, which forms part of this report.
Remuneration Policy
The Bank has formulated and adopted a Comprehensive Remuneration Policy for its Directors, Key Managerial Personnel and
other Employees, in terms of the relevant provisions of Section 178 of the Companies Act, 2013, the relevant Rules made
thereunder and the Listing Regulations relating to Corporate Governance. During the year, the said Policy was reviewed by
the Board of Directors of the Bank. The details of the said Remuneration Policy have been disclosed in the Report on Corporate
Governance, which forms part of this report. The said Policy has been hosted on the website of the Bank at https://www.axisbank.
com/shareholders-corner/corporate-governance/Compliance-Report.
Subsidiaries
As on 31st March 2019, the Bank has the following eleven unlisted subsidiary companies and one step down subsidiary;
i) Axis Asset Management Company Ltd. undertakes the activities of managing the mutual fund business.
ii) Axis Mutual Fund Trustee Ltd. acts as the trustee for the mutual fund business.
iii) Axis Capital Ltd. provides services relating to investment banking, equity capital markets, institutional stock broking, mergers
and acquisition advisory etc.
iv) Axis Finance Ltd. is an NBFC and carries on the activities of corporate and structural lending, loan against property etc.
v) Axis Securities Ltd. is in the business of marketing of credit cards and retail asset products (Discontinued its non - broking
business w.e.f. 28th March 2019) and retail broking services.
vi) A.TREDS Ltd. is engaged in the business of facilitating financing of trade receivables.
vii) Axis Bank UK Ltd. is the banking subsidiary of the Bank in the United Kingdom and undertakes the activities of banking.
viii) Axis Trustee Services Ltd. is engaged in trusteeship activities, acting as debenture trustee and as trustee to various securitisation
trusts.
ix) Freecharge Payment Technologies Private Ltd is in the business of providing merchant acquiring services, payment aggregation
services, payment support services, and business correspondent to a Bank/Financial Institution, distribution of Mutual Funds.
x) Accelyst Solutions Private Ltd. is in the business of providing Online marketing and sales promotion solutions, providing
facilities to recharge online prepaid, postpaid mobile phones connections, DTH connections and data cards etc, distribution
of mutual fund & insurance services.
xi) Axis Private Equity Ltd. primarily carries on the activities of managing equity investments and provides venture capital support
to businesses.
xii) Axis Capital USA, LLC. is a wholly owned subsidiary of Axis Capital Limited incorporated in USA and provides financial
services relating to equity capital market, institutional stock broking to institutional investors in USA.
In accordance with the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts)
Rules, 2014, as amended, the Bank has prepared its consolidated financial statements including that of all its subsidiary
companies, which forms part of this report. The financial position and performance of each of the said subsidiary companies are
given in the statement containing the salient features of the financial statements of the said subsidiary companies of the Bank,
which is annexed to this report.
Further, in accordance with the fourth proviso to the said section, the audited annual accounts of each of the said subsidiary
companies of the Bank have been hosted on the website of the Bank at https://www.axisbank.com/shareholders-corner/
shareholders-information/annual-reports.
Any shareholder interested in obtaining a physical copy of the said financial statements may write to the Company Secretary at
the Registered Office of the Bank. Further, please note that the said financial statements will also be available for inspection by
the shareholders of the Bank and Trustees of Debenture holders at the Registered Office of the Bank during business hours from
11.00 a.m. to 1.00 p.m. on all working days except Saturdays, Sundays, Bank Holidays and National Holidays.
Transactions entered into by the Bank with related parties in the normal course of its business were placed before the ACB. There
are no material transactions entered into with related parties. There were no transactions with related parties, which were not
in the normal course of the business of the Bank, nor were there any transactions with related parties or others, which were not
on an arm’s length basis. Accordingly, Form AOC-2 is not applicable to the Bank. A statement giving details of all related party
transactions, entered pursuant to the omnibus approval so granted, is placed before the ACB for their review. The Bank has
developed a Standard Operating Procedure for the purpose of identifying and monitoring such transactions. During the year, the
Policy on Related Party Transactions has been reviewed by the Board of Directors of the Bank and the same has been hosted on
the website of the Bank at https://www.axisbank.com/shareholders-corner/corporate-governance/Compliance-Report, in terms
of the Listing Regulations relating to Corporate Governance.
During the year under review, the Shareholders of the Bank, by means of a special resolution, passed through Postal Ballot on 17th
January 2019, approved the creation, issue and allotment of additional 2,50,00,000 stock options convertible into 2,50,00,000
equity shares of `2/- each of the Bank, to the eligible Employees/Directors.
In terms of the said ESOS, as on date, up to 26,50,87,000 stock options are available for grant by the Bank to the eligible
Employees/Directors. The eligibility and number of stock options to be granted to such eligible Employees/Directors is determined
on the basis of the outcome of their performance evaluation and such other criteria as approved by the NRC / Board of Directors
of the Bank, from time to time.
During the period from February 2001 to January 2019, the Shareholders of the Bank had approved the grant of stock options, as
aforesaid, on seven occasions. Under the first two ESOS of the Bank and in respect of the grant of stock options made by the Bank
upto 29th April 2004, the option conversion price was set at the average of the daily high-low price of the Bank’s equity shares
traded during the 52 weeks preceding the date of approval of grant by the Board / NRC, prevailing on the Stock Exchange which
had the maximum trading volume of the Bank’s equity share during the said period. Thereafter, under the third and subsequent
ESOS of the Bank and with effect from the said grants made by the Bank on or after 10th June 2005, the stock option conversion
price was changed to the latest available closing price of the equity shares of the Bank, prevailing on the Stock Exchange which
recorded higher trading volume, on the day prior to the date of approval of grant by the NRC.
Pursuant to the sub-division of the equity shares of the Bank, the Shareholders of the Bank at the 20th Annual General Meeting held
on 27th June 2014, also approved the consequent adjustments to the stock options granted to the eligible Employees/Directors,
under the various ESOS of the Bank, such that all stock options available for grant (including lapsed and forfeited options
available for reissue) and those already granted but not vested and those vested but not exercised, as on the record date fixed
for the purpose of sub-division, were proportionately converted into options bearing equity shares of the face value of `2/- each
of the Bank and the grant price of all the outstanding stock options (unvested, vested and unexercised) as on the said record date
for the purpose of sub-division were proportionately adjusted by dividing the existing grant price by 5. The record date for the
said sub-division was 30th July 2014.
Since 24th February 2001 up to 27th March 2019, the NRC / Board had out of the said 26,50,87,000 stock options, approved
the grant of 27,01,13,700 stock options (including 2,69,83,897 stock options which had lapsed and were forfeited) to the
eligible Employees/Directors, in terms of the various ESOS of the Bank. The said stock options are non-transferable and vest at the
rates of 30%, 30% and 40% on each of three successive anniversaries following the date of respective grant, subject to standard
vesting and other conditions as set out in the respective ESOS of the Bank. The said stock options are required to be exercised by
the concerned eligible Employees/Directors, within a period of three / five years, from the date of its respective vesting, in terms
of the respective ESOS of the Bank.
As of 31st March 2019, out of the said 27,01,13,700 stock options so granted 24,54,77,475 stock options have been vested,
out of which 20,24,96,929 stock options have been exercised and the balance 1,71,38,224 stock options remain unexercised.
Further 2,34,94,650 stock options remained unvested and 2,69,83,897 stock options had been treated as lapsed and forfeited.
There were no material changes in the ESOS of the Bank during the financial year 2018-19 and the same is in compliance with
the relevant provisions of the SEBI (Share Based Employee Benefits) Regulations, 2014, as amended.
Statutory disclosures as mandated under Regulation 14 of the SEBI (Share Based Employee Benefits) Regulations, 2014, as
amended, have been hosted on the website of the Bank at https://www.axisbank.com/shareholders-corner/corporate-
governance/compliance-report.
Corporate Governance
The Bank is committed to achieving and adhering to the highest standards of Corporate Governance and it constantly benchmarks
itself with best practices, in this regard.
The Report on Corporate Governance for the financial year 2018-19 along with the Certificate issued by the Statutory Auditors of
the Bank confirming compliance with the mandatory requirements relating to Corporate Governance as stipulated under Chapter
IV of the Listing Regulations, forms part of this report.
The Corporate Governance framework of the Bank incorporates all the mandatory requirements as prescribed in the Listing
Regulations. The Bank has also adopted the non-mandatory requirements as recommended in the Listing Regulations, detailed in
the Report on Corporate Governance, which forms part of this report.
Information under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Bank has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The information relating to complaints received and
redressed during the financial year 2018-19 is disclosed in the Report on Corporate Governance, which forms part of this report.
a) That in the preparation of the annual accounts for the financial year ended 31st March 2019, the applicable accounting
standards had been followed along with proper explanation relating to material departures.
c) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Bank and for preventing and detecting fraud and
other irregularities.
d) That the annual accounts have been prepared on a going concern basis.
e) That internal financial controls to be followed by the Bank, were in place and that the same were adequate and were
operating effectively.
f) That proper system to ensure compliance with the provisions of all applicable laws was in place and the same were adequate
and operating effectively.
Annual Return
In accordance with the Companies (Amendment) Act, 2017, read with Section 134(3) of the Companies Act, 2013, the Annual
Return, under Section 92 (3) of the Companies Act, 2013, can be accessed on the website of the Bank at https://www.
axisbank.com/shareholders-corner/shareholders-information and the extract of the Annual Return in Form MGT-9, is provided as
an annexure to this report.
Particulars of Employees
The information required pursuant to Section 197 read with Rule 5 (1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, as amended, in respect of Directors / Employees of the Bank, is provided as an annexure
to this report.
As on 31st March 2019, the Bank had 57 employees who were employed throughout the year and were in receipt of remuneration
of more than `1.02 crore per annum and 19 employees of the Bank who were employed for part of the year and were in receipt
of remuneration of more than `8.50 lakh per month.
In terms of Section 136 of the Companies Act, 2013, the copy of the financial statements of the Bank, including the consolidated
financial statements, the auditor’s report and relevant annexures to the said financial statements and reports are being sent to the
Members and other persons entitled thereto, excluding the information in respect of the said 76 employees of the Bank containing
the particulars as specified in Rule 5 (2) of the said Rules, which is available for inspection by the Members at the Registered Office
of the Bank during business hours of the Bank up to the date of the ensuing Annual General Meeting. Any Member interested in
obtaining a copy thereof, may write to the Company Secretary of the Bank at its Registered Office.
Energy and natural resource conservation have been focus areas for the Bank and conscious efforts are being made towards
improving energy performance, year on year.
For Sustainable Development, Energy efficiency initiatives have been implemented across several branches and offices through
energy and resource conservation projects.
The Bank ensures strict compliance with all statutory requirements and voluntarily undertakes several sustainable steps in order to
contribute towards a better environment.
Some of the steps undertaken and the impact perceived are listed below:
• Implementation of Solar energy projects across select Branches/ Offices, aggregating ~7.05 MW. This includes 2.00 MW
project at Sonalwadi, Solapur, Maharashtra.
• Implementation of Centralised Energy Management System (CEMS) to monitor and control energy consumption.
• Conversion of conventional lighting to LED in 250 plus number of Locations with premises size more than 4000 sq.ft. &
implementation of LED lights in all new Branches/Offices.
• Conversion of Food/Wet waste at Axis House, Mumbai, into manure through compost machine for use in landscaping/
gardening.
• Maintenance of unity power factor through APFC panels in auto mode for optimum use of power at Axis House Mumbai and
Noida.
• Installation of Motion sensors for workstation and common area lighting at Axis House, Mumbai.
• Re-cycling of Dry waste at Axis House, Mumbai, into stationery items like notepads.
• Daily re-cycling of 150 KL of water through Sewage Treatment Plant at Axis House, Mumbai.
• Reduction of water consumption at Axis House, Mumbai through use of aerators.
• Rain Water Harvesting of ~2000 KL of water yearly, at Axis House, Mumbai.
• Saving of water through use of Bio-blocks in urinals at Select Large Offices.
• Installation of sensors in washbasins to optimise flow of water at Select Large Offices.
Risk Management
Pursuant to Regulation 21 of the Listing Regulations, the Bank has constituted a Risk Management Committee. The details of the
said Committee and its terms of reference are set out in the Report on Corporate Governance, which forms part of this report.
The Bank has formulated and adopted a robust Risk Management Framework. Whilst the Board is responsible for framing,
implementing and monitoring the Risk Management Framework, it has delegated its powers relating to monitoring and reviewing
of risks associated with the business of the Bank to the said Committee. The details of the Risk Management Framework and issues
related thereto have been explained in the Management’s Discussion and Analysis Report, which is provided as an annexure to
this report.
The brief outline of the CSR Policy, including overview of the programs undertaken by the Bank, the composition of the CSR
Committee, average net profits of the Bank for the past three financial years, prescribed CSR expenditure and details of the
amounts spent by the Bank on CSR activities during the year under review, have been provided as an annexure to this report.
In line with the RBI guidelines on Ind AS implementation, the Bank has a Steering Committee comprising members from the
concerned functional areas, headed by the Executive Director (Wholesale Banking). A quarterly progress report on the status
of Ind AS implementation in the Bank is presented to the Audit Committee of the Board. During the FY 2016-17, the Bank had
undertaken preliminary diagnostic analysis of the GAAP differences between Indian GAAP vis-a-vis Ind AS.
The Bank has also identified and evaluated data gaps, processes and system changes required to implement Ind AS. The Bank
is in the advanced stage of implementing necessary changes in its IT system and other processes. The Bank has been holding
workshops and training for its staff, which will continue in the current year. The Bank has also submitted to RBI Proforma Ind AS
financial statements for the six months ended 30th September 2016 and three months ended 30th June 2017 and for the first three
quarters of FY 2018-19.
The Bank is also examining impact of Ind AS on business planning, budgeting, taxation, capital planning and on capital adequacy.
The Bank is also in the process of preparation of proforma Ind-AS financial statements, for the year ended 31st March 2019.
Statutory Auditor
At the 24th Annual General Meeting of the Shareholders of the Bank held on 20th June 2018, M/s Haribhakti & Co. LLP, Chartered
Accountants, Mumbai (Membership Number 103523W/W100048), were appointed as the Statutory Auditors of the Bank
to hold office as such from the conclusion of the 24th Annual General Meeting until the conclusion of the 28th Annual General
Meeting, subject to the approval of the Reserve Bank of India and on such remuneration, as may be approved by the ACB.
In terms of the relevant provisions of the Banking Regulation Act, 1949, the approval of the RBI is mandatory for appointment of
Statutory Auditors of the Bank every year. The Bank will obtain the requisite approval of RBI for the appointment of M/s Haribhakti
& Co. LLP as the Statutory Auditors of the Bank, for the financial year 2019-20.
In this regard, the Bank has received a certificate from the said Statutory Auditors to the effect that the appointment, if made, would
be in accordance with the relevant provisions of Section 141 of the Companies Act, 2013.
As required under Regulation 33(1)(d) of the Listing Regulations, the Statutory Auditors have confirmed that they have subjected
themselves to the peer review process of the Institute of Chartered Accountants of India (ICAI) and that they hold a valid certificate
issued by the Peer Review Board of ICAI.
There are no qualifications, reservations or adverse remarks made by M/s Haribhakti & Co. LLP, Chartered Accountants, Statutory
Auditors of the Bank, in their report. Further, pursuant to Section 143(12) of the Companies Act, 2013, the Statutory Auditors of
the Bank have not reported any instances of frauds committed in the Bank by its officers or employees.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the relevant provisions of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Bank appointed M/s BNP & Associates, Company Secretaries,
Mumbai, as the Secretarial Auditor of the Bank, for the financial year 2018-19. The secretarial audit of the Bank was conducted
in respect of the matters prescribed in the said Rules and as set out in the Secretarial Audit Report for the financial year 2018-19,
which is provided as an annexure to this report.
There are no qualifications, reservations or adverse remarks made by the Secretarial Auditor of the Bank, in its report.
In terms of SEBI circular no CIR/CFD/CMD1/27/2019 dated 8th February 2019, relating to Annual Secretarial Compliance
Report, the Bank appointed M/s. BNP & Associates, Company Secretaries, to conduct the audit of the Secretarial Compliance
for the financial year 2018-19. The Bank will submit the Annual Secretarial Compliance Report to the Stock Exchanges within the
prescribed time limit and host the same on its website.
Significant and Material Order Passed by Regulators or Courts or Tribunals Impacting the Going Concern Status and
Operations of the Bank
During the financial year 2018-19, no significant or material order was passed by any Regulator, Court or Tribunal against the
Bank, which could impact its going concern status or operations.
The Board has discussed with the Management of the Bank the major financial risk exposures and the steps taken by it to monitor
and control such exposures, overseen and reviewed the functioning of the Whistle Blower Mechanism (which is a part of the
Bank’s Fraud Risk Management Policy) and the findings in respect of the investigations conducted on frauds, which were material
in nature and the actions taken by the Management, in this regard.
Material Changes and Commitments affecting the financial position of the Bank
There are no material changes and commitments which affected the financial position of the Bank, which occurred between the
end of the financial year of the Bank to which the financial statements relate and upto the date of this report.
Post adoption of the annual financial statements by the Board of Directors, the Bank has classified an account in the sugar sector
as non-performing per instructions received from the RBI, with retrospective effect from 1st February 2016. As the Bank already
held substantial provision against this account as on 31st March 2019, no further provisioning is required due to change in the
status of the account.
Acknowledgements
The Board of Directors places on record its gratitude to the Reserve Bank of India, Ministry of Corporate Affairs, Securities and
Exchange Board of India, other Statutory and Regulatory Authorities, Financial Institutions, Stock Exchanges, Registrar and Share
Transfer Agent, Debenture Trustees, Depositories and Correspondent Banks for their continued support and guidance.
The Board also places on record its appreciation to the Shareholders of the Bank for their continued support and to its valued
customers for their continued patronage.
The Board also expresses its deep sense of appreciation to all the employees of the Bank for their strong work ethics, excellent
performance, professionalism, teamwork, commitment and initiatives which has led to the Bank reinforcing its customer centric
image and making commendable progress in today’s challenging environment.
MACRO-ECONOMIC ENVIRONMENT
After a steady start, the global growth slowed notably towards the second half of fiscal 2019 as the macro environment became
increasingly challenging. The trade related uncertainty has hurt China and other allied supply chain economies, including Japan.
The Euro area economy has also moderated with demand for cars weakening, fiscal concerns in Italy and reform backlash in
France. Growth in the US continued to be supported by fiscal stimulus, but expectations going ahead are weaker. Most global
central banks have responded to this: the US Fed and the ECB have ruled out rate hikes in 2019 and signalled slower withdrawal
of Quantitative easing liquidity.
Although India’s macro fundamentals (balance of payments, inflation, etc.) have remained broadly stable, the growth momentum
has rapidly deteriorated. Official estimates of fiscal 2019 growth have been lowered to 6.8%, and Q4 FY19 prints of industrial
and export activity continue to remain weak. This is particularly evident in shrinking commercial and passenger vehicle sales. The
key concern lies in a reversal of the nascent capex revival witnessed earlier in fiscal 2019. The capital goods segment in the Index
of Industrial Production (IIP) was seen to be reviving in recent quarters, but this has also come off.
Noting the weaker growth conditions and benign inflation trajectory ahead, the MPC cut the repo rate 50 bps sequentially in
February (and then in early April), reversing all the tightening of 2018. However, the stance was maintained at neutral, given the
near term risks.
Bank credit growth, despite moderating capex, has remained strong, but this largely reflects diversion of credit from NBFCs. RBI
data indicates aggregate credit growth in fiscal 2019 from all intermediaries, including NBFCs, remained lower than in fiscal
2018.
India growth is unlikely to improve significantly in the near term, particularly if exports and private investment underperform. RBI
forecasts fiscal 2020 GDP growth at 7.2%, but this will be contingent on assumptions of financial market stability and credit flows,
as well as a normal monsoon.
RBI further revised lower its inflation projections, with CPI inflation now forecast below 4% for the rest of fiscal 2020, although H2
numbers are likely to creep higher. With crude oil now reverting back toward $60/barrel on weaker global demand expectations,
a major inflation source is likely to remain moderate. Risks remain, with food prices already trending higher, and potential fiscal
slippage especially in state budgets.
With the growth – inflation mix outlined above, monetary policy is likely to retain a fairly strong easing bias in fiscal 2020. We
expect another repo rate cut in early June. The monetary policy focus in the near term is likely to be on transmission, with liquidity
infusions, but if inflation remains benign, there is room for further cuts in the repo rate. However, this view is subject to a measure
of fiscal consolidation. Relatively stable macros imply stability of the Rupee, but global economic and political risks might lead to
volatility in foreign exchange and interest rate markets. India’s twin deficits – fiscal and Current Account – could still lead to some
market volatility, driven by the outlook on fiscal slippages.
Bank credit growth is likely to sustain around 12 – 13% in fiscal 2020, based on the above assumptions of moderate growth,
capex improvement, gradually normalising credit markets and monetary policy easing.
Net profit for the year ended 31 March, 2019 increased and stood at `4,677 crore, as compared to the net profit of `276 crore
last year, primarily on account of higher revenue driven by net interest income, recoveries and lower provisions for non-performing
assets (NPAs). Operating profit reported a healthy growth of 22% over the previous year to `19,005 crore with core operating
profit growth of 29%.
Operating revenue increased by 18% YoY from `29,585 crore in fiscal 2018 to `34,838 crore in fiscal 2019. Net interest
income (NII) rose 17% from `18,618 crore in fiscal 2018 to `21,708 crore in fiscal 2019. Non-interest income consisting of fee,
trading and other income increased by 20% from `10,967 crore in fiscal 2018 to `13,130 crore in fiscal 2019.
Operating expenses rose 13% from `13,990 crore in fiscal 2018 to `15,833 crore in fiscal 2019 as the Bank continued to invest
in branch infrastructure, technology and human capital to support its business growth. Healthy growth in operating revenues
along with comparatively lower growth in operating expenses this fiscal led to a growth in the Bank’s operating profit by 22% to
`19,005 crore from `15,595 crore reported last year. Provisions and contingencies declined by 22% from `15,473 crore in fiscal
2018 to `12,031 crore in fiscal 2019. Consequently, profit before taxes increased to `6,974 crore and net profit increased from
`276 crore in fiscal 2018 to `4,677crore in fiscal 2019.
1
computed on daily average basis
During this period, the yield on interest earning assets increased from 8.44% last year to 8.68%. The yield on advances
increased by 32 bps from 9.12% in fiscal 2018 to 9.44% in fiscal 2019 primarily due to lower interest reversals on
NPAs and increase marginal cost of funds based lending rate (MCLR) by 50 bps in fiscal 2019. The yield on investments
increased by 14 bps during the fiscal 2019. Cost of funds increased by 28 bps from 5.15% in fiscal 2018 to 5.43% in
fiscal 2019. During the year, the Bank widened its focus from CASA deposits to CASA plus Retail term deposits (RTD) as
part of its overall deposits strategy. As a result, the cost of deposits increased to 5.12% from 4.89% last year, primarily
due to increase in cost of term deposits by 22 bps to 7.13% from 6.91% last year. CASA and RTD deposits together, on a
daily average basis, reported a healthy increase of 17% to `368,017 crore from `315,710 crore last year.
Non-interest income
(` in crore)
Particulars 2018-19 2017-18 % change
Fee income 10,127 8,867 14%
Trading profit 971 1,617 (40%)
Miscellaneous income 2,032 483 320%
Non-interest income 13,130 10,967 20%
Non-interest income comprising fees, trading profit and miscellaneous income increased by 20% to `13,130 crore in fiscal
2019 from `10,967 crore last year and constituted 38% of the operating revenue of the Bank.
During the year, proprietary trading profits decreased by 40% to `971 crore from `1,617 crore last year mainly on
account of lower profits on SLR and bond portfolio in fiscal 2019 compared to fiscal 2018.
During the year, Bank sold stake in Max Life Insurance Company and National Securities Depository Limited which led to
gain of `342 crore.
The Bank’s miscellaneous income was higher at `2,032 crore compared to `483 crore in fiscal 2018, mainly on account
of recovery in written off accounts. The Bank recovered `1,867 crore in fiscal 2019 from written off accounts, compared
to `183 crore in fiscal 2018. Recoveries primarily came from the iron and steel sector.
Operating revenue
The operating revenue of the Bank increased by 18% to `34,838 crore from `29,585 crore last year. The core income
streams (NII and fees) constituted 91% of the operating revenue, reflecting the stability of the Bank’s earnings.
Operating expenses
(` in crore)
Particulars 2018-19 2017-18 % change
Staff cost 4,747 4,313 10%
Depreciation 710 568 25%
Other operating expenses 10,376 9,109 14%
Operating expenses 15,833 13,990 13%
Cost : Income Ratio 45.45% 47.29% -
Cost : Asset Ratio 2.13% 2.17% -
The operating expenses growth for the Bank moderated during the year to 13% as compared to 15% last year as the Bank
continued to focus on controlling expenses. However, the Bank continues to invest in expanding branch network and other
infrastructure required for supporting the existing and new businesses, as a result of which the operating expenses increased to
`15,833 crore from `13,990 crore last year. The Operating Expenses to Assets ratio stood at 2.13% compared to 2.17% last
year.
Staff cost increased by 10% from `4,313 crore in fiscal 2018 to `4,747 crore in fiscal 2019, primarily on account of increase in
employee strength from 59,614 as at end of fiscal 2018 to 61,940 as at the end of fiscal 2019.
Other operating expenses increased by 14% from `9,109 crore in fiscal 2018 to `10,376 crore in fiscal 2019. The increase is
primarily due to investments in branch infrastructure and technology to support business growth. The Bank added 347 branches
during fiscal 2019.
During fiscal 2019, the Bank created total provisions (excluding provisions for tax) of `12,031 crore compared to `15,473 crore
last year. The Bank provided `10,221 crore towards non-performing assets compared to `16,598 crore last year and `829 crore
were provided for standard assets including provision for unhedged foreign currency exposure compared to `144 crore written
back last year. The credit costs for fiscal 2019 stood at 1.91%, 166 bps lower than that of 3.57% witnessed in fiscal 2018.
During the year, the Bank has started maintaining standard asset provision on outstanding corporate standard advances rated
‘BB and Below’ and all SMA-2 advances as reported to CRILC, at rates that are higher than those prescribed by RBI. Provision for
standard assets made during the year includes provision `378 crore on these categories of weak standard advances. Provision
for other contingencies includes a provision of `605 crore on non-banking assets acquired in satisfaction of claims.
As a result of above, provisions and contingencies for the year is lower by `3,442 crore with a consequent increase to the profit
before tax.
Key ratios
Particulars 2018-19 2017-18
Basic earnings per share (`) 18.20 1.13
Diluted earnings per share (`) 18.09 1.12
Book value per share (`) 259.27 247.20
Return on equity (%) 8.09% 0.53%
Return on assets (%) 0.63% 0.04%
Net interest margin (%) 3.43% 3.44%
Profit per employee (` lakh) 7.61 0.47
Loan to Deposit ratio (Domestic) 83.55% 85.50%
Loan to Deposit ratio (Global) 90.21% 96.92%
Basic Earnings Per Share (EPS) was `18.20 compared to `1.13 last year, while the Diluted Earnings Per Share was `18.09
compared to `1.12 last year. Return on Equity (RoE) and Return on Assets (RoA) improved during the year and stood to 8.09%
and 0.63% respectively. Book Value per Share increased by 5% to `259.27 from `247.20 last year. Profit per Employee stood
at `7.61 lakh.
Loan to Deposit ratio of the Bank as on 31 March, 2019 was at 90.21% with a domestic CD ratio of 83.55%.
Total assets increased by 16% to `800,997 crore as on 31 March, 2019 from `691,330 crore on 31 March, 2018, driven by
13% and 14% growth in advances and investments, respectively.
Advances
Total advances of the Bank as on 31 March, 2019 increased by 13%
to `494,798 crore from `439,650 crore as on 31 March 2018, Advances ` in crore
largely driven by healthy growth in the Retail segment. Corporate
advances comprised 37% of total loans and grew by 5% to `183,402 2018-19 183,402 245,812 65,584
crore, Retail loans comprised 50% of total loans and grew by 19% 2017-18 174,445 206,464 58,740
to `245,812 crore; and the SME loans constituted 13% of total loans
2016-17 155,904 167,993 49,172
and grew by 12% to `65,584 crore.
2015-16 155,384 138,521 44,869
2014-15 127,644 111,932 41,507
Domestic advances of the Bank as on 31 March, 2019 grew by 18%
to `456,683 crore from `385,885 crore as on 31 March 2018. Corporate Retail SME
Further, Domestic corporate advances of the Bank as on 31 March,
2019 increased by 17% to `155,421 crore from `132,591 crore as
on 31 March 2018.
The retail lending growth was led by auto loans, personal loans, and credit cards. Mortgages continue to grow slower than
the retail lending growth. Home loans remain the largest retail segment and accounted for 38% of retail loans, loans against
property 8%, personal loans and credit cards were 17% and auto loans 11%, while non-schematic loans comprising loan
against deposits and other loans accounted for 6%.
Investments
Retail Advances as % to Total Advances The investment portfolio of the Bank increased by 14% to `174,969
crore, of which investments in Government and approved securities,
2018-19 50% held mainly for SLR requirement, increased by 16% to `120,239
2017-18 47% crore. Other investments, including corporate debt securities,
2016-17 45% increased by 10% to `54,730 crore. 86% of the government
2015-16 41% securities has been classified in the HTM category, while 79% of
40%
the bonds and debentures portfolio has been classified in the AFS
2014-15
category.
Deposits
The total deposits of the Bank increased by 21% to `548,471 crore against `453,623 crore last year. Savings Bank deposits
reported a growth of 4% to `154,129 crore, while Current Account deposits reported decrease of 7% to `89,265 crore. As on 31
March, 2019, low-cost CASA deposits stood at `243,394 crore as compared to `243,852 crore last year, and constituted 44%
of total deposits as compared to 54% last year. Savings Bank deposits on a daily average basis, increased by 16% to `138,727
crore, while Current Account deposits reported a growth of 6% to `64,006 crore. The percentage share of CASA in total deposits,
on a daily average basis, was at 43% compared to 46% last year.
This year the Bank significantly ramped up its focus on retail term deposits. As on 31 March, 2019, the retail term deposits grew
44% and stood at `198,914 crore, constituting 65% of the total term deposits compared to 66% last year. As on 31 March,
2019, CASA and retail term deposits constituted 81% of total deposits.
Borrowings
The total borrowings of the Bank increased by 3% from `148,016 crore in fiscal 2018 to `152,776 crore in fiscal 2019.
Domestically, the Bank raised `3,000 crore through Infrastructure bonds during the fiscal. The outstanding balance in long term
infrastructure bonds as on 31 March, 2019 was `16,705 crore.
Capital Management
The Bank continues its endeavour for greater capital efficiency and shoring up its capital adequacy to enhance shareholder value.
During the year, the Bank has been focusing on increasing the proportion of lower Risk Weighted Assets (RWA). The Bank’s RWA
to Total Asset’s ratio improved from 75% as at the end of Mar’18 to 69% at the end of Mar’19.
During the year, the Bank’s capital consumption was modest, driven by improvement in RWA intensity. During the year, the Bank
debited reserves for provision towards non-banking assets resulting in impact of 29 bps on Tier 1 CAR. Also the RBI guidelines on
creation of Investment Fluctuation Reserve resulted in 11 bps impact on Tier 1 capital. Further the growth consumed 90 bps of Tier
1 CAR, profit (net of dividend) contributed 80 bps making for a net consumption of 50 bps of Tier 1 CAR for the year.
The Bank’s capital position continues to be strong and is sufficiently robust for it to pursue growth opportunities.
The Bank’s overall capital adequacy ratio (CAR) under Basel III stood at 15.84% at the end of the year, well above the benchmark
requirement of 9.00% stipulated by Reserve Bank of India (RBI). Of this, the Common Equity Tier I (CET I) CAR was 11.27%
(against minimum regulatory requirement of 5.50%) and Tier I CAR was 12.54% (against minimum regulatory requirement of
7.00%). As on 31 March, 2019, the Bank’s Tier II CAR under Basel III stood at 3.30%.
The following table sets forth the capital, risk-weighted assets and capital adequacy ratios computed as on 31 March, 2019 and
31 March, 2018 in accordance with the applicable RBI guidelines under Basel III.
(` in crore)
Particulars 2018-19 2017-18
Tier I capital 69,238 67,476
Tier II capital 18,221 18,299
Out of which
- Tier II capital instruments 14,450 16,035
- Other eligible for Tier II capital 3,771 2,264
Total capital qualifying for computation of capital adequacy ratio 87,460 85,775
Total risk-weighted assets and contingencies 552,048 517,631
Total capital adequacy ratio 15.84% 16.57%
Out of above
- Common equity tier I capital ratio 11.27% 11.68%
- Tier I capital ratio 12.54% 13.04%
- Tier II capital ratio 3.30% 3.53%
BUSINESS OVERVIEW
An overview of the Bank’s various business segments along with their performance during financial year 2018-19 and future
strategies is presented below.
Retail Banking
Over the years, the Bank has developed strong relationships with its customers by providing end to end financial solutions for
their savings, payments and investments needs through multiple channels. The Bank’s strong digital & technological capabilities,
focused execution and wide distribution has helped it to gain market share and improve customer experience. During the financial
year 2018-19, Retail segment contributed 81%, 50% and 61% of the Bank’s deposits, advances and Fee Income respectively.
Retail Deposits
The Bank has clearly identified that deposit growth will drive its balance sheet growth. As a strategy the Bank has shifted its focus
from CASA to CASA+RTD. The focus would be to increase penetration in existing Savings Account (SA) base to improve RTD
growth and cross sell the Bank’s SA products to its non-SA customers. SA segments like Priority, Burgundy, NRI and Government
savings will be primary focus areas of the Bank. New SA customer acquisition to be driven by branches, through scaling up digital
SA openings and also leveraging other platform businesses of the Bank.
Savings Bank deposits grew by 4% while the Retail Term Deposits (RTD) grew by 44% during the year. As on 31 March, 2019, the
Bank had over 26 million savings account customers, registering a growth of 17%. Total Saving account and Retail Term Deposits
grew by 23 % to ` 353,043 crore from ` 285,997 crore in the preceding year.
RTD has been a key driver in growing the retail deposit business. The year saw many new RTD offerings. The Credit Card against
FD and overdraft facility against FD were initiatives which helped tackle the issue of premature closures to address liquidity needs
for customers. Green Channel RTD was another initiative used to reduce TAT for Trust accounts. Acknowledging the growing impact
of mobile, SMS based auto-renewal and other such features to remove friction in the system were introduced. Use of analytics to
retain customers with more beneficial and personalized offers has also played a big part in the success of RTD products.
A concerted effort to serve customers better saw the Bank opening several new branches in the financial year. Branches continue
to bring in cross sell and upsell opportunities for the Bank, with almost 48% of retail advances being sourced at branches. The
Bank has an evenly distributed branch presence across various geographies catering to the needs of diverse customer groups.
As on 31 March, 2019, the Bank had 11,801 ATMs. The Bank was the first private sector Bank to introduce recyclers, which can
both accept and dispense cash. As on 31 March, 2019, the Bank had deployed 4,917 recyclers. The recycler handles 66% of
the overall cash deposits at the Bank, leading to efficient use of Bank Staff.
Retail Lending
The Bank has grown its Retail Lending portfolio steadily and strongly with a CAGR growth of 23% over the last 5 years and
currently stands at `245,812 crore as on 31 March, 2019, up 19% over last year. The Bank continued to increase its share of
retail loans to total advances, which stood at 50% as compared to 47% last year.
The proportion of higher yielding Retail Lending products comprising mainly of Personal Loan, Credit Card, Small Business
Banking (SBB) stood at 20% as on 31 March 2019 and has consistently increased over the years from 9% as on 31st March
2013. Of the total portfolio, home loans accounted for 38%, auto loans 11% and loans against property 9%. The Bank has
been focussing on granularization of the retail loans portfolio, the unsecured retail loans stood at 19% of the total portfolio, with
personal loans and credit cards accounting for 12% and 5%, respectively. Growth in Retail Lending was led by Personal Loans,
Auto Loans and Small Business Banking Loans.
Building a strong digital channel – As a crucial imperative of establishing a strong digital footprint, the Retail Lending team took
significant steps towards increasing the digital presence for loan products by creating a vertical to focus and develop this type
of lending. In the first full-fledged year of operations, the digital share of the total business is now at 14.2% of the total sourcing
of unsecured Personal Loans. The strong offshoots have shown the scalability of the channel along with the seamless customer
experience and lower sourcing cost. The Bank will continue to invest and scale up this opportunity further.
Payments
Payments business plays four important roles in a Bank’s strategy. It is the face of the franchise, increases customer engagement,
drives profitability and partnerships. Retail electronic payments in India are growing at a tremendous pace, which has rubbed off
positively on cards businesses. Cards business at Axis Bank has delivered consistent strong growth which has resulted in strong
fee income contribution over the years. Significant headroom remains for continuing its strategy of acquiring cards customers from
the Bank’s existing deposit base.
Despite being a late entrant in payments solutions, the Bank today is ranked amongst the top players in the credit cards business.
The Bank had over 5.96 million credit cards in force, making it the 4th largest credit card issuer in the country. The credit cards
portfolio saw a substantial increase in spends by 40% to `62,083 crore from `44,329 crore last year. The Bank is one of the
largest debit card issuers in the country, with a base of 24.51 million as on 31 March, 2019. The Debit Cards portfolio has seen
an increase of 35% in spends from `32,927 crore in to `44,610 crore in FY19.
The Bank’s merchant acquiring business continues to be one of the largest acquirers in the country with a base of 5,07,409
installed terminals of which 2,13,697 terminals are enabled for accepting contactless payments. In addition to scaling up the
business, the Bank is also focused on scaling up the business profitably. The Bank is also using digital technologies like Bharat QR
to drive high volume-low value payments acceptance use cases. From a merchant’s perspective, the Bank is focused on making
payments acceptance simpler and offer value added services that solve business problems.
Digital technologies today allow for several innovations in payments acceptance. During the year, Axis Bank in partnership with
Signcatch launched the first of its kind “smart bill pay” initiative for New Delhi Municipal Corporation (NDMC). The solution
allows customers to pay their utility bills by just scanning QR code on “personalised smiley fridge magnets” which are mapped to
their consumer account number.
Digital Payments continues to be at the core of the Retail Banking strategy. UPI is growing tremendously and the Bank is leveraging
UPI to attract non-Axis Bank customers. The Bank was among the early entrants to work closely with NPCI for UPI launch and
continues that momentum for UPI 2.0 as well. UPI 2.0 has new features like Overdraft facility, One Time Mandate, Invoice in the
Inbox, Signed intent and QR. In addition to UPI 2.0, as per SEBI mandate, IPO investments (ASBA) will move completely to UPI in
a phased manner and this new process would increase efficiency, eliminate the need for manual intervention at various stages,
and is expected to reduce the time duration from issue closure to listing by up to 3 working days.
UPI has been dominating the peer-to-peer (P2P) payments space in the last two years. Going forward merchant acceptance (P2M)
of UPI is set to expand and is expected to gain a substantial share of P2M payments. Total UPI on-boarded merchants today stands
at more than 90,000.
The Bank has built a strong technology platform and developer friendly API’s that allow partners, start-ups to plug & play Axis
UPI on their mobile applications. The Bank has used this head start to its advantage by making this platform available to multiple
partners like Google Pay, Amazon, Uber, Ola Cabs, Samsung Pay, LIC, IRCTC, Big Bazaar, etc. Today the Bank has a share of
11.1 % in UPI transactions, with over 32.58 million UPI IDs on-boarded.
Wealth
The Bank has built one of the best wealth management franchises among banks in the country. Since 2014, the revenues for
the business have grown at 43% CAGR and the AUM at 31% CAGR to cross an overall AUM of ` 1,32,702 crore
(~[US$ 19.19 billion]). The challenging investment environment notwithstanding, the business continued on its growth trajectory
last year to grow the customer base by 12%. This year, Burgundy was re-positioned as the Wealth Management proposition for
the affluent customers. The steady growth and healthy mix of the business has also resulted in the industry recognizing the Bank
as a leading player in the wealth management industry. Axis Bank was ranked 4th largest amongst private banks and wealth
management firms in India by Asian Private Banker in its 2017 India AUM league table.
As a part of the endeavour to provide an enriching banking experience to NRI customers and provide them seamless assistance
in fulfilling their banking requirements, the Bank has introduced NRI Digital Relationship Managers who service customers’ as per
the local timings in their country of residence and aim to strengthen the relationship and create value for the customers as well as
for the Bank.
Remittance business
Globally, inward remittance is a $600 Bn market with $69 Bn being transferred specifically to India (Source: World Bank,
2017). Customers are moving from brick and mortar modes to digital platforms to transfer funds. The top 10 digital players are
contributing $80 Bn funds transfers globally.
The Bank offers a range of forex and remittances products to its retail customers, which include forex cards, inward and outward
wire transfers, traveller’s cheques and foreign currency notes, remittance facilities through online portal as well as through
collaboration with correspondent banks and exchange houses. The Bank offers remittances facility to NRI customers through the
Bank’s Sri Lanka Branch and Axis Bank UK Ltd., for remittances to India. Additionally, the Bank offers remittances from Gulf Co-
operation Council (GCC) region to Sri Lanka through tie-up with four exchange houses.
The Bank launched RemitMoney in November 2016 with the vision of making money transfers to India fast, economical, safe
& seamless. Over the past 21 months the Bank has continuously reinvented at each and every step by listening to customers &
building what they wanted. In October’18, the Bank launched the new RemitMoney website with an interactive interface and
enhanced features. Some of the enhanced features include Instant money transfer (within 1 Hour) to India, 24x7 Customer support
over chat, email and call, cashpoints reward program to increase loyalty, and scheduling future transfers. With thoughtful user
experience design, the Bank has reduced the time taken to initiate the 1st transfer from 5 minutes to less than 1 minute and a 30
second time frame to initiate a repeat transaction.
The Bank continues to have a market leadership position in forex cards with 16 currency options other than INR being offered.
Additionally, the Bank offers Miles & More Multi-Currency Forex Card in association with Lufthansa airline aimed at frequent flyers,
an industry first in this segment.
The Bank today is one of the leading distributors of mutual fund schemes in India and ranks among the top 5 distributors in terms
of Assets under Management (AUM). The Bank distributes Mutual Funds schemes of 13 major Asset Management Companies,
The Bank also offers online trading services to its customers in collaboration with Axis Securities Ltd. (a 100% subsidiary of the
Bank) under the name Axis Direct. Axis Direct crossed 2 million total customers during the year. The Bank has a tie up with Max
Life and Life Insurance Corporation of India for distributing life insurance products. The Bank continues to provide the best choice
of products across both insurance companies to cater to the financial security of Customers and has secured the lives of over 1.2
million customers since the inception of the partnerships.
In General Insurance, the Bank has a tie up with TATA AIG General Insurance Co. Ltd. (American International Group) and for
Health Insurance with Apollo Munich Health Insurance Co. Ltd. Mutual Fund & Insurance Distribution contributed 19% of total
retail bank fee income in FY 2018-19.
Strengthening the Traditional Digital Channels of Mobile & Internet Banking and Pioneering the New Age of Conversational
Banking
The focus of the Bank has been on simplifying the journeys and offerings for its customers. The customers today desire instant
gratification and seek to complete tasks across the plethora of channels that the Bank offers. Fully cognizant of this, Axis Bank
has aggressively adopted the use of customer journey mapping and design thinking to help prioritize and deliver Omni-channel
experiences across physical and digital assets.
In line with what customers sought, the Bank continued to add more features to its Mobile Banking and Internet Banking application,
during the year. Some of the features include
• Pre-approved customers can get personal loans disbursed instantly into their account
• App is now enabled with face and touch ID for iOS mobile devices and has also integrated Axis Bank’s virtual assistant, Axis
Aha!
• The dashboard for Internet Banking was revamped reducing the time taken for users to login by almost 20%
• The Bank launched a new and revamped FD/RD journey that has resulted in reducing the time taken to book FD/RD by
12%.
• The Bank also launched its online investing platform, “Personal Finance Manager” (PFM), which helps customers invest in
mutual funds in a quick and easy way. Customers can simply set their risk profile basis a few simple questions on the portal
and choose funds through performance and risk ratings filters. Further the customers get a complete view of their investments.
These initiatives have yielded rich results. Axis Bank won the “Best Use of Digital & Channels Technology” at the IBA banking
Technology Awards’ 2018 and has also been awarded as the “Best Digital Bank” by Financial Express.
Mobile Banking
This year, Axis Mobile achieved the milestone of crossing a user base of 10 million registered users and has been ranked number
3 by mobile banking transactions volumes in December’ 2019 as per data published by the RBI. Axis Mobile continues to trend
upwards in terms of ranking with its global ranking improving from 32 to 14 (Source: 2018 Global Forrester Rankings). The app
ratings on the Play Store and the App Store have also improved from 4.3 and 4.2 respectively in April 2018 to 4.6 in February
2019 on both the stores; making Axis Mobile as one of the highest rated banking apps.
Significant changes were made in Axis Aha! – Axis Bank’s AI enabled conversational virtual assistant. Axis Aha!, which helps
customers do their banking transactions and get answers to all their banking queries is available on the website (axisbank.com),
Axis Bank support page and was introduced on the Mobile App too. Customers can simply chat in their daily conversational lingo
or use their voice to enquire about the Bank’s products, get their queries or complaints resolved, transfer funds, pay their bills or
block their cards.
Axis Aha! has so far handled over 9.4 million interactions, conducted over 7,000 transactions and resolved 2,000 service
requests. With Axis Aha!, customers can get their queries resolved in the shortest time. Axis Aha! has been awarded the prestigious
IDC Digital Transformation Award for its innovativeness and utility.
The Bank is increasing the digital footprint through various Self Service Kiosks for Speed Banking - a flagship initiative, Cheque
Deposits and Passbook Printing. Walk in customers can do various financial and non-financial transactions on these kiosks. The
Bank has added 190 passbook printing kiosks and 151 cheque deposit kiosks in fiscal 2018-19 and intends to keep increasing
the digital footprint further.
Saksham, a pioneering initiative has expanded to all branches of the Bank. It’s a unified platform for instant processing of service
requests and financial transactions. With a 360 degree view of customer details across relationships, it is a unique tool for better
customer engagement. It is also aimed at a ‘service-to-sales’ initiative with pre-approved product offerings at the servicing window.
Saksham currently processes over 78 million transactions and 1.1 million service requests in straight through mode, annually.
The Bank has continued to reinforce its digital presence via mobility solutions. The deployment of 25,000+ on-field tablets has
helped transform customer on-boarding experience across CASA, Credit cards & Micro-financing by reducing turnaround times
& offering paperless solutions. The Bank’s digital solution suite also includes Insta Servicing platform which offers paperless self-
servicing options to customers. Presently 30 different types of servicing requests can be processed through this platform.
Wholesale Banking
The financial year 2018-19 has been a year of consolidation for the corporate segment with modest growth. The asset quality
issues which have been affecting the banking sector in the last few years finally appeared to be coming under control with majority
of the bad loans getting recognised and provided for. The year witnessed the resolution of a few large stressed accounts referred
to NCLT under Insolvency and Bankruptcy Code resulting in better recovery for banks.
The credit offtake for the corporate segment improved marginally during financial year 2018-19 compared to previous fiscal.
Notwithstanding the transient effects associated with the implementation of the Goods and Services Tax (GST) regime in the
initial part of the year, the credit growth to industry had improved to about 14% by 2019 vis a vis 11% growth in March 2018.
Credit growth has been witnessed in Infrastructure, Engineering, Chemicals, Oil and Gas segments while Basic Metal and Metal
products, Textiles and Gems & Jewellery segments continued to reflect sluggish demand scenario. Services sector continues to
reflect high growth.
The Bank is creating an integrated franchise by re-organising its existing coverage groups. The Bank has revamped its risk
appetite and internal processes to ensure new lending business is of much healthier quality. The Bank’s strategic focus in recent
years has been towards building a higher rated lending book, increase the share of working capital loans and reducing the
concentration risk.
The Corporate lending business in Axis Bank continued to emphasise doing business with higher rated corporates focussing on having
higher share of the cash flows of these corporates through working capital facilities and Cash Management Services arrangements.
The Bank also participated in some of the NCLT related resolution cases funding marquee groups and high rated corporates.
Approximately 95% of new sanctions in the corporate book were to companies rated ‘A-‘ or better. Presently, 82% of outstanding
standard corporate book is to companies rated ‘A’ and above. During the year, the share of working capital exposures to overall
corporate loan book increased from 32% in 2018 to 34% in 2019.
Further Portfolio diversification through a sectoral approach to credit has helped the Bank to continue reducing the concentration
risk.Concentration risk has seen a steady decline in the last few years with exposure to top 20 single borrowers as percentage of
Tier-1 capital improving to 112% as on 31.03.2019 vis a vis at 121% as on end March 2018.
The Wholesale Banking business continues to focus on customers such as the Government, Strategic, Large and Mid-Corporates,
and SMEs. The Bank started new relationships as well as deepened relationships with many Navratnas and Maharatnas Public
Sector Undertakings (PSUs) during the year as PSUs continue to remain focused client group for the Bank.
The Bank along with its subsidiaries addresses most of financial services requirements of a corporate be it borrowing, trade
finance, cash management, remittances, investment banking, security services etc. The holistic approach has moved the Bank
away from a sales based approach of offering corporate credit to providing an entire bouquet of products and services.
Treasury
The Bank’s Treasury function comprises Asset Liability Management (ALM), Proprietary trading business in Interest rates & Equity,
Foreign Exchange & Derivatives and Arrangership business.
The ALM group manages the regulatory requirements of Cash Reserve Ratio (CRR), Statutory Liquidity Ratio (SLR) and Liquidity
Coverage Ratio (LCR). The group also manages the liquidity, interest rate and currency risks in the Bank’s portfolio, under the
guidance of the Asset Liability Committee (ALCO) of the Bank. ALM group is responsible for overall liquidity management of the
domestic book and longer term liquidity management of the overseas branches across geographies.
The proprietary trading group deals in Government securities within Treasury, and plays an important role of market making,
participating in primary auctions of RBI etc. The Bank also holds one of the largest Corporate bond investment portfolio with 98%
of them rated ‘A’ and above, and also trades in money market instruments and Equity.
Forex Trading Group is a major participant in the Foreign Exchange and Derivatives market. It undertakes proprietary trading
and market making in forex and derivatives products. It provides complete risk management and hedging solutions to retail and
corporate customers and services institutional clients.
The Bank continues to remain a dominant player in the Debt Capital Market (DCM) segment. During the calendar year 2018, the
Bank arranged bonds and debentures of `80,770 crore with a market share of 20% and `52,041 crore for March quarter end
of calendar year 2019 with a market share of 32%. The Bank has been ranked number one in the Bloomberg league table for
domestic bonds in India for the 12th consecutive year for calendar year 2018.
During the year, the Bank was awarded Best DCM House in India by Finance Asia. The Bank was also ranked number one
arranger – ‘Investors’ Choice for primary issues - Corporate bonds – INR’ by The Asset Benchmark Research.
Transaction Banking
The Transaction Banking unit focuses on flow businesses, i.e. current accounts, collection & payments solutions, trade services, forex
remittances and capital market solutions. It caters to corporates, SMEs, sole proprietors, financial institutions & government segment.
The key financial deliverables of the business are current account float balances and fee income. Current account balances de-
grew from `95,650 crore as on 31 March, 2018 to `89,265 crore as on 31 March, 2019, a year on year decline of 7%. Daily
average balances in current accounts grew 6%, from `60,154 crore in fiscal 2018 to `64,006 crore in fiscal 2019. The business
generated a fee income of `1,936 crore in fiscal 2019, a growth of 10% year on year.
The key themes that the business has been focusing on are deepening share of wallet for existing clients, offering digital solutions
as well as various collection & payment solutions to customers and enhancing customer service. The Relationship Managers and
branches are continuously equipped with analytical tools and learning interventions to help cross-sell the large suite of transaction
banking products of the Bank to customers.
Current Accounts
The Bank has over 1.8 million current accounts and caters to the customers various requirements through a plethora of customized
offerings. The Bank has made significant strides in embracing digital platforms and alternate channel migration. Further, the
Bank continues to remain focussed on deepening the current account relationship by offering the right cross-sell products as per
customers need across cash management solutions, tax payments, loans, trade & forex products.
FasTag Project has been initiatied by NHAI in partnership with major banks with an objective of digitizing toll payments in the
country. Axis Bank is one of the major banks in this business.
Government Business
The Bank has been authorised by Reserve Bank of India and Government of India (GOI) to handle all Government Banking
transactions which includes the following:
• Accredited by Reserve Bank of India as one of the authorized bankers for the Ministry Of Urban Development, Ministry of
Housing and Poverty Alleviation, Controller General of Accounts and Institute of Government accounts and finance
The Bank is a participating entity in the Government’s Public Financial Management System (PFMS). PFMS monitors different social
sector programmes in India and tracks the disbursement of funds in relation to such programmes, using an online management
information system and decision support system. The Bank is also associated with the e-Governance initiatives of five states and
union territories, namely Andhra Pradesh (e-Seva), Karnataka (Bangalore One and Karnataka One), Chandigarh UT (Sampark),
Chhattisgarh (Chhatisgarh Online information system for Citizen Empowerment) and Uttar Pradesh (e-Suvidha), aimed at providing
better services to the citizens. Further, the Bank is also involved in various digital initiatives of GOI which includes e-Procurement,
e-mandi, e-nagarpalika, direct benefit transfers, smart city, online payment gateways and cashless initiatives through various
modes.
Axis Bank is among the leading banks in the country in digital banking and driving partnership-driven innovation in the space,
actively contributing to India’s key developmental initiatives such as Smart Cities Mission, Digital India, Government e-Marketplace
and Electronic National Agriculture Market (eNAM). It also continues to work on diverse digital mandates with multiple state
governments to scale up e-governance and expand e- citizen services. During the year, the Bank launched the “One Raipur” smart
card and its associated digital ecosystem under the Raipur Smart City project. Its digital banking partnerships with the Kochi Metro
and Bangalore Metropolitan Transport Corporation continued to expand during the year.
Axis is one of the few private sector banks that has been on-boarded as advisory bank in Government e-Marketplace (GeM).
This tie-up enables the Bank to offer automated solutions for advising electronic performance guarantees (e-PBG) to Government
departments /organisations /PSUs with value added features like integrated responses and faster turnaround time.
The Bank acts as a clearing bank and professional clearing member across exchanges in India providing clearing member
services and funds clearing solutions to exchange members. The Bank is also a SEBI registered custodian of securities, servicing
various segments of clients viz. Foreign Portfolio Investors, Foreign Direct Investors, Portfolio Management Service Providers, and
Foreign Venture Capital Investors etc. Assets under custody services as at end of fiscal 2019 stood at `61,303 crore, up from
`58,224 crore in fiscal 2018.
The Bank is committed towards providing timely, adequate and hassle free business solutions to SME Sector. The Bank has created
a bouquet of lending products offering Working Capital, Term Loan, Trade Finance, Project Finance and Bill / Invoice Discounting
etc to meet the dynamic credit needs of MSMEs across the Country. The Bank has a strong network across the country offering
best in class service through 78 dedicated SME Centres and more than 3,900 Branches.
The Bank has created a dedicated SME business unit to have a focussed approach towards the SME Sector, comprising of three
business verticals namely Medium Enterprises Group (MEG), Small Enterprises Group (SEG) and Supply Chain Finance (SCF).
The SME Business in the Bank continues to focus towards lending to the Priority sector (PSL) and is a significant contributor to the
Bank’s overall PSL portfolio. During the fiscal, the Bank’s SME advances grew at 12% to `65,584 crore from `58,740 crore last
year. The SME portfolio of the Bank constituted 13% of the Bank’s total advances as on 31 March, 2019.
The Bank sees immense potential for growth in the SME sector across the country. The Bank has been taking several initiatives
to support the growth and development of MSME sector. The Bank organises “Evolve” series - an educational initiative for SMEs
every year. The series is now regarded as a signature initiative of Axis Bank in building SME capacity. The 5th edition of Evolve
was organised this year around the concept “Unlocking Growth through Innovation” in 31 cities across the Country where more
than 3,200 SMEs participated.
To recognize the efforts and contributions of SMEs, Axis Bank has joined hands with the India SME Forum to felicitate successful
SMEs through INDIA SME 100 Awards, which is considered as one of the most prestigious awards in the SME fraternity. With
this association, the Bank hopes to inspire able SMEs that have the potential to be world class enterprises and offer a platform to
promote to their partners, investors and collaborators and ensure long term sustainable growth.
There has been a lot of focus to encourage the SME sector to go digital. With strong processes and robust IT support, Axis Bank
is well poised to drive this digital transformation and create an enabling environment for our esteemed customers.
Asset quality in the SME segment has remained stable with strong focus on sourcing high rated customers. The Bank also has
effective monitoring and Early Warning Systems in place which help to take corrective action when necessary.
BIU continues to focus in Artificial Intelligence (AI) & Machine Learning (ML) along with traditional analytics in decision making
of different businesses across Retail and Wholesale Bank. BIU team has many use cases live on its newly created Big Data Lake
infrastructure, which allows the Bank to implement customer centric real time analytical solutions. The Big Data Lake platform will
become the mainstream analytics engine for the Bank in the next 18-24 months providing significant advantages over current
analytics infrastructure.
The Bank has multiple customer centric AI solutions like “simplified transaction narrations” live on the Axis Mobile Banking
platform. Computer vision algorithms are helping the Bank to solve critical use cases in the fields of Human Resource and
Operational Risk management like ATM Skimming. The BIU’s ML algorithms are providing incremental ability to predict customer
affluence and product needs over traditional models and are currently in different phases of deployment.
The Bank is expecting its first analytical cloud application for decision making, to go live soon after requisite Information Security
testing. At Axis Bank, we expect our investments in the areas of AI, ML, Cloud and Big Data to start providing meaningful
competitive advantage in the coming years.
Risk Management
The risk management objective of the Bank is to balance the trade-off between risk and return, and ensure that the Bank
operates within the Board approved risk appetite statement. An independent risk management function ensures that the risk is
managed through a risk management architecture as well as through policies and processes approved by the Board of Directors
encompassing independent identification, measurement and management of risks across the various businesses of the Bank. The
risk management function in the Bank strives to proactively anticipate vulnerabilities at the transaction as well as at the portfolio
level, through quantitative or qualitative examination of the embedded risks. The Bank continues to focus on refining and improving
its risk measurement systems including automation of processes, not only to ensure compliance with regulatory requirements, but
also to ensure better risk-adjusted return and optimal capital utilisation. The Board reviews the risk profile of the Bank at periodic
intervals and ensures that risk levels are within the defined risk appetite.
The overall risk appetite and philosophy of the Bank is defined by its Board of Directors. The Risk Appetite framework provides
guidance to the management on the desired level of risk for various types of risks in the long term and helps steer critical
portfolio decisions. Further, the Internal Capital Adequacy Assessment Process (ICAAP) of the Bank assesses all the significant
risks associated with various businesses. The independent risk management structure within the Bank is responsible for managing
the credit risk, market risk, liquidity risk, operational risk, other Pillar II risks like reputational risk and strategic risk and exercising
oversight on risks associated with subsidiaries. The risk management processes are guided by well-defined policies appropriate
for the various risk categories viz. credit risk, market risk, operational risk, liquidity risk, counterparty risk, country risk, reputational
risk, strategic risk and subsidiaries risk, supplemented by periodic validations of the methods used and monitoring through the sub-
committees of the Board. The Risk Management Committee (RMC), a committee constituted by the Board, approves policies related
to risk and reviews various aspects of risk arising from the businesses undertaken by the Bank. The Committee of Directors (COD)
and the Audit Committee of the Board (ACB) supervise certain functions and operations of the Bank, which ultimately enhances
the risk and control governance framework within the Bank. Various senior management credit and investment committees, Credit
Risk Management Committee (CRMC), Asset-Liability Committee (ALCO), Operational Risk Management Committee (ORMC),
Subsidiaries Governance Committee (SGC), Information Security Committee (ISSC), Central Outsourcing Committee (COC) and
Business Continuity Planning Management Committee (BCPMC) operate within the broad policy framework of the Bank.
Credit Risk
Credit risk is the risk of financial loss if a client, issuer of securities that the Bank holds or any other counterparty fails to meet its
contractual obligations. Credit risk arises from all transactions that give rise to actual, contingent or potential claims against any
counterparty, borrower or obligor. The goal of credit risk management is to maintain asset quality and concentrations at individual
exposures as well as at the portfolio level.
Internal rating forms the core of the risk management process for wholesale lending businesses with internal ratings determining
the acceptability of risk, maximum exposure ceiling, sanctioning authority, pricing decisions and review frequency. For the retail
portfolio including small businesses and small agriculture borrowers, the Bank uses different product-specific scorecards. Large,
risky or complex exposures require to be independently vetted by the risk department for each incremental transaction whereas
small, templated exposures are extended within the approved product policies. Both credit and market risk expertise are combined
to manage risks arising out of traded credit products such as bonds and market related off-balance sheet transactions.
Credit models used for risk estimation are assessed for their discriminatory power, calibration accuracy and stability independently
by a validation committee.
Market Risk
Market risk is the risk of losses in ‘on and off-balance sheet’ positions arising from the movements in market price as well as
the volatilities of those changes, which may impact the Bank’s earnings and capital. The risk may pertain to interest rate related
instruments (interest rate risk), equities (equity price risk) and foreign exchange rate risk (currency risk). Market Risk for the Bank
emanates from its trading and investment activities, which are undertaken both for the customers and on a proprietary basis. The
Bank adopts a comprehensive approach to market risk management for its banking book as well as its trading book for both its
domestic and overseas operations. The market risk management framework of the Bank provides necessary inputs regarding the
extent of market risk exposures, the performance of portfolios vis-à-vis the market risk limits and comparable benchmarks which
provide guidance to the business in optimizing the risk-adjusted rate of return of the Bank’s trading and investment portfolio.
Market risk management is guided by clearly laid down policies, guidelines, processes and systems for the identification,
measurement, monitoring and reporting of exposures against various risk limits set in accordance with the risk appetite of the
Bank. Treasury Mid-Office independently monitors the Bank’s investment and trading portfolio in terms of risk limits stipulated in
the Market Risk Management Policy and board approved Market Risk appetite and reports deviations, if any, to the appropriate
authorities as laid down in the policy. The Bank utilises both statistical as well as non-statistical measures for the market risk
management of its trading and investment portfolios. The statistical measures include Value at Risk (VaR), stress tests, back tests
and scenario analysis while position limits, marked-to-market (MTM), stop-loss limits, trigger limits, gaps and sensitivities (duration,
PVBP, option greeks) are used as non-statistical measures of market risk management.
Historical data calculated at a 99% confidence level for a one-day holding period over a simulation and its variants are used to
compute VaR for the trading portfolio time horizon of 250 days. VaR models for different portfolios are back-tested on an ongoing
basis and the results are used to maintain and improve the efficacy of the model. VaR measurements are supplemented with a
series of stress tests and sensitivity analyses as per a well laid out stress testing framework.
Liquidity Risk
Liquidity is a bank’s capacity to fund increase in assets and meet both expected and unexpected cash and collateral obligations
at a reasonable cost and without incurring unacceptable losses. Liquidity risk is the inability of a bank to meet such obligations
as they become due, without adversely affecting the bank’s financial condition. The Asset Liability Management (ALM) Policy of
the Bank stipulates a broad framework for liquidity risk management to ensure that the Bank is in a position to meet its liquidity
obligations as well as to withstand a period of liquidity stress from bank-level factors, market-wide factors or a combination of
both. The ALM policy captures the liquidity risk appetite of the Bank and related governance structures as defined in the Risk
Appetite Statement.
The liquidity profile of the Bank is monitored for both domestic as well as overseas operations on a static as well as on a dynamic
basis by using the gap analysis technique supplemented by monitoring of key liquidity ratios and conduct of liquidity stress tests
periodically. The Bank has laid down liquidity risk policies for its overseas branches in line with host country regulations and the
asset-liability management framework as stipulated for domestic operations. Periodical liquidity positions and liquidity stress results
are reviewed by the Bank’s ALCO and the Risk Management Committee of the Board.
The Bank has integrated into the asset liability management framework the liquidity risk management guidelines issued by RBI
pursuant to the Basel III framework on liquidity standards. These include the intraday liquidity management and the Liquidity
Coverage Ratio (LCR). The Bank maintains the regulatory mandated LCR as per the transitional arrangement laid down by RBI and
also ensures adherence to RBI guidelines on monitoring and management of liquidity including liquidity ratios.
Operational Risk
Operational risks may emanate from inadequate and/or missing controls in internal processes, people and systems or from
external events or a combination of all the four. The Bank has in place an Operational Risk Management (ORM) Policy to manage
the operational risk in an effective, efficient and proactive manner. The policy aims at assessing and measuring the magnitude of
risks, monitoring and mitigating them through a well-defined framework and governance structure.
The RMC at the apex level is the policy making body and is supported by the Operational Risk Management Committee (ORMC),
responsible for the implementation of the Operational Risk framework of the Bank and the management of operational risks across
the Bank.
All new products and processes, as well as changes in existing products and processes are subjected to risk evaluation by the
Operational Risk team. The overall responsibility of new products is vested with the Risk Department through the Bank’s Product
Management Committee and Change Management Committee. Outsourcing arrangements are examined and approved by the
Bank’s Outsourcing Committee after due recommendations from the Operational Risk team. The IT Security Committee of the Bank
provides directions for mitigating operational risk in the information systems. The Bank has set up a comprehensive Operational
Risk Measurement System (ORMS) for documenting, assessing, and periodic monitoring of various risks and controls linked to
various processes across all business lines. Over the year, the Bank has focused on strengthening the operational and information
security risk frameworks by implementing several initiatives.
The Business Continuity Planning Management Committee (BCPMC) exercises oversight on the implementation of the approved
Business Continuity Plan (BCP) framework which has been put in place to ensure continuity of service to its large customer base.
The effectiveness of the approved Business Continuity Plan (BCP) framework is tested for all identified critical internal activities to
ensure readiness to meet various contingency scenarios. The learning from the BCP exercises are used as inputs to further refine
the framework.
Subsidiary Governance
The oversight of Subsidiaries is an essential element for the implementation of robust corporate governance across group
entities and is an integral feature of a well-managed business, capable of creating value through enhanced reputation and
investor confidence. Towards this objective, the Bank has implemented an integrated subsidiaries governance framework
through the Subsidiaries Governance Committee to align governance practices at Axis Group level which is overseen by the
Board and Board level committees. The governance framework encompasses group level alignment of key functions such as
risk, compliance, audit, human resources, corporate communication, marketing and finance frameworks to achieve group
synergy and optimally leverage business opportunities. The framework is supplemented by a set of policies including inter alia,
Policy for Oversight of Subsidiaries, Arm’s Length Policy, Subsidiary Risk Management Policy etc. for operationalization of the
governance framework.
In its effort to provide paperless customer onboarding using digital platforms, Bank had last year launched ‘ASAP’, an online
account opening channel, where customers can open an account with their Aadhaar and PAN and get an account number within
3 minutes. Additionally, pre-approved customers can now apply for ‘ICC’, a virtual credit card which is issued instantaneously.
The Bank’s award winning Mobile Application has been further enhanced with the introduction of ‘Axis AHA!’, an Artificial
Intelligence & Machine Learning powered conversational banking assistant on Axis Mobile (and website) allowing users to
perform various financial and non-financial transactions.
Delivering on its digital-first vision, the Bank has partnered with the Government to implement ‘SMART City’, facilitating digital
transactions by citizens, Government bodies and utility companies. With the launch of Smart City prepaid card, multi-lingual
web portal and mobile application; its users will be able to make cashless payments of several services within the city and also
consume city centric information.
With a view to drive innovations and customer delight, the Bank utilises an Artificial Intelligence engine to simplify transaction
narrations in digital channels for better customer experience and understanding. Bank has also successfully used Artificial
Intelligence and Machine Learning in various back office operations, greatly reducing manual intervention and improving both
employee productivity and processing time. To leverage on analytics, fuelled by existing customer behaviour, providing precise
predictive systems; Bank is building Data Lake infrastructure for discovery, analytics and Business Intelligence.
To improve Branch network and address infrastructure limitations in remote geographies, Bank has now empanelled all national
level large reach providers and local broadband providers for improving the overall branch network uptime and efficiency.
The Bank has adopted a holistic cyber security program with a comprehensive Cyber Security Policy (CSP) and standards based
on industry best practices with compliance to regulatory guidelines. The Bank has created its cyber security design and framework
based on National Institute of Standards and Technology (NIST) standard. The Bank’s cyber security framework is built around five
fundamental areas including Identify, Protect, Detect, Respond and Recover. Bank is compliant to ISO27001 standard and PCI
DSS standard. The Bank has a 24 X 7 Security Operations Centre and Cyber Security Operations System. Bank has augmented
it cyber security capabilities during current year by deploying:
Compliance
The Compliance function is one of the key elements in the Bank’s corporate governance structure. It ensures strict observance of
all statutory provisions in various legislations such as Banking Regulation Act, Foreign Exchange Management Act, Prevention of
Money Laundering Act, Reserve Bank of India Act, etc. as well as the regulatory guidelines issued from time to time, the standards
and codes prescribed by BCSBI, FEDAI, FIMMDA, etc. and also the Bank’s internal policies and fair practice code. The Compliance
function assists the Board and Top Management in managing the compliance risk, that is, the risk of legal or regulatory sanctions,
financial loss or reputational loss that the Bank may suffer as a result of its failure to comply with the applicable laws, regulations
or code of conduct applicable to banking activities.
The Bank is committed to adhere to the highest standards of compliance vis-à-vis regulatory prescriptions and internal guidelines.
The Bank has a robust Compliance Policy, outlining the compliance philosophy of the Bank and roles & responsibilities of
the Compliance Department. The Compliance function plays a crucial role in ensuring that the overall business of the Bank is
conducted in accordance with regulatory prescriptions. The Compliance function aims to improve compliance culture within the
Bank through various enablers like dissemination of regulatory changes, percolation of compliance knowledge through training,
newsletters, e-learning initiatives and other means of communication apart from direct interaction. To ensure that all the businesses
of the Bank are operating within the ambit of Compliance Framework, the Compliance Department is involved in vetting all new
products and processes. It evaluates the adequacy of internal controls and examines any systemic correction required, based on
its analysis and interpretation of the regulatory doctrine and the deviations observed during compliance monitoring and testing. It
also ensures that internal policies address the regulatory requirements comprehensively. The Audit Committee of the Board reviews
the performance of the Compliance Department and the status of compliance with regulatory guidelines on a periodic basis.
As the focal point of contact with RBI and other regulatory entities, the Compliance Department periodically apprises both the
Bank’s management as well as the Board of Directors on the status of compliance in the Bank and the changes in regulatory
environment. The Bank has put in place an Enterprise-wide Governance Risk and Compliance Framework, an online tool, which
is pivotal in addressing operational, compliance and financial reporting risk, bringing efficiency in processes and improvement in
compliance levels besides facilitating annual assessment of these risks. The Compliance Department also propagates and monitors
a Group Compliance approach encompassing the Bank and its subsidiaries
Internal Audit
The Bank’s Internal Audit function provides an independent view to its Board of Directors and Senior Management on the quality
and efficacy of the internal controls, risk management systems, governance systems and processes in place on an on-going basis.
This is provided to primarily ensure that the business and support functions are in compliance with both internal and regulatory
guidelines. In line with the RBI’s guidelines on Risk Based Internal Audit (RBIA), the Bank has adopted a robust internal audit
policy. The RBIA has been designed after factoring regulatory guidelines and also international best practices. The policy has a
well-defined architecture for conducting RBIA across all audit entities. The audit policy articulates the audit strategy in terms of a
concerted focus on strategic and emerging business risks. These inputs form a key step in the identification of the audit universe for
the audit planning exercise. The audit frequencies are in sync with the risk profile of each unit to be audited. This is in alignment
with guidelines relating to RBIA. The scope of RBIA includes examining the adequacy and effectiveness of internal control systems,
external compliances and also evaluating the risk residing at the audit entities. Further to augment the internal audit function,
concurrent audit and thematic audit reviews have been integrated into the internal audit process in order to make the function
more robust.
The Internal Audit function of the Bank, operates independently under the supervision of the Audit Committee of the Board, thereby
ensuring its independence. The Audit Committee of the Board reviews the efficacy of the internal audit function, effectiveness of
the internal controls laid down by the Bank and compliance with internal and also regulatory guidelines.
Through its business and non-business activities, the Bank endeavours to play its role in promoting economic development that is
equitable and sustainable, and touches myriad sections of society through its products & services, business operations, corporate
social responsibility and sustainability initiatives. As a leading financial institution, Axis Bank strives to facilitate financial flows to
critical parts of the Indian economy with a strong socio-economic and environmental impact.
In alignment with the global sustainable development agenda, underscored by the UN Sustainable Development Goals and the
Paris Agreement on climate change, Axis Bank has strived to enhance its ‘sustainable financing’ portfolio, lending to sectors such
as renewable energy generation, mass rapid transport, and low carbon infrastructure development. In addition, through its Debt
Capital Markets business, Axis Bank has helped marquee clients raise funds from global capital markets towards green financing.
To better manage the environmental and social risks related to its lending decisions and portfolio, Axis Bank adopted Sustainable
Lending Policy and Procedures (SLPP), which works in tandem with its Corporate Credit Policy and applies to all new funding
projects, subject to certain threshold criteria. SLPP draws from international frameworks including the Equator Principles and IFC
Performance Standards.
In July 2018, the State of Kerala faced widespread flooding and large scale destruction of life and property due to heavy rainfall.
Notwithstanding the massive relief operations, there were still families stranded at difficult to reach locations. Axis Sahyog, the
Bank’s microfinance unit, under the Rural Lending team, which has 32 operating branches in the state, launched project ‘Axis
Sahaayata’ for providing immediate disaster relief to those unable to access government relief’s operation.
In the first phase of the initiative, the Bank provided direct relief to 425 flood-affected families in Kottayam, Alappuzha, Palai and
Vaikom areas, providing need-based relief items with Bank’s employees supporting relief agencies in evacuation of people. During
August 2018, when floods hit the state again, the entire microfinance team in the field supported evacuation and extending relief
works to approximately 2,220 families, including providing school bags to children from five government schools.
During the year, Axis Bank released its first standalone sustainability report, its fourth overall, in accordance with the Integrated
Reporting (IR) framework of the International Integrated Reporting Council. The Report continues to follow the reporting framework
of the Global Reporting Initiative and is externally assured. The IR framework recognizes that organizational value is created
throughout an organisation, and by adopting an Integrated Thinking, it is in a position to effectively connect its strategy, governance
and performance. This Integrated approach groups the organization’s inputs, activities and impact into six capitals – Financial,
Manufactured, Intellectual, Human, Social & Relationship, and Natural – which together provide a more holistic insight into the
value it creates.
At Axis Bank, its employees form the bedrock of the organization, and the Bank strives to provide them the opportunities to
perform, learn and engage. Towards building a more inclusive workspace, Axis Bank launched “Access”, a program under which
it has hired over 35 candidates with differently abled capabilities in this financial year, and aims to hire over 100 candidates
over the next year.
The Bank’s CSR activities are guided by its CSR Policy and are driven either directly, through the Axis Bank Foundation (ABF), or
through any other entity as deemed suitable by the Bank’s CSR Committee of the Board. Its activities focus broadly on poverty
alleviation, creating sustainable livelihoods, environmental sustainability, financial inclusion & literacy, and skill development.
With over 4,000 branches across 29 states and 6 Union Territories as on 31st March 2019, Axis Bank actively tries to leverage
its pan-India presence to expand the depth and impact of its programs.
Axis DilSe, the Bank’s CSR initiative in the Leh and Kargil districts of the Ladakh region in Jammu & Kashmir, completed its second
phase of intervention. The initiative is working in 100 border villages in the two districts, supporting 108 schools to scale up
educational and physical infrastructure. Under phase II, the Bank installed ‘Digi Labs’ in all schools which would enable access to
the digitized curriculum both for the students and the teachers. It also facilitates monitoring of the progress of the students through
the module tracking system. The initiative is directly covering approximately 5,000 students, and has indirectly touched thousands
of parents and teachers.
The Axis Bank Foundation was established in 2006 with a mission to take forward the Bank’s community development objectives.
Over the years, the Foundation’s approach to development has evolved to remain responsive to the needs of marginalized
communities with a strong focus on strengthening the role of women in the rural economy. Many of the Foundation’s programs
are closely aligned with various national rural development initiatives. With its strong network of 29 implementation partners,
the Foundation’s programs were spread across 151 districts in 23 states /union territories across the country as on 31 March
2019.
An overview of the various CSR initiatives undertaken during the year has been provided in the Annual Report on CSR Activities
as part of the Statutory Reports in this Annual Report. Additional information is available on the Bank’s corporate website at
https://www.axisbank.com/csr and on the Foundation’s website at http://www.axisbankfoundation.org/.
Axis Bank actively pursues a culture of giving and inclusiveness through its employee engagement platform - Axis Cares. The
platform enables employees to donate to support several causes across the country in multiple ways. Employees can donate
monthly through the payrolls and through one-time donations. Some of the causes that are supported through Axis Cares are
Child Needs you, Hand for the Elderly, Wild life and us, Nurture nature, Preserve Heritage and Sports for Everyone. Axis Cares,
through employee donations, supports several initiatives in the chosen themes across the country, through select NGOs. Each of
the initiatives is purposefully chosen to make a significant difference. Employee not only get an opportunity to recommend causes,
but also get the opportunity to volunteer their time and to experience the issues first hand. Axis Cares also enables employees to
come together to support communities at the time of disasters by donating cash and in kind, by donating blood for blood banks
through camps held frequently at several locations. Employees get to share their experiences in the area of social responsibility
through a quarterly newsletter.
During the year, the Bank was recognized awarded at the prestigious CII ITC Sustainability Awards 2018, where it won the
“Excellence” certificate in Corporate Social Responsibility category.
It is a matter of significant pride for the Bank to have been included in the prestigious FTSE4Good Emerging Index for the second
consecutive year in 2018. Created by the global index provider FTSE Russell, the FTSE4Good Index Series is designed to measure
the performance of companies demonstrating strong Environmental, Social and Governance (ESG) practices, and is widely used
by a variety of market participants to create and assess responsible investment funds and other products.
Human Resources
The Bank’s people strategy focuses on enhancing key capabilities and embedding a performance centric culture. With this
objective, the Bank has made efforts to attract the right talent and build skills aligned to the Bank’s aspirations. The Bank ended
financial year with a workforce strength of 61,940 employees. Some key focus areas of the Bank were:
Catalyst – the internal careers portal, was launched in the Bank to provide our employees an opportunity to chart their own
careers. Catalyst allows employees to seek and apply for roles across departments within the Bank and also across Axis Group
subsidiaries through a transparent and fair process, realizing the vision of ‘One Axis’.
The Axis Bank Young Bankers and Axis Sales Academy programs continued to ensure that we have a sustainable supply pool of
skilled resources to fulfil our aspirations. The Bank continued to actively engage with potential candidates which aided in attracting
a large pool of potential candidates. The Bank maintained its focus on intake of candidates from diverse backgrounds through
programmes like We Lead – the women in leadership program and ACCESS – the diversity hiring initiative for differently abled
individuals.
More than 24,600 employees underwent a 2-day customized training program as part of ACElerate – the Bank’ integrated
performance management and capability development system. The Bank also offered an Enhancement Program to employees
with lower then expected performance as a lever to opt for stretch targets and have a chance at upgrading their performance
rating retrospectively.
The Bank encourages its subject matter experts to nurture a culture of learning and sharing which strengthens the learning mindset.
Through its various learning interventions, the Bank continues to provide platforms for employees to improve their functional
knowledge and behavioural skills. A total of 37,982 employees qualified Axis Competency Profiler, the Bank’s online certification
platform, which assesses employees on their functional competence and creates a pool of functionally strong employees. Further,
training and testing is conducted to cascade bank’s Values, code of ethics, and governance.
The Bank ensured that the best-in-class technology is deployed to automate HR processes and enhance employee experience. The
Bank continued to leverage its integrated employee survey architecture to hear from employees at various stages of the employee
lifecycle.
Through the fulfilment of its HR agenda, the Bank continues to strive towards its goal of standing out as an institution in the industry.
Axis Finance Limited, the Bank’s fast growing NBFC that caters to the unique financing requirement of retail and wholesale
customers, reported 21% YoY growth in total loans with 40% growth in corporate loans. Axis Finance’s net profit increased by 8%
and contributed 57% to total subsidiaries’ earnings.
Axis Capital, the Bank’s investment banking and institutional equities franchise has been the leader in equity and equity linked
deals over the last decade and had another great year with highest number of transactions (13 transactions across IPO, OFS, QIP,
Rights and REIT) and 10% market share. Axis Capital contributed 16% to the total earnings of the subsidiaries.
Axis AMC and Axis Securities continued to contribute towards the Bank’s Retail Franchise building strategy and strengthen the
bond with its customers. Axis AMC reported 19% YoY growth in average AUM with 44% growth in total number of folios and
contributed 14% to total subsidiaries’ earnings. Axis Securities, one of the fastest growing brokerage firms in India reported 12%
growth in cumulative client base to 2.10 million and contributed 20% to subsidiaries net profits.
During the fiscal, Freecharge, one of the India’s leading digital payment companies has a current user base of 72mn, GMV of
`2,790 crore and 106 mn transactions. The Bank believes that the Freecharge’s unique value proposition in the digital payments
space and the strength of its acquisition engine would help to build the Axis franchise further and create significant value for the
Bank. With Digital Payments as a hook, the Bank intends to leverage the platform for digital distribution of retail products by
targeting digitally native mobile first customers. The post-acquisition activities at Freecharge remain on track with total monthly
payment volumes up 84% and monthly active users increasing by 33%.
A.TReDs Limited, the Bank’s subsidiary that was set up in partnership with m-Junction, was one of the three entities allowed by
RBI to set up the Trade Receivables Discounting System (TReDS), an electronic platform for facilitating cash flows for MSMEs.
The Bank’s digital invoice discounting platform ‘Invoicemart’ for MSMEs has done exceptionally well with market share of nearly
40% among all TReDS platforms. It currently has 2,061 particpants on the platform and has clocked `2,712 crore in financed
throughput by e-discounting nearly 1,83,088 invoices.
SAFE HARBOR
Except for the historical information contained herein, statements in this Annual Report which contain words or phrases such as
“will”, “aim”, “will likely result”, “would”, “believe”, “may”, “expect”, “will continue”, “anticipate”, “estimate”, “intend”, “plan”,
“contemplate”, “seek to”, “future”, “objective”, “goal”, “strategy”, “philosophy”, “project”, “should”, “will pursue” and similar
expressions or variations of such expressions may constitute “forward-looking statements”. These forward-looking statements
involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those suggested
by the forward-looking statements. These risks and uncertainties include, but are not limited to our ability to successfully implement
our strategy, future levels of non-performing loans, our growth and expansion, the adequacy of our allowance for credit losses,
our provisioning policies, technological changes, investment income, cash flow projections, our exposure to market risks as well
as other risks. Axis Bank Limited undertakes no obligation to update forward-looking statements to reflect events or circumstances
after the date thereof.
Purushottam Nyati
Partner
Membership No. 118970
UDIN 19118970AAAABF1047
Place: Mumbai
Date: May 22, 2019
I. To enhance the long-term interest of its shareholders, provide good management, adopt prudent risk management
techniques and comply with the required standards of capital adequacy, thereby safeguarding the interest of its other
stakeholders such as depositors, creditors, customers, suppliers and employees.
II. To institutionalize accountability, transparency and equality of treatment for all its stakeholders, as central tenets of
good corporate governance and to articulate this approach in its day-to-day functioning and in dealing with all its
stakeholders.
II. The Board comprises of nominees of the Administrator of the Specified Undertaking of the Unit Trust of India (SUUTI) and
Life Insurance Corporation of India (LIC), Promoters of the Bank and BC Asia Investments VII Limited, Integral Investments
South Asia IV and BC Asia Investments III Limited (being entities affiliated to BAIN Capital, a Global Private Equity firm).
The composition of the Board, category of directorship, details of the meetings of the Board attended and sitting fees
paid to the Directors for attending Board Meetings, held during the Financial Year 2018-19 and their attendance at the
24th Annual General Meeting (AGM) of the Bank, are given below:
Sr. Name of the Director Category Board Meetings Sitting fees (in `) Attendance at last
No. attended during AGM
the year (20th June 2018)
1. Dr. Sanjiv Misra Independent Director & Non-Executive 12/12 12,00,000 Yes
(Part-Time) Chairman
2. Smt. Shikha Sharma@1 Managing Director & CEO 8/9 - Yes
3. Shri Amitabh Chaudhry 2
Managing Director & CEO 3/3 - NA
4. Shri Prasad Menon3 Independent Non-Executive 7/7 7,00,000 Yes
5. Prof. Samir K. Barua Independent Non-Executive 12/12 12,00,000 Yes
6. Shri Som Mittal @
Independent Non-Executive 11/12 11,00,000 Yes
7. Shri Rohit Bhagat@ Independent Non-Executive 9/12 9,00,000 No
8. Smt. Usha Sangwan @&
Nominee Director – Life Insurance 7/12 7,00,000 No
Corporation of India (LIC) [Equity
Investor] - Promoter
9. Shri S. Vishvanathan Independent Non-Executive 12/12 12,00,000 Yes
10. Shri Rakesh Makhija Independent Non-Executive 12/12 12,00,000 Yes
11. Smt. Ketaki Bhagwati @
Independent Non-Executive 10/12 10,00,000 Yes
12. Shri B. Baburao@& Nominee Director – Administrator of 10/12 10,00,000 Yes
the Specified Undertaking of the Unit
Trust of India (SUUTI) [Equity Investor]
– Promoter
13. Shri Stephen Pagliuca@ Nominee Director – Entities affiliated to 10/12 10,00,000 No
BAIN Capital [Equity Investor]
14. Shri Girish Paranjpe4 Independent Non-Executive 5/5 5,00,000 NA
15. Shri V. Srinivasan @5
Deputy Managing Director 7/9 - Yes
16. Shri Rajiv Anand @
Executive Director (Wholesale Banking) 10/12 - Yes
17. Shri Rajesh Dahiya@ Executive Director (Corporate Centre) 11/12 - Yes
@ Leave of absence was granted to the concerned Directors who had expressed their inability to attend the respective meetings.
& Sitting fees paid upto 30th September 2018 to Smt. Usha Sangwan (Nominee Director – LIC) and upto 2nd January 2019 to
Shri B. Baburao (Nominee Director – SUUTI) for attending the meetings of the Board/Committees have been credited to the
designated bank account of LIC and SUUTI, respectively. Further, the sitting fees paid after the said date have been credited
to the designated bank account of Smt. Usha Sangwan and Shri B. Baburao, respectively.
1) Ceased to be the Managing Director & CEO of the Bank on expiry of her tenure, w.e.f. the close of business hours on
31st December 2018.
2) Appointed as the Managing Director & CEO of the Bank for a period of 3 years, w.e.f. 1st January 2019.
3) Ceased to be an Independent Director of the Bank on expiry of his tenure, w.e.f. the close of business hours on 8th October
2018.
4) Appointed as an Independent Director of the Bank for a period of 4 years, w.e.f. 2nd November 2018.
5) Ceased to be the Deputy Managing Director of the Bank on expiry of his tenure, w.e.f. the close of business hours on
20th December 2018.
III. The Bank recognizes and embraces the importance of a diverse Board and is endowed with appropriate balance of
skills, experience and diversity of perspectives thereby ensuring effective board governance. The Board has reviewed
and adopted the Policy on Board Diversity, which sets out its approach to ensure Board diversity, so as to enhance its
effectiveness while discharging its fiduciary obligations towards the stakeholders of the Bank. The Bank considers diversity
in skills, regional and industry experience, expertise and educational background whilst determining the composition of
its Board. The Bank also considers the principles relating to fit and proper norms as prescribed by the RBI and confirms
Section 10A(2) of the Banking Regulation Act, 1949 read with RBI notification no. DBR. Appt. BC. No.38/29.39.001/
2016-17 dated 24th November 2016, requires that not less than 51% of the total number of members of the Board of
Directors of a banking company shall comprise of persons who shall have special knowledge or practical experience, in
respect of one or more of the following matters, namely:
• Accountancy • Economics
• Agriculture and rural economy • Finance
• Banking • Small-scale industry
• Co-operation • Law
• Information technology • Payment & settlement systems
• Infrastructure sector • Risk management
• Human resources • Business management
• Core industries
It further provides that out of the aforesaid number of Directors, not less than two shall be persons having special
knowledge or practical experience, in respect of agriculture and rural economy, co-operation or small scale industry. The
Bank is in compliance with the above requirements.
The Bank has identified above skills/expertise/competencies as required to be possessed by its Board, in the context of
its businesses and the sectors, for it to function effectively. The details of skills/expertise/competencies available with the
Bank and the names of the Directors possessing such skills/expertise/competencies, are detailed as under:
1. Dr. Sanjiv Misra Economics | Finance | Public Administration | Small Scale Industry |Agriculture and Rural Economy
2. Shri Amitabh Chaudhry Finance | Banking | Insurance |Business Management
3. Prof. Samir K. Barua Accounting |Finance |Risk Management
4. Shri Som Mittal Information Technology |Risk Management
5. Shri Rohit Bhagat Finance |Risk Management
6. Smt. Usha Sangwan Insurance|Finance |Marketing Operations|Human Resource|Risk Management|Investments|
International Operations | Information Technology | Group Business & Corporate Communications
7. Shri S. Vishvanathan Banking | Small Scale Industry |Agriculture and Rural Economy |Risk Management | Treasury |
Capital Markets
8. Shri Rakesh Makhija Industry & Technology | Business Management
9. Smt. Ketaki Bhagwati Finance |Risk Management |Business Management
10. Shri B. Baburao Finance | Industry & Technology | Investments |Capital Markets | Operations | Business
Management
11. Shri Stephen Pagliuca Finance | Technology | Media | Telecommunications | Financial Services Business
12. Shri Girish Paranjpe Accounting |Information Technology
13. Shri Rajiv Anand Finance |Business Management
14. Shri Rajesh Dahiya Human Resources| Business Management |Agricultural Input Distribution & Sales|Manufacturing|
Exports
IV. The role of the Board is to provide effective guidance and oversight to the Management of the Bank so that it delivers
enduring sustainable value, is fully compliant with extant laws, regulations and functions in an ethical and efficient
manner. The duties and responsibilities of the Board have been set out in its Charter formulated, in terms of the relevant
provisions of the Companies Act, 2013, the relevant Rules made thereunder, the Listing Regulations, the Banking
Regulation Act, 1949, the Guidelines issued by the RBI, in this regard, from time to time and the Articles of Association
of the Bank. During the year, the Board reviewed and approved the Charter of the Board.
The responsibilities of the Board include inter alia overseeing the functioning of the Bank, monitoring legal, statutory
compliance, reviewing the efficacy of internal control systems and processes and management of risk associated with
the business of the Bank, on the basis of information provided to it. The Board is also responsible for approving the
strategic direction, plans and priorities for the Bank, monitoring corporate performance against strategic business plans,
reviewing and approving the Bank’s financial and operating results on a periodic basis, overseeing the Bank’s Corporate
Governance framework and supervising the succession planning process for its Directors and Senior Management.
Accordingly, the Board deliberates on matters such as business strategy, risk, financial results, succession planning,
compliance, customer service, information technology and human resources as covered under the seven critical themes
prescribed by the RBI and such other matters as deemed appropriate. The Board spends considerable time perusing
the information provided to them which facilitates informed decision making and effective participation at its meetings,
leading to higher board effectiveness. The Board oversees the actions and results of the Management to ensure that the
long term objectives of enhancing shareholders value are met. The Board has the discretion to engage the services of
external experts/advisors, as deemed appropriate.
In all, 12 meetings of the Board were held during the Financial Year 2018-19, i.e. on 9th April 2018, 26th April 2018,
16th May 2018, 19th June 2018, 9th July 2018, 30th July 2018, 7th September 2018, 2nd November 2018, 8th December
2018, 29th January 2019, 12th March 2019 and 27th March 2019. The gap between two Board meetings did not
exceed the prescribed limit of 120 days. The requisite quorum was present for all the meetings of the Board held during
the Financial Year 2018-19.
Out of the 12 Board Meetings held during the year, 10 meetings of the Board held on 9th April 2018, 26th April
2018, 16th May 2018, 19th June 2018, 9th July 2018, 2nd November 2018, 8th December 2018, 29th January 2019,
12th March 2019 and 27th March 2019, were conducted through video conference.
The Board has accepted all the mandatory recommendations made by the Board Committees at its meetings held during
the Financial Year 2018-19.
The details of other Directorships and Memberships / Chairmanships in Board Committees of other Companies,
Directorships in other listed entities and the category thereof held by the Directors, as on 31st March 2019, are given
below:
ii. Includes only Memberships of the Audit Committee and Stakeholders Relationship Committee in public limited
companies. Figures in brackets represent number of Chairmanships of the said Committees, as per the disclosure
received from the concerned Director of the Bank.
Notes:
• During the Financial Year 2018-19, no Independent Director of the Bank, resigned before the completion of his/her
tenure.
• All the Directors of the Bank, are in compliance with the applicable provisions of the Companies Act, 2013 and the
relevant Rules made thereunder, the Listing Regulations, the Banking Regulation Act, 1949 and the Guidelines issued
by the RBI, relating to maximum number of Directorships and Committee memberships.
• All Directors of the Bank have submitted their annual disclosures / declarations as mandated under the Companies
Act, 2013 and the relevant Rules made thereunder, the Listing Regulations, the Banking Regulation Act, 1949 and
the Guidelines issued by the RBI, in this regard, from time to time.
Board Meetings
Schedule of Board meetings
The schedule in respect of the meetings of the Board / Committees thereof to be held during the next Financial Year and
for the ensuing Annual General Meeting is circulated in advance to all the Members of the Board.
The RBI vide its Circular no. DBR No. BC.93/29.67.001/2014-15 dated 14th May 2015 had prescribed ‘Seven Critical
Themes’ to be reviewed by the Board namely business strategy, financial reports and their integrity, risk, compliance,
customer protection, financial inclusion and human resources. The agenda for Board meetings includes matters forming
part of the said critical themes, as stipulated by the RBI.
Board agenda
The Board agenda is prepared based on inputs received from the concerned departments of the Bank and finalised in
consultation with the Chairman of the Board of Directors of the Bank. The Board agenda and notes thereof are sent to the
Members of the Board in advance to enable them to read and comprehend the matters to be dealt with and seek further
information / clarification. The Members of the Board are free to recommend inclusion of any matter in the agenda for
discussion.
The Minutes of the Board meetings are circulated to the Chairman for his review and approval and thereafter circulated
to the other Members of the Board for their comments, in accordance with the Secretarial Standards on meetings of the
Board of Directors (SS-1) issued by the Institute of Company Secretaries of India (ICSI).
In case of business exigencies or urgency of matters, resolutions are also passed by the Board through circulation.
Video conferencing facilities are also used to facilitate participation by Directors who are unable to physically attend
the meetings of the Board.
The Board has constituted 12 Committees, viz., Committee of Directors (COD), Audit Committee (ACB), Risk Management
Committee (RMC), Stakeholders Relationship Committee (SRC), Nomination and Remuneration Committee (NRC), Corporate
Social Responsibility Committee (CSR), Special Committee of the Board of Directors for Monitoring of Large Value Frauds
(LVF), Customer Service Committee (CSC), IT Strategy Committee (IT), Review Committee (RC), Acquisitions, Divestments
and Mergers Committee (ADAM) and Committee of Whole Time Directors (COWTD). During the year, Charter of the said
Committees were reviewed by the Board, pursuant to amendments to applicable banking, corporate and securities laws.
The Agenda of the meetings of the Committees is finalised in consultation with the Chairman of the concerned Committees.
The Committees ensure that any feedback or observations made by them during the course of the meetings forms part of
the Action Taken Report for their review at the subsequent meetings. The Chairman of the Committees briefs the Board
on the key decisions taken at its meetings.
In case of business exigencies or urgency of matters, resolutions are also passed by the Committees through circulation.
Video conferencing facilities are also used to facilitate participation by Directors who are unable to physically attend
the meetings of the Committees.
The table showcasing the composition of the Committees of the Bank, is as under:
Name of the Director Category RMC ACB LVF IT CSR CSC COD RC NRC ADAM SRC COWTD
Member Chairman
The brief description of terms of reference of the said Committees, their composition and attendance of the Members at
the meetings thereof, are detailed as under:
The tenure of Shri Prasad Menon as an Independent Director of the Bank had ceased, with effect from the close of
business hours on 8th October 2018, upon completion of the maximum permissible tenure of 8 continuous years,
under Section 10A (2A) of the Banking Regulation Act, 1949. Accordingly, he ceased to be a member of the
Committee of Directors, with effect from the said date.
Pursuant to the vacancy caused by the expiry of tenure of Shri Prasad Menon, Shri B. Baburao, Non-Executive
Director was inducted as a member of the Committee of Directors, with effect from 20th October 2018.
The tenure of Shri V. Srinivasan, Deputy Managing Director of the Bank, had ceased, with effect from the close of
business hours on 20th December 2018. Accordingly, he ceased to be a member of the Committee of Directors,
with effect from the said date.
The tenure of Smt. Shikha Sharma as a Managing Director & CEO of the Bank had ceased, with effect from the
close of business hours on 31st December 2018. Accordingly, she ceased to be a member of the Committee of
Directors, with effect from the said date.
Pursuant to the vacancy caused by the expiry of tenure of Smt. Shikha Sharma, Shri Amitabh Chaudhry, Managing
Director & CEO of the Bank was inducted as a member of the Committee of Directors, with effect from 1st January
2019.
Shri Rajiv Anand, Executive Director (Wholesale Banking) of the Bank,was inducted as a member of the Committee
of Directors, with effect from 30th January 2019.
The brief description of terms of reference of the Committee of Directors, are as under:
i) To review loans sanctioned by Senior Management Committee (SMC), provide approvals for loans as per the
limits stipulated in the Corporate Credit Policy of the Bank, as amended, from time to time, and to discuss
strategic issues in relation to credit policy and deliberate on the quality of the credit portfolio of the Bank.
ii) To monitor the exposures (both credit and investments) of the Bank and to consider and approve one time
compromise settlement proposals, in respect of loan accounts which have been written off.
iii) To sanction revenue expenditures relating to the Bank’s business/operations covering all its departments and
business segments, above certain stipulated limits.
iv) To approve expansion of the location of the Bank’s Network of offices, branches, extension counters, Automated
Teller Machines, Automated Fare Collection Equipment and Currency chests locally as well as internationally
and review the Annual Branch Expansion Plan and Annual Report of the Branches.
v) To review investment strategy, periodically review investments made and approve investment related proposals
above certain limits.
vi) To review and approve proposals relating to the Bank’s business/operations covering all its departments and
business segments.
In all, 15 meetings of the Committee of Directors were held during the Financial Year 2018-19 i.e. on 25th May 2018,
25th June 2018, 1st August 2018, 14th August 2018, 17th August 2018, 5th September 2018, 14th September 2018,
25th September 2018, 1st November 2018, 15th November 2018, 7th December 2018, 17th January 2019,
19th February 2019, 11th March 2019 and 27th March 2019.
(in `)
Name of the Members Attendance Sitting fees
The meetings of the said Committee held on 25th May 2018, 25th June 2018, 1st August 2018, 14th August 2018,
5th September 2018, 14th September 2018, 25th September 2018, 7th December 2018, 11th March 2019 and
27th March 2019, were conducted through video conference.
Shri Girish Paranjpe, Independent Director of the Bank was inducted as a member of the Audit Committee, with effect
from 30th January 2019.
The brief description of terms of reference of the Audit Committee, are as under:
ii) To review the internal audit system with special emphasis on its quality and effectiveness and status of compliance
with respect to Risk Assessment Report, Risk Mitigation Plan, Scrutiny Reports issued by RBI.
iii) To review the concurrent audit system of the Bank (including the appointment of concurrent auditors), approve
the appointment, re-appointment, remuneration and terms of appointment of statutory auditors and payments to
statutory auditors for any other services rendered by them.
iv) To oversee the Bank’s financial reporting process and the disclosure of its financial information to ensure that the
financial statement is correct, sufficient and credible.
v) To review, with the management, quarterly as well as the annual financial statements and auditor’s report thereon before
submission to the Board for approval with special emphasis on accounting policies and practices, compliance with
accounting standards, disclosure of related party transactions and other legal requirements relating to financial statements.
vi) Oversee the implementation of Compliance Policy and review the compliance function on half-yearly and annual
basis ensuring that all compliance issues are resolved effectively.
viii) To approve any subsequent modification of transactions of the Bank that shall involve related parties.
ix) To review all matters as specified by RBI in the circular on Calendar of Reviews as per RBI Circular dated
10th November 2010 and notifications thereto, SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Companies Act, 2013 and rules made thereunder.
The Chief Audit Executive (CAE), Chief Compliance Officer and the Group Executive & Chief Financial Officer of
the Bank attends the meetings of the Audit Committee. The Executive Directors of the Bank are permanent invitees
to the meetings of the Audit Committee. The CAE of the Bank directly reports to the Audit Committee. The Company
Secretary of the Bank acts as the secretary to the Audit Committee. Prof. Samir K. Barua, Chairman of the Audit
Committee attended the Twenty Fourth Annual General Meeting of the Shareholders of the Bank.
The Audit Committee discusses with the Statutory Auditors, the key highlights of the quarterly and annual financial
results of the Bank, before recommending the same to the Board of Directors of the Bank, for their approval. The
representatives of the Statutory Auditors have attended the meetings of the Audit Committee held during the year for
review of the quarterly / annual financial results of the Bank. The Audit Committee also discusses with the Statutory
Auditors the matters connected with the said financial results, without the presence of any executives of the Bank.
In all, 18 meetings of the Audit Committee were held during the Financial Year 2018-19 i.e. on 9th April 2018,
26th April 2018, 9th May 2018, 16th May 2018, 25th May 2018, 25th June 2018, 26th July 2018, 30th July 2018,
14th August 2018, 27th September 2018, 2nd November 2018, 15th November 2018, 7th January 2019, 29th January 2019,
19th February 2019, 7th March 2019, 20th March 2019 and 27th March 2019.
The details of the meetings of the Audit Committee attended by the Members during the Financial Year 2018-19,
are given below:
(in `)
Name of the Members Attendance Sitting fees
Shri B. Baburao @
14/18 7,00,000
Shri Girish Paranjpe (inducted as a Member, w.e.f. 30th January 2019) 4/4 2,00,000
@
Leave of absence was granted to the concerned Member who had expressed his inability to attend the respective meetings.
The meetings of the said Committee held on 27th September 2018 and 20th March 2019, were conducted through
video conference.
The tenure of Smt. Shikha Sharma as a Managing Director & CEO of the Bank had ceased, with effect from the
close of business hours on 31st December 2018. Accordingly, she ceased to be a member of the Risk Management
Committee, with effect from the said date.
Smt. Usha Sangwan, Non-Executive Director of the Bank and Shri Rajiv Anand, Executive Director (Wholesale Banking)
of the Bank, were inducted as members of the Risk Management Committee, with effect from 30th January 2019.
The brief description of terms of reference of the Risk Management Committee, are as under:
i) Framing and governing of the risk strategy and approving and reviewing the risk appetite of the Bank.
ii) Ensuring that sound policies, procedures and practices are in place to manage its risks.
iii) Establishing a framework to set and monitor limits across risk categories such as credit risk, market risk,
operational risk etc. in order to ensure that the risk profile is adequately diversified.
iv) Ensuring compliance with requirements/guidance on risk management issued by RBI and other regulators.
The Chief Risk Officer (CRO) of the Bank reports directly to the Managing Director & CEO of the Bank. The CRO of
the Bank oversees the risk management function and is responsible for developing and setting the risk management
framework, developing and maintaining systems and processes to identify, approve, measure, monitor, control and
report risks, developing risk controls and mitigation processes, ensuring adherence to the Risk Appetite established
by the Board. The CRO of the Bank is independent of the business lines and is actively involved in key decision
making processes. The CRO of the Bank also meets the Risk Management Committee without the presence of any
executives of the Bank.
In all, 7 meetings of the Risk Management Committee were held during the Financial Year 2018-19 i.e. on 27th April
2018, 16th May 2018, 15th June 2018, 31st July 2018, 14th November 2018,18th February 2019 and 27th March 2019.
The details of the meetings of the Risk Management Committee attended by the Members during the Financial Year
2018-19, are given below:
(in `)
Name of the Members Attendance Sitting fees
The meetings of the said Committee held on 27th April 2018, 16th May 2018, 15th June 2018, 14th November
2018, 18th February 2019 and 27th March 2019, were conducted through video conference.
Non-Executive Director (Chairman), Shri S. Vishvanathan, Independent Director and Shri Rajesh Dahiya, Executive
Director (Corporate Centre) of the Bank.
Shri B. Baburao, Chairman of the Stakeholders Relationship Committee attended the Twenty Fourth Annual General
Meeting of the Shareholders of the Bank. The Company Secretary of the Bank is the Compliance Officer, in terms
of Regulation 6 of the Listing Regulations.
Shri S. Vishvanathan, Independent Director of the Bank, was inducted as a member of the Stakeholders Relationship
Committee, with effect from 20th October 2018.
The brief description of terms of reference of the Stakeholders Relationship Committee, are as under:
i) Resolving the grievances of the security holders of the Bank, including complaints related to transfer/transmission
of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates,
general meetings etc.
ii) Review of measures taken for effective exercise of voting rights by shareholders.
iii) Review of adherence to the service standards adopted by the Bank in respect of various services being
rendered by the Registrar & Share Transfer Agent.
iv) Review of the various measures and initiatives taken by the Bank for reducing the quantum of unclaimed dividends
and ensuring timely receipt of dividend warrants/annual reports/ statutory notices by the shareholders of the
company.
v) To review such other matters, as the Committee may deem appropriate, from time to time.
In all, 5 meetings of the Stakeholders Relationship Committee were held during the Financial Year 2018-19 i.e. on
13th April 2018, 24th July 2018, 15th October 2018, 17th January 2019 and 26th March 2019.
The details of the meetings of the Stakeholders Relationship Committee attended by the Members during the Financial Year
2018-19, are given below:
(in `)
Name of the Members Attendance Sitting fees
The tenure of Shri Prasad Menon as an Independent Director of the Bank had ceased, with effect from the close
of business hours on 8th October 2018, upon completion of the maximum permissible tenure of 8 continuous
years, under Section 10A (2A) of the Banking Regulation Act, 1949. Accordingly, he ceased to be a member and
Chairman of the Nomination and Remuneration Committee, with effect from the said date.
Shri Prasad Menon, as Chairman of the Nomination and Remuneration Committee had attended the Twenty Fourth
Annual General Meeting of the Shareholders of the Bank.
The brief description of terms of reference of the Nomination and Remuneration Committee, are as under:
i) To evaluate the succession planning process adopted by the Bank and recommend the appointment / re-appointment
of Individual & Independent Directors, Whole Time Directors and Senior Management along with the terms of
appointment including remuneration.
ii) To set the goals, objectives and performance benchmarks for the Bank, Whole Time Directors & senior management
and review the performance as per the timelines.
iii) To review and recommend to the Board the overall remuneration framework and the compensation decisions for the
Financial Year.
iv) To review the organization structure of the Bank and recommend to the Board the talent management, succession
policy and process, creation of new positions one level below the Managing Director & CEO of the Bank.
v) Consider and approve the Stock based compensation for all the employees of the Bank including the Managing
Director & CEO, other Whole Time Directors, Senior Management and other eligible employees of the Bank, in
terms of the relevant provisions of the SEBI (Share Based Employee Benefits) Regulations, 2015, as amended, from
time to time.
In all, 16 meetings of the Nomination and Remuneration Committee were held during the Financial Year 2018-19 i.e. on
25th April 2018, 16th May 2018, 19th June 2018, 9th July 2018, 24th July 2018, 30th July 2018, 7th September 2018,
5th October 2018, 1st November 2018, 8th December 2018, 7th January 2019, 28th January 2019, 19th February 2019,
12th March 2019, 26th March 2019 and 27th March 2019.
The details of the meetings of the Nomination and Remuneration Committee attended by the Members during the
Financial Year 2018-19, are given below:
(in `)
Name of the Members Attendance Sitting fees
Shri Prasad Menon (Ceased to be a Member, w.e.f. the close of business hours on 8/8 4,00,000
8th October 2018)
Shri Rakesh Makhija@ 15/16 7,50,000
Shri Som Mittal @
15/16 7,50,000
Shri Rohit Bhagat@ 14/16 7,00,000
Shri Stephen Pagliuca@ (Inducted as a Member, w.e.f. 20 October 2018)
th
7/8 3,50,000
@
Leave of absence was granted to the concerned Members who had expressed their inability to attend the respective meetings.
The meetings of the said Committee held on 25th April 2018, 16th May 2018, 19th June 2018, 9th July 2018, 24th July
2017, 5th October 2018, 1st November 2018, 8th December 2018, 7th January 2019, 28th January 2019, 19th February
2019, 12th March 2019, 26th March 2019 and 27th March 2019, were conducted through video conference.
(6) Special Committee of the Board of Directors for Monitoring of Large Value Frauds
The Special Committee of the Board of Directors for Monitoring of Large Value Frauds of the Bank (Special Committee
for Monitoring of Large Value Frauds) comprises of 6 members out of which 2 are Independent Directors. The Members
are Prof. Samir K. Barua, Independent Director (Chairman), Shri Amitabh Chaudhry, Managing Director & CEO,
Shri Rakesh Makhija, Independent Director, Smt. Usha Sangwan, Non-Executive Director, Shri B. Baburao, Non-Executive
Director and Shri Rajesh Dahiya, Executive Director (Corporate Centre) of the Bank.
The tenure of Smt. Shikha Sharma as a Managing Director & CEO of the Bank had ceased, with effect from the close
of business hours on 31st December 2018. Accordingly, she ceased to be a member of the Special Committee for
Monitoring of Large Value Frauds, with effect from the said date.
Pursuant to the vacancy caused by the expiry of the tenure of Smt. Shikha Sharma, Shri Amitabh Chaudhry, Managing
Director & CEO of the Bank was inducted as a member of the Special Committee for Monitoring of Large Value Frauds,
with effect from 1st January 2019.
Smt. Usha Sangwan, Non-Executive Director of the Bank, was inducted as a member of the Special Committee for
Monitoring of Large Value Frauds, with effect from 30th January 2019.
The brief description of terms of reference of the Special Committee for Monitoring of Large Value Frauds, are as under:
i) The main objectives of the Committee are to oversee investigation of large value frauds involving amount of
` 10 million and above in each case, actions taken by the Bank against the perpetrators of such frauds and
suggesting / reviewing corrective steps to plug systemic loopholes, if any.
ii) Monitor the progress in all the large value frauds and implementation of the suggestions made by the Committee.
iii) The Committee also reviews the accounts identified as ‘Red-Flagged’ (RFA) with an exposure amounting to ` 500
million and above from the Bank, Cyber frauds and functioning of Fraud Review Council.
iv) The Bank’s Policy relating to Management and Reporting of Frauds is approved by the Committee.
v) The functioning of the Committee may be reviewed on a half yearly basis and their findings be placed before the
Board, for its review and noting.
In all, 7 meetings of Special Committee for Monitoring of Large Value Frauds were held during the financial Year
2018-19 i.e. on 25th May 2018, 25th June 2018, 14th August 2018, 27th September 2018, 15th November 2018,
7th January 2019 and 26th March 2019.
The details of the meetings of the Special Committee for Monitoring of Large Value Frauds attended by the Members
during the Financial Year 2018-19, are given below:
(in `)
Name of the Members Attendance Sitting fees
Prof. Samir Barua 7/7 3,50,000
Smt. Shikha Sharma@ (Ceased to be a Member, w.e.f. the close of business hours on 4/5 -
31st December 2018)
Shri Amitabh Chaudhry (Inducted as a Member, w.e.f. 1st January 2019) 2/2 -
Shri Rakesh Makhija 7/7 3,50,000
Smt. Usha Sangwan@ (Inducted as a Member, w.e.f. 30th January 2019) 0/1 0
Shri B. Baburao 7/7 3,50,000
Shri Rajesh Dahiya@ 6/7 -
@
Leave of absence was granted to the concerned members who had expressed their inability to attend the respective meetings.
The meeting of the said Committee held on 27th September 2018, was conducted through video conference.
Shri Amitabh Chaudhry, Managing Director & CEO of the Bank, was inducted as a member of the Customer Service
Committee, with effect from 1st January 2019.
Smt. Usha Sangwan, Non-Executive Director of the Bank and Shri Girish Paranjpe, Independent Director of the Bank
were inducted as the members of the Customer Service Committee, with effect from 30th January 2019.
Shri Rajiv Anand, Executive Director (Wholesale Banking) of the Bank, ceased to be a member of the Customer Service
Committee, with effect from 30th January 2019, pursuant to him being re-designated as the Executive Director (Wholesale
Banking) of the Bank.
The brief description of terms of reference of the Customer Service Committee, are as under:
ii) Review complaints and quality of service provided by the Bank & it’s subsidiaries to ensure a robust grievance
redressal mechanism.
iii) Approve policy documents and review effective implementation of RBI directives.
In all, 4 meetings of the Customer Service Committee were held during the financial Year 2018-19 i.e. on 27th April
2018, 31st July 2018, 2nd November 2018 and 28th January 2019.
The details of the meetings of the Customer Service Committee attended by the Members during the Financial Year 2018-
19, are given below:
(in `)
Name of the Members Attendance Sitting fees
The tenure of Shri Prasad Menon as an Independent Director of the Bank had ceased, with effect from close of business
hours on 8th October 2018, upon completion of the maximum permissible tenure of 8 continuous years, under Section
10A (2A) of the Banking Regulation Act, 1949. Accordingly, he ceased to be a member of the IT Strategy Committee,
with effect from the said date.
Pursuant to the vacancy caused by the expiry of the tenure of Shri Prasad Menon, Shri Girish Paranjpe, Independent
Director of the Bank was inducted as a member of the IT Strategy Committee, with effect from 3rd November 2018.
The tenure of Shri V. Srinivasan, Deputy Managing Director and Smt. Shikha Sharma, Managing Director & CEO of
the Bank, had ceased, with effect from the close of business hours on 20th December 2018 and 31st December 2018,
respectively. Accordingly, they ceased to be the members of the IT Strategy Committee, with effect from the respective
dates.
Pursuant to the vacancy caused by the expiry of tenure of Smt. Shikha Sharma, Shri Amitabh Chaudhry, Managing
Director & CEO of the Bank was inducted as a member of the IT Strategy Committee, with effect from 1st January
2019.
The brief description of terms of reference of the IT Strategy Committee, are as under:
i) Approving IT Strategy and policies and ensuring that IT strategy is aligned with business strategy.
ii) Ensure that IT architecture, investment, organisational structure, resources and performance measurement
parameters are geared to deliver business value and contribute to the Bank’s growth.
iii) Assessing and reviewing the strategy for addressing IT and cyber security risks.
In all, 4 meetings of IT Strategy Committee were held during the Financial Year 2018-19 i.e. on 20th June 2018,
5th October 2018, 21st December 2018 and 14th March 2019.
The details of the meetings of the IT Strategy Committee attended by the Members during the Financial Year 2018-19,
are given below:
(in `)
Name of the Members Attendance Sitting fees
i) Formulate and recommend to the Board, the Corporate Social Responsibility (CSR) strategy of the Bank including
the CSR Policy in alignment to the Bank’s social, environmental and economic activities.
ii) Review and approve the CSR activities to be undertaken by the Bank either directly or through Axis Bank Foundation
during the year of implementation.
iii) Recommend the amount of expenditure to be incurred on the CSR activities and undertaking a review, monitoring
and evaluation of the initiatives to ensure compliance against agreed targets.
iv) Instituting a transparent monitoring mechanism to ensure implementation of the CSR projects/programs/activities
and conducting impact assessment of the various initiatives at periodic intervals.
v) Reviewing and recommending the annual CSR report for the Board’s approval and for public disclosure.
vi) Performing such other duties with respect to CSR activities, as may be required to be done by the Bank under
any law, statute, rules, regulations etc. enacted by Government of India, Reserve Bank of India or by any other
regulatory or statutory body.
The details of the CSR activities undertaken by the Bank during the year under review have been provided in the
annexure to the Directors’ report.
In all, 4 meetings of CSR Committee were held during the Financial Year 2018-19 i.e. on 21st June 2018, 5th October
2018, 21st December 2018 and 14th March 2019.
The details of the CSR Committee meetings attended by the Members during the Financial Year 2018-19, are given
below:
(in `)
Name of the Members Attendance Sitting fees
The tenure of Smt. Shikha Sharma as a Managing Director & CEO of the Bank had ceased, with effect from close of
business hours on 31st December 2018. Accordingly, she ceased to be a member of the Review Committee, with effect
from the said date.
Pursuant to the vacancy caused by the expiry of tenure of Smt. Shikha Sharma, Shri Amitabh Chaudhry, Managing
Director & CEO of the Bank was inducted as a member of the Review Committee, with effect from 1st January 2019.
The brief description of terms of reference of the Review Committee, are as under:
i) To review and confirm the Order(s) passed by the said Internal Committee identifying a borrower as a Wilful Defaulter, in
terms of Para 3 (c) of the of RBI Master Circular No. RBI/2015-16/100 DBR.No.CID.BC.22/20.16.003/2015-16.
ii) To review and confirm the Order(s) passed by the said Internal Committee identifying a borrower as a
Non-cooperative borrower, in terms of Para 2 (d) of RBI Circular No. RBI/2014-15/362 DBR.No.CID.
BC.54/20.16.064/2014-15 dated December 22, 2014.
iii) To review the information relating to the non-cooperative borrowers to be submitted to Central Repository of
Information on Large Credits (CRILC).
iv) To put in place a system for proper and timely classification of borrowers as wilful defaulters or/as non-
cooperative borrowers. The said accounts of such borrowers shall be reviewed at-least on a half-yearly basis
and a report thereon shall be placed before the Board for its review and noting.
In all, 3 meetings of Review Committee were held during the Financial Year 2018-19 i.e. on 25th May 2018, 30th
July 2018 and 17th January 2019.
The details of the meetings of the Review Committee attended by the Members during the Financial Year 2018-19,
are given below:
(in `)
Name of the Members Attendance Sitting fees
Smt. Shikha Sharma (Ceased to be a Member, w.e.f. the close of business hours on 2/2 -
31st December 2018)
Shri Amitabh Chaudhry (Inducted as a Member, w.e.f. 1st January 2019) 1/1 -
Shri S. Vishvanathan 3/3 1,50,000
Smt. Ketaki Bhagwati@ 2/3 1,00,000
@ Leave of absence was granted to the concerned Member who had expressed her inability to attend the respective meeting.
The tenure of Shri Prasad Menon as an Independent Director of the Bank had ceased, with effect from close of
business hours on 8th October 2018, upon completion of the maximum permissible tenure of 8 continuous years,
under Section 10A (2A) of the Banking Regulation Act, 1949. Accordingly, he ceased to be a member and
Chairman of the ADAM Committee, with effect from the said date. Consequently, Shri Rohit Bhagat was elected
as the Chairman of the ADAM Committee.
Pursuant to the vacancy caused by the expiry of the tenure of Shri Prasad Menon, Smt. Ketaki Bhagwati, Independent
Director of the Bank, was inducted as a member of the ADAM Committee, with effect from 20th October 2018.
The tenure of Smt. Shikha Sharma as the Managing Director & CEO of the Bank had ceased, with effect from close
of business hours on 31st December 2018. Accordingly, she ceased to be a member of the ADAM Committee, with
effect from the said date.
Pursuant to the vacancy caused by the expiry of tenure of Smt. Shikha Sharma, Shri Amitabh Chaudhry, Managing
Director & CEO of the Bank was inducted as a member of the ADAM Committee, with effect from 1st January
2019.
i) The main function of the ADAM Committee is to consider any idea or proposal relating to merger and acquisition.
This Committee will consider such ideas/proposals and give its in-principle approval in the matter and recommend
the same for the approval of the Board of Directors.
ii) Acquisition of business: Business takeover/acquisition as distinct from portfolio or asset purchase (If the purchase
of a portfolio is accompanied by other integral elements of the business such as manpower, technology or a
distribution franchise, a reference should be made to the Committee).
iii) Strategic investments: Acquisition of greater than 25% stake in a company or acquisition of stake in a company
where the proportion is 25% or lower but where the Bank intends to have management participation. (These exclude
cases where the stake is acquired under a loan-restructuring/CDR arrangement or where shares are pledged to the
Bank against credit facilities).
iv) Strategic divestments: Sale of an existing business of the Bank (as distinct from the sale of assets in the normal
course of business, sale to ARCs and fixed assets) or sale of stake (including minority stake) in strategic investments/
subsidiary companies of the Bank.
In all, 3 meetings of ADAM Committee were held during the Financial Year 2018-19 i.e. on 27th April 2018, 19th June
2018 and 28th January 2019.
The details of the meetings of the ADAM Committee attended by the Members during the Financial Year 2018-19, are
given below:
(in `)
Name of the Members Attendance Sitting fees
Shri Prasad Menon (Ceased to be a Member, w.e.f. the close of business hours on 2/2 1,00,000
8th October 2018)
Shri Rohit Bhagat@ 1/3 50,000
Smt. Shikha Sharma (Ceased to be a Member, w.e.f. the close of business hours on 2/2 -
31st December 2018)
Shri Amitabh Chaudhry (Inducted as a Member, w.e.f. 1st January 2019) 1/1 -
Smt. Ketaki Bhagwati (Inducted as a Member, w.e.f. 20 October 2018)
th
1/1 50,000
Shri Rakesh Makhija 3/3 1,50,000
@
Leave of absence was granted to the concerned Member who had expressed his inability to attend the respective meetings.
The tenure of Shri V. Srinivasan, Deputy Managing Director and Smt. Shikha Sharma, Managing Director & CEO of
the Bank, had ceased, with effect from the close of business hours on 20th December 2018 and 31st December 2018
respectively. Accordingly, they ceased to be the members of COWTD, with effect from the respective dates.
Shri Amitabh Chaudhry, Managing Director & CEO of the Bank was inducted as a member of the COWTD, with effect
from 1st January 2019.
ii) Approve the allotment of equity shares pursuant to exercise of stock option by eligible employees/ directors of the
Bank and that of its subsidiary companies, in terms of the relevant Employee Stock Option Scheme(s) of the Bank.
iii) Approve the allotment of Debt Securities issued by the Bank, including, but not limited to long term bonds, green
bonds, non-convertible debentures, perpetual debt instruments, Tier II Capital Bonds or such other Debt Securities/
Securities as may be issued by the Bank.
iv) To discuss matters inter alia relating to the operations, strategies, business opportunities relating to the Bank and/or
that of its subsidiaries.
v) Annual Branch Expansion Plan approved by the Board: Substitution of Branch Centres/ New Specialised & CPC/
Service Branches/ Rural Unbanked Centre.
vi) Any other matter as may be authorised by the Board of Directors/Board Level Committees or required to be done
pursuant to any laws, rules, regulations or any internal policies of the Bank.
In all, 13 meetings of COWTD were held during the Financial Year 2018-19 i.e. on 16th April 2018, 21st May 2018,
18th June 2018, 23rd July 2018, 27th August 2018, 24th September 2018, 29th October 2018, 19th November 2018,
17th December 2018, 21st January 2019, 15th February 2019, 20th March 2019 and 29th March 2019.
No sitting fees are paid to the Members of the COWTD, for participating in the said meetings.
The details of the COWTD meetings attended by the Members during the Financial Year 2018-19, are given below:
(in `)
Name of the Members Attendance Sitting fees
Smt. Shikha Sharma (Ceased to be a Member, w.e.f. the close of business hours on
@
8/9 -
31st December 2018)
Shri Amitabh Chaudhry (Inducted as a Member, w.e.f. 1st January 2019) 4/4 -
Shri V. Srinivasan (Ceased to be a Member, w.e.f. the close of business hours on
@
8/9 -
20th December 2018)
Shri Rajiv Anand@ 11/13 -
Shri Rajesh Dahiya @
11/13 -
@
Leave of absence was granted to the concerned Member who had expressed their inability to attend the respective meetings.
The Bank’s remuneration practices are underpinned by principles of meritocracy and fairness. The remuneration system strives
to maintain the ability to attract, retain, reward and motivate talent in order to enable the Bank to attain its strategic objectives
within the increasingly competitive context in which it operates. The Bank’s pay-for- performance approach strives to ensure
that both internal and external equity are in line with the emerging market trends.
The Bank strives to ensure that the compensation practices are in line with the extant compensation regulations as applicable.
The remuneration paid to all the employees of the Bank, is in accordance with the said Remuneration Policy of the Bank.
Remuneration of Directors
i. Dr. Sanjiv Misra was appointed as the Non-Executive (Part-time) Chairman of the Bank, for a period of 3 (three) years,
with effect from 18th July 2016. The details of remuneration paid to Dr. Sanjiv Misra, in terms of the approvals granted
by the Reserve Bank of India and the Shareholders of the Bank for the Financial Year 2018-19, are as under:
For the period 1st April 2018 upto 31st March 2019
ii. Smt. Shikha Sharma retired from the services of the Bank and accordingly ceased to be the Managing Director & CEO
of the Bank, with effect from the close of business hours on 31st December 2018. The details of the remuneration paid to
Smt. Shikha Sharma, in terms of the approval granted by the RBI and the Shareholders of the Bank, for the period
1st April 2018 upto 31st December 2018, are given below in sub para ix.
Smt. Shikha Sharma was granted 78,40,000 stock options, in various tranches under the various Employee Stock
Option Schemes of the Bank, since 1st June 2009 being the date of her appointment as the Managing Director & CEO of
the Bank. Out of the above, 71,02,000 stock options have been vested, 42,75,000 stock options have been exercised
and the balance 28,27,000 stock options remain unexercised, as on the date of her retirement. Further, 7,38,000 stock
options remain unvested, as on 31st December 2018, being the date of her retirement.
iii. Shri Amitabh Chaudhry was appointed as the Managing Director & CEO of the Bank, for a period of 3 (three) years,
with effect from 1st January 2019 upto 31st December 2021 (both days inclusive). The details of remuneration paid to
Shri Amitabh Chaudhry, in terms of the approvals granted by the RBI and the Shareholders of the Bank, for the period
1st January 2019 upto 31st March 2019, are given below in sub para ix.
Shri Amitabh Chaudhry was granted 6,30,000 stock options, under the Employee Stock Option Scheme of the Bank,
since 1st January 2019 being the date of his appointment as the Managing Director & CEO of the Bank. The said grant
has been approved by the RBI. As on 31st March 2019, no stock options have vested with Shri Amitabh Chaudhry.
iv. Shri V. Srinivasan retired from the services of the Bank and has accordingly ceased to be the Deputy Managing Director
of the Bank, with effect from the close of business hours on 20th December 2018. The details of remuneration paid to
Shri V. Srinivasan, in terms of the approvals granted by the RBI and the Shareholders of the Bank, for the period
1st April 2018 upto 20th December 2018, are given below in sub para ix.
Shri V. Srinivasan was granted 39,25,000 stock options, in various tranches under the various Employee Stock Option
Schemes of the Bank, since 7th September 2009 being the date of his appointment as the Executive Director & Head
(Corporate Banking) of the Bank. Out of the above, 34,65,000 stock options have been vested, 16,98,000 stock
options have been exercised and the balance 17,67,000 stock options remain unexercised, as on date of his retirement.
Further, 4,60,000 stock options remain unvested, as on 20th December 2018, being date of his retirement.
v. Shri Rajiv Anand was appointed as the Executive Director (Retail Banking) of the Bank, for a period of 3 years, with
effect from, 4th August 2016. Further, the Board at its meeting held on 8th December 2018, approved the change in the
responsibilities of Shri Rajiv Anand and accordingly, re-designated him as the Executive Director (Wholesale Banking)
of the Bank, with effect from 21st December 2018 upto 3rd August 2019 (both days inclusive). The details of the
remuneration paid to Shri Rajiv Anand, in terms of the approvals granted by the RBI and the Shareholders of the Bank,
for the Financial Year 2018-19, are given below in sub-para ix.
Shri Rajiv Anand was granted 21,20,000 stock options, in various tranches under the various Employee Stock Option
Schemes of the Bank, since 30th March 2009 being the date of his appointment as the Managing Director & CEO of Axis
Asset Management Company Limited, subsidiary of the Bank. Out of the above, 16,07,500 stock options have been
vested, 9,65,000 stock options have been exercised and the balance 6,42,500 stock options remain unexercised, as
on 31st March 2019. Further, 5,12,500 stock options remain unvested, as on 31st March 2019.
vi. Shri Rajesh Dahiya was appointed as the Executive Director (Corporate Centre) of the Bank, for a period of 3 years,
with effect from 4th August 2016. The details of the remuneration paid to Shri Rajesh Dahiya, in terms of the approvals
granted by the RBI and the Shareholders of the Bank, for the Financial Year 2018-19, are given below in sub-para ix.
Shri Rajesh Dahiya was granted 12,87,500 stock options, in various tranches under the various Employee Stock Option
Schemes of the Bank, since 1st June 2010 being the date of his appointment as the President (Human Resources) of the
Bank. Out of the above, 8,82,750 stock options have been vested, 5,50,000 stock options have been exercised and the
balance 3,32,750 stock options remain unexercised, as on 31st March 2019. Further, 4,04,750 stock options remain
unvested, as on 31st March 2019.
vii. The Bank does not grant stock options to its Non-Executive Directors. The Non-Executive Directors of the Bank are entitled
to receive sitting fees for the meetings of the Board / Committees, attended by them and to Profit Linked Commission
(except for Non-Executive (Part-Time) Chairman), in terms of the RBI circular No DBR.No.BC.97/29.67.001/2014-15
dated 1st June 2015 on Guidelines on Compensation of Non-Executive Directors of Private Sector Banks.
viii. The Whole Time Directors of the Bank are not entitled to receive any sitting fees from the Bank or from its subsidiary
companies, for attending meetings of the Board and its Committees. Further, the Whole Time Directors of the Bank are
not entitled to receive any remuneration or commission from any of the subsidiary companies of the Bank.
ix. The details of remuneration paid to the Whole - Time Directors of the Bank during the Financial Year 2018-19, in terms
of the approvals granted by the RBI and the Shareholders of the Bank, for the Financial Year 2018-19, are as under:
(in `)
Smt. Shikha Sharma Shri Amitabh Chaudhry Shri V. Srinivasan Shri Rajiv Anand Shri Rajesh Dahiya
[1.4.2018 to [1.1.2019 to [1.4.2018 to [1.4.2018 to [1.4.2018 to
31.12.2018] 31.3.2019] 20.12.2018] 31.3.2019] 31.3.2019]
Gratuity 2,45,44,170 One month’s salary 1,67,67,000 One month’s One month’s
for each completed salary for each salary for each
year of service completed year completed year
of service of service
Perquisites (evaluated as per Income Tax Rules, 1962, wherever applicable, or otherwise at actual cost to the Bank) such
as Bank’s furnished accommodation, electricity, water and furnishings, club fees, personal accident insurance, loans,
use of car and telephone at residence, medical reimbursement, travelling and halting allowances, newspapers and
periodicals and others were provided in accordance with the Rules of the Bank.
In view of the financial performance of the Bank for the Financial Year 2017-18, the Nomination & Remuneration Committee
did not recommend payment of variable pay to the Whole Time Directors of the Bank for the said financial year.
The Bank as a Policy, does not pay any severance fees to its Managing Director & CEO or to its Executive Directors. The
tenure of the office of the Managing Director & CEO and the Executive Directors of the Bank is for a period of 3 (three)
years from date of their respective appointment/re-appointment, as approved by the RBI and the same can be terminated
by either party by giving three months’ notice in writing.
x. All the Non-Executive Directors of the Bank were paid sitting fees of ` 1,00,000 for every meeting of the Board and
` 50,000 for every meeting of the Committees of the Board attended by them. The details of the sitting fees paid to the
Non-Executive Directors of the Bank during the Financial Year 2018-19, are as under:
(in `)
Name of the Directors Sitting Fees
Dr. Sanjiv Misra 14,50,000
Shri Prasad Menon (Ceased to be a Director of the Bank on expiry of his tenure, w.e.f. the close of business 15,00,000
hours on 8th October 2018)
Prof. Samir K. Barua 28,00,000
Shri Som Mittal 24,50,000
Shri Rohit Bhagat 19,50,000
Smt. Usha Sangwan @
7,50,000
Shri S. Vishvanathan 31,00,000
Shri Rakesh Makhija 33,50,000
Smt. Ketaki Bhagwati 22,50,000
Shri B. Baburao@ 28,00,000
Shri Stephen Pagliuca 13,50,000
Shri Girish Paranjpe (Appointed as an Independent Director of the Bank, w.e.f. 2nd November 2018) 8,00,000
Total 2,45,50,000
@
Sitting fees paid upto 30th September 2018 to Smt. Usha Sangwan (Nominee Director – LIC) and upto 2nd January 2019 to Shri B. Baburao
(Nominee Director – SUUTI) for attending the meetings of the Board/Committees have been credited to the designated bank account of LIC and
SUUTI, respectively. Further, the sitting fees paid after the said date have been credited to the designated Bank account of Smt. Usha Sangwan
and Shri B. Baburao, respectively.
As on 31st March 2019, none of the Non-Executive Directors of the Bank or their immediate relatives held any equity
shares of the Bank.
xi. Due to inadequacy of profits for the Financial Year 2017-18, the Non-Executive Directors of the Bank were not paid any
profit linked commission for the said financial year.
The Nomination and Remuneration Committee (the Committee) of the Bank is the nodal agency for conduct of said performance
evaluation. The Committee reviewed and approved the manner for conducting the said performance evaluation and also
determined the criteria for the same. The Committee had appointed an Independent external agency to facilitate the said
performance evaluation.
The performance evaluation of the Board was conducted on various aspects of the Board’s functioning such as strategic planning,
identification and management of risks, succession planning and evaluation of management, audit & compliance, governance,
relationship with executive management of the Bank, etc. The performance evaluation of the Committees was based on criteria
such as appropriate composition, clarity in terms of reference, regularity of meetings, quality of discussion/deliberation at its
meetings, participation of members etc. The performance evaluation of Directors was carried out on various criteria such as
attendance, participation at the meetings, interpersonal relationship with other Directors, providing guidance, knowledge and
understanding of areas relevant to the operations of the Bank, etc.
The said performance evaluation was conducted by the Committee/ Board at its meetings held on 25th April 2019 and 26th
April 2019, respectively. The outcomes were reviewed by the Committee and the Board and their observations/ feedback
were conveyed to the concerned stakeholders, for appropriate action.
The said fees have been reviewed and approved by the Audit Committee of the Board of the Bank and that of the concerned
Subsidiary Companies of the Bank.
Disclosure in terms of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Bank has formulated and adopted a Policy on Prevention of Sexual Harassment at Workplace and takes all necessary
measures to ensure a harassment-free workplace and has instituted an Internal Complaints Committee for redressal of
complaints and to prevent sexual harassment. The Bank believes that all employees, including other individuals who are
dealing with the Bank have the right to be treated with dignity.
The following is the summary of sexual harassment complaints received and disposed off by the Bank, during the financial year
2018-19:
i. Number of complaints of sexual harassment filed during the financial year - 51
Nature of action taken by the Employer or District Officer – As per the Bank’s Staff Rules.
The said Committee is empowered to take appropriate disciplinary action against the employee(s) who is found to have
violated the norms prescribed under the said Policy.
To ensure smooth flow and management of complaints under Whistle-blower Policy, a web-based application - ‘Corporate
Whistle-blower’ has been set up which also provides an option for anonymous reporting thereby enabling lodging of
complaints online over a secure platform without fear of revelation of identity. This would create a business culture of honesty,
integrity and compliance and would encourage speaking up so that preventive action is initiated.
It is hereby affirmed that the Bank has not denied any of its personnel access to the Chairman of the Audit Committee of
the Board and that the Policy contains adequate provisions for protecting Whistle blowers from unfair termination and other
unfair prejudicial and employment practices.
The Audit Committee of the Board has reviewed, on a quarterly basis, a synopsis of the complaints received and the resolution
thereof under the said Policy.
The details of the Whistle-blower Policy and Vigil Mechanism are available on the Bank’s website at https://www.axisbank.
com/code-commitment-customers.aspx.
Subsidiary Companies
As on 31st March 2019, the Bank does not have any unlisted Indian subsidiary company which could be deemed to be a material
subsidiary, in terms of Regulation 16(1)(c) of the Listing Regulations. Further, the minutes of the meetings of the Board of all its
unlisted subsidiary companies of the Bank are tabled at the meetings of the Board of the Bank, for its review. Also, the minutes of the
meetings of the Audit Committee of the Board of unlisted subsidiary companies of the Bank are tabled at the meetings of the Audit
Committee of the Bank for its review. The Statement of significant transactions / arrangements, if any, entered into by the unlisted
subsidiary companies of the Bank are also tabled at the meetings of the Board of the Bank, for its review.
The Audit Committee also reviews the investments made by the Bank into its subsidiaries, exceeding ` 100 crore or 10% of
the asset size of the concerned subsidiary company, whichever is lower, including existing investments.
The Bank has put in place a comprehensive subsidiary engagement framework encompassing functional alignment areas viz.
risk, compliance, audit, finance, human resources, information technology and legal as well as more integrative domains viz.
cyber security, brand usage and marketing, corporate communication with the end objective of delivering ‘One Axis’ across
the Group.
Secretarial Standards
The Bank is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and the Secretarial
Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, from time to time.
Directors E-KYC
The Ministry of Corporate Affairs (MCA) has vide amendment to the Companies (Appointment and Qualification of Directors)
Rules, 2014 mandated, KYC of all the Directors through the eform DIR-3 KYC. All Directors of the Bank have complied with
the aforesaid requirement.
(3) DISCLOSURES
There were no related party transactions which were of a materially significant nature undertaken by the Bank with its
promoters, directors or management, their subsidiaries or relatives that may have a potential conflict with the interests of the
Bank.
The Members of the Senior Management of the Bank have affirmed that they have not entered into any material, financial or
commercial transaction wherein they have personal interest and which may potentially conflict with the interest of the Bank at
large.
There are no instances of non-compliance by the Bank or penalties and strictures imposed by the Stock Exchange(s) or SEBI
or other statutory authorities on any matter related to capital markets during the last three years.
The Secretarial Auditor has certified that none of the Directors of the Bank have been debarred or disqualified from being
appointed or continuing as Directors of the Bank by the SEBI/Ministry of Corporate Affairs or any other Statutory Authority.
The said certificate is annexed to this Report.
(4) COMPLIANCE
The Bank has complied with all the mandatory requirements, prescribed under the Listing Regulations relating to Corporate
Governance.
The Bank has also adopted the non-mandatory requirements relating to maintenance of Chairman’s Office at the Bank’s
expense and reimbursement of expenses incurred by the Non-Executive Chairman in performance of his duties, moving
towards a regime of financial statements with unmodified audit opinion, separation of the office of the Chairman and
Managing Director and the Chief Audit Executive directly reporting to the Audit Committee of the Board.
The Bank has obtained a certificate from M/s Haribhakti & Co. LLP, Chartered Accountants, Mumbai, (Registration
No. 103523W/W100048) confirming that the Bank has complied with all the mandatory requirements as stipulated under
the Listing Regulations relating to Corporate Governance. The said certificate is enclosed as annexure to the Directors’ Report.
During the year, the said Codes have been reviewed by the Board of Directors of the Bank. The said Codes have been hosted
on the website of the Bank viz. https://www.axisbank.com/shareholders-corner/corporate-governance/Compliance-Report.
A certificate issued by the Managing Director & CEO of the Bank confirming that all the Directors and Members of the Senior
Management of the Bank have complied with the said Codes, is annexed to this Report.
Financial Year
The Bank follows the financial year starting from 1st April to 31st March, every year.
Compliance Calendar
The schedule in respect of the meetings of the Board proposed to be held during the financial year 2019-20 to inter alia review
and approve the unaudited / audited financial results of the Bank, in terms of Regulation 33(3)(a), (d) and (f) of the Listing
Regulations, are as under:
Audited Annual Financial Results (standalone and consolidated) of the Bank, for the financial year Corporate Office April 2019
ended 31st March 2019
Unaudited Financial Results (standalone and consolidated) of the Bank, for the quarter ending Corporate Office Last week of July
30th June 2019 2019
Unaudited Financial Results (standalone and consolidated) of the Bank, for the quarter / half year Corporate Office Fourth week of
ending 30th September 2019 October 2019
Unaudited Financial Results (standalone and consolidated) of the Bank, for the quarter / nine Corporate Office Fourth week of
months ending 31st December 2019 January 2020
Audited Annual Financial Results (standalone and consolidated) of the Bank, for the financial year Corporate Office Last week of April
ending 31st March 2020 2020
After the said financial results of the Bank are reviewed and approved by the Board, the same is disclosed to the Stock Exchange(s)
within the prescribed time limits as stipulated under Regulation 30 read with sub-para 4 of Para A of Part A of Schedule III of the
Listing Regulations.
Book Closure
Pursuant to the provisions of Section 91 of the Companies Act, 2013 and Rule 10 of the Companies (Management and
Administration) Rules, 2014, the Register of Members and the Share Transfer Books of the Bank, will remain closed from Saturday,
6th July 2019 upto Saturday, 20th July 2019 (both days inclusive), for the purpose of 25th Annual General Meeting of the Bank.
Dividend
The Board of Directors of the Bank at its Meeting held on 25th April 2019 has recommended payment of dividend of ` 1/- per
equity share of ` 2/- each of the Bank, for the financial year ended 31st March 2019, for the approval of the Members at the
25th Annual General Meeting. The payment of dividend, if approved by the Members at the 25th Annual General Meeting, will
commence from Monday, 22nd July 2019 and will be completed by Wednesday, 31st July 2019.
Unclaimed Dividends
Pursuant to the provisions of Section 125 of the Companies Act, 2013 and the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, the amount of unpaid dividends that are lying unclaimed for a period of
7 consecutive financial years from the date of its transfer to the unpaid dividend account, is liable to be transferred to the Investors’
The details of the unclaimed dividends as on 31st March 2019 and the last date for claiming the same, prior to its transfer to the
IEPF Authority, are as under:
Financial year No. of Unclaimed dividend % to total dividend Total Amount of Date of Last date for claiming
Shareholders as on 31st March declared Dividend Declared declaration dividend prior to its transfer
2019 (In `) (In `) to the IEPF
Transfer of Underlying Equity Shares in respect of the Unclaimed Dividends to the IEPF Authority Account
Pursuant to the notification of the relevant provisions of Sections 124 and 125 of the Companies Act, 2013 and the relevant
provisions of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as
amended, the unclaimed dividend for the financial year 2010-11 and the underlying equity shares of the Bank, in respect of the
said financial year (where the dividends for all the subsequent seven consecutive financial years have not been claimed by the
concerned shareholders), were liable to be transferred by the Bank to the designated account of the IEPF Authority, in accordance
with the said Rules.
Accordingly, pursuant to the notification of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Second Amendment Rules, 2017, issued by the Ministry of Corporate Affairs on 13th October 2017, as on 31st March
2019, the Bank has transferred 6,84,611 underlying equity shares of ` 2/- each of the Bank, in respect of the said unclaimed
dividend, to the designated account of the IEPF Authority.
The unclaimed dividend(s) for the financial year 2010-11 and the said underlying equity shares can be claimed by the concerned
shareholder(s) of the Bank from the IEPF Authority, subject to compliance with the procedures as prescribed under the said Rules
and they may write to Karvy Fintech Pvt Ltd (Karvy) for any assistance, in this regard.
In case the unclaimed dividend for the financial year 2011-12 is not claimed on or before 27th July 2019, the said unclaimed
dividend along with the underlying equity share(s) of the Bank in respect of the said financial year [where the dividends for all
the subsequent seven consecutive financial years have not been claimed by the concerned shareholders] will be liable to be
transferred by the Bank to the designated account of the IEPF Authority, in accordance with the said Rules.
Details of the said unclaimed equity shares of the Bank, are as under:
*Pursuant to the notification on the IEPF Second Amendment Rules, issued by the Ministry of Corporate Affairs dated 13th October
2017, the Bank has transferred 6,84,611 unclaimed equity shares of ` 2/- each of the Bank (including the balance 500 equity
shares of ` 2/- each of the Bank, which were lying in the Unclaimed Suspense Account) to the designated account of the IEPF
Authority, in accordance with the said Rules.
All corporate benefits accruing on the said equity shares viz. bonus shares, split, etc., if any, are also required to be credited to
the designated account of the IEPF Authority. Further, voting rights on the said equity shares have been frozen till the concerned
shareholder(s) of the Bank, claims the same.
Unclaimed Dividends/Shares which have been transferred to the designated account of the IEPF Authority, in accordance with the
said Rules, can be claimed by the Shareholders through the website of the IEPF Authority (http://www.iepf.gov.in). Please follow
the steps detailed below:
(i) Download the Form IEPF - 5 from the website of IEPF (http://www.iepf.gov.in). Read the instructions provided on the
instructions kit along with the e-form carefully before filling the form.
(ii) After filling the form save it on the computer and submit the duly filled form by following the instructions given in the upload
link on the IEPF website.
(iii) On successful uploading, the acknowledgment will be generated indicating the SRN. This SRN is to be used for future tracking
of the form.
(iv) After uploading the form, submit the following documents to Nodal Officer (IEPF) of the Bank in an envelope marked “Claim
for refund from the IEPF Authority:
a) Self-attested copy of e-Form.
b) Indemnity Bond in original.
c) Copy of acknowledgment.
d) Other documents as mentioned in the Form IEPF-5.
The general information of the Bank, required for filing the aforesaid Form, are as under:
Credits Ratings:
The details of the credit ratings obtained by the Bank, in respect of all debt instruments issued by it and outstanding as on
31st March 2019, are as under. There were no revision to the below mentioned ratings during the financial year 2018-19.
Credit ratings for the Debt Instruments outstanding, as on 31st March 2019
Sr. Credit Rating Agency Credit Sr. Credit Rating Agency Credit
No. Rating No. Rating
1. ICRA Ltd. 2. CARE Ratings
Certificate of Deposits ICRA A1+ Tier II Bonds CARE AAA
Tier II Bonds ICRA AAA Infrastructure bond CARE AAA
Infrastructure bond ICRA AAA Tier II (Under Basel III) CARE AAA
Tier II (Under Basel III) ICRA AAA
Tier I (Basel III Compliant) ICRA AA+
3. CRISIL 4. India Rating
Certificate of Deposits CRISIL A1+ Tier II Bonds IND AAA
Infrastructure bond CRISIL AAA Tier II (Under Basel III) IND AAA
Tier II (Under Basel III) CRISIL AAA Tier I (Under Basel III) IND AA+
Tier I (Under Basel III) CRISIL AA+
5. MTN (Senior Unsecured) Rating
Fitch BBB-
Moody’s Baa3
S&P BBB-
Listing Fees
The annual listing fees for the financial year 2018-19 have been paid by the Bank to the Stock Exchanges.
Debt Securities
The debt instruments issued by the Bank in the form of Additional Tier I, Bond Tier II Debt Capital Instrument and Infrastructure
Bonds on a private placement basis are listed on NSE and BSE. The Bonds issued by the Bank under the MTN programme are
listed on Singapore Stock Exchange and the Green Bonds issued by the Bank are listed on London Stock Exchange.
Debenture Trustees
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b) GDR
The high and low closing prices of the Bank’s GDRs as traded during the financial year 2018-19, on LSE, are as under:
Month High (In USD) Low (In USD) No. of GDRs traded
April, 2018 56.60 48.60 2,771
May, 2018 50.90 47.70 2,364
June, 2018 50.90 43.10 2,057
July, 2018 46.25 39.65 1,906
August, 2018 45.10 40.50 3,065
September, 2018 40.80 36.20 3,667
October, 2018 45.67 40.50 3,366
November, 2018 47.30 39.10 3,620
December, 2018 42.40 36.60 2,371
January, 2019 40.75 36.25 3,348
February, 2019 41.45 37.60 2,450
March, 2019 42.40 36.05 2,611
As on 31st March 2019, 99.79% of the total issued and paid up equity share capital of the Bank was held by investors in
electronic form and 0.21% of the total issued and paid up equity share capital was held in physical form.
The number of equity shares of the Bank held in physical form which were transferred / processed, during the last three financial
years, are as under:
As required under Regulation 40(9) of the Listing Regulations, M/s Ahalada Rao. V & Associates, Practicing Company Secretaries,
(C. P. No. 11497), Hyderabad have examined the records relating to share transfer deeds, memorandum of transfers, registers,
files and other related documents on a half-yearly basis and has issued a certificate confirming compliance with the provisions of
the said Regulations. The certificate has been submitted to the BSE and NSE where the Bank’s equity shares are listed, in terms of
the Listing Regulations.
Distribution of Shareholding
The distribution of shareholding of the Bank as on 31st March 2019, is as under:
Promoters
1 Administrator of the Specified Undertaking of the Unit Trust of India (SUUTI) 13,68,87,639 5.32
2 Life Insurance Corporation of India 27,05,83,548 10.52
3 General Insurance Corporation of India 3,40,62,729 1.32
4 The New India Assurance Company Limited 2,05,91,585 0.80
5 National Insurance Company Limited 5,49,681 0.02
6 The Oriental Insurance Company Limited 49,97,520 0.19
7 United India Insurance Company Limited 3,24,076 0.01
Foreign Investors
8 Overseas Investors (including FIIs/OCBs/NRIs) 1,33,62,98,583 51.95
9 Foreign Direct Investment (GDR) 6,83,38,285 2.66
Domestic Financial Institutions
10 Financial Institutions / Mutual Funds / Banks / NBFC / AIF 44,42,47,174 17.27
11 Others 25,47,64,051 9.94
Total 2,57,16,44,871 100.00
Sr. Name of the Shareholder No. of Shares held % to total issued &
No. paid up capital
1. Life Insurance Corporation of India 27,05,83,548 10.52%
2. Administrator of The Specified Undertaking of the Unit Trust of India-Unit Scheme 1964 13,68,87,639 5.32%
3. The Bank of New York Mellon, Dr 6,83,38,285 2.66%
4. Europacific Growth Fund 6,46,12,400 2.51%
5. BC Asia Investments VII Limited - FDI 5,56,00,000 2.16%
6. ICICI Prudential Life Insurance Company Limited 4,95,74,333 1.93%
7. Dodge and Cox International Stock Fund 4,15,85,425 1.62%
8. General Insurance Corporation of India 3,40,62,729 1.32%
9. Tybourne Equity Master Fund 3,34,24,039 1.30%
10. Government of Singapore 3,31,96,379 1.29%
11. Integral Investments South Asia IV - FDI 3,19,00,000 1.24%
12. Vanguard Emerging Markets Stock Index Fund, A Series of Vanguard 2,81,76,629 1.10%
International Equity Index Funds
13. Vanguard Total International Stock Index Fund 2,77,96,714 1.08%
14. Tybourne Long Opportunities Master Fund 2,69,24,721 1.05%
15. Government Pension Fund Global 2,33,86,837 0.91%
16. The New India Assurance Company Limited 2,05,91,585 0.80%
17. Ishares India Index Mauritius Company 1,97,59,355 0.77%
18. Lazard Emerging Markets Equity Portfolio 1,97,38,440 0.77%
19. Centaura Investments (Mauritius) Pte Ltd 1,91,76,611 0.75%
20. Ishares Core Emerging Markets Mauritius Co 1,86,60,807 0.73%
Total 1,02,39,76,476 39.82%
Outstanding GDR
The Bank has in the course of international offerings to overseas investors, issued securities linked to ordinary equity shares of the
Bank in the form of Global Depository Receipts (GDRs) in March 2005, April 2005, July 2007 and September 2009. The said
GDRs are listed for trading on London Stock Exchange. The underlying equity shares represent outstanding GDRs, which have
been included in the equity share capital of the Bank. The number of equity shares representing outstanding GDRs, as on 31st
March 2019 was 6,83,38,285.
Apart from the above, the Bank has not issued any ADRs/Warrants, during the financial year 2018-19.
Convertible warrants
Convertible Warrants issued by the Bank during Financial Year 2017-18, are due for conversion within a period of 18 Months
from its date of allotment i.e. on or before 18th June 2019. The allottees of the convertible warrants can exercise the option to
convert one convertible warrant into one equity share of ` 2/- each of the Bank before the said due date subject to payment of
the balance 75% of the consideration to the Bank. In the event, the said allottees do not exercise their right to convert the said
warrants before the said due date, the said convertible warrants (to the extent not lodged for conversion) shall lapse and the
upfront consideration paid by the warrant holders, shall stand forfeited by the Bank.
Investor Services
Registrar & Share Transfer Agent (RTA)
Karvy has been entrusted with the task of administering all aspects relating to investor services. Karvy has appropriate systems
to ensure that requisite service is provided to the investors of the Bank in accordance with applicable corporate and securities
laws and within the adopted service standards. Listed below are the service standards adopted by Karvy in respect of the various
services rendered to the investors of the Bank.
Nature of service being rendered to the Investors of the Bank Adopted Service
Standards
Investors are requested to write to the Registered Office of the Bank or to Karvy for availing any of the said services. In terms of
Regulation 34(3) read with Schedule V of the Listing Regulations, the designated email address for correspondence is shareholders@
axisbank.com or [email protected].
The Company Secretary Department of the Bank has been entrusted with the task of attending to investor correspondences /
complaints and ensuring its redressal in accordance with applicable laws and within the aforesaid service standards.
Investor Grievances
During the year under review, the Bank received 3,080 correspondences from its investors, capital market intermediaries and
Statutory / Regulatory Authorities, inter alia, in respect of services relating to the securities issued by the Bank by post and through
emails addressed to designated email address viz. [email protected] and [email protected].
The details of the investor complaints received and redressed by the Bank, during the last 3 financial years, are as under:
There was no investor complaint that was unresolved as on 1st April 2018. All the investor complaints received during the financial
year 2018-19 were resolved and as such there was no investor complaint that was unresolved as on 31st March 2019.
The statement highlighting the status of the investor correspondence(s)/complaint(s) received and redressed by the Bank during
the financial year 2018-19 were tabled at the quarterly meetings of the Board of Directors of the Bank, for its review and noting.
Nomination Facility
Section 72 of the Companies Act, 2013, provides that every holder of securities of a company may, at any time nominate, in the
prescribed manner, any person to whom his securities shall vest in the event of his death. Where the securities of a company are
held by more than one person jointly, the joint holders may together nominate any person to whom all the rights in the securities
shall vest in the event of death of all the joint holders.
In view of the above, Shareholders may avail of the Nomination Facility. The relevant Nomination Form can be downloaded from
the website of the Bank or the Shareholders may write to the Bank at its Registered Office or to Karvy, for the same.
Please note that the nomination shall be automatically rescinded on transfer / transmission / dematerialization of the securities.
1) Risk management policy with respect to commodities including through hedging: As the Bank is not exposed to XAU (Gold)
and XAG (Silver) price risk, the Bank does not have a Risk Management Policy for commodity price risk.
2) Exposure of the Bank to commodity and commodity risks faced by the Bank during the year is given below:
a) Total exposure of the listed entity to commodities: Nil as on 31st March 2019.
c) Commodity risks faced by the listed entity during the year and how they have been managed: The Bank did not run any
trading positions in XAU (Gold) or XAG (Silver) and does not have exposure to any other commodity.
• In terms of Regulation 12 and Schedule I of Listing Regulations, every listed entity is required to mandatorily make all
payments to Investors, including Dividend, by using any Reserve Bank of India (RBI) approved electronic mode of payments
viz., Direct Credit, Real Time Gross Settlement (RTGS), National Electronic Fund Transfer (NEFT), Electronic Clearing Service
(ECS), National Automated Clearing House (NACH) etc. The Bank would be entitled to use the bank account details of the
shareholders available with the Depository Participant to facilitate the electronic payment.
All shareholders of the Bank holding equity shares in electronic form are requested to provide details relating to, their Bank Account
Number, including 9 digit MICR Code and 11 digit IFSC Code, E-mail ID and mobile No(s) to their Depository Participant(s).
All shareholders of the Bank are requested to provide details relating to their Bank Account Number, indicating 9 digit MICR
Code and 11 digit IFSC Code, E-mail ID and mobile No(s) to Karvy at Selenium Tower B, Plot 31-32, Gachibowli, Financial
District, Nanakramguda, Hyderabad – 500 032, by quoting their folio number and attaching a photocopy of the cheque leaf
of the said Bank Account and a self-attested copy of their PAN card.
• In case the dividend paid through electronic mode is rejected by the corresponding bank, for any reason whatsoever, the
Bank will issue a dividend warrant and print the Bank Account details available with Karvy on the said dividend warrant to
avoid fraudulent encashment.
Green initiatives
Dispatch of documents in Electronic Form
In terms of Rule 18 of the Companies (Management and Administration) Rules, 2014, a company may give notice through
electronic mode including e-mail to those Members who have provided their e-mail address either to their Depository Participant
(DP) or to the Company.
Further, in terms of Regulation 36 of the Listing Regulations, the listed entity is required to send soft copies of its annual report to
all those shareholder(s) who have registered their email address(es) for this purpose.
Accordingly, the Notice dated 22nd May 2019, convening the 25th Annual General Meeting, the annual report of the Bank for
the financial year 2018-19 and the annexures stated therein will be sent by e-mail to those Members who have registered their
e-mail address with their DP or with Karvy.
Members who have not yet registered their e-mail address are requested to do so, at the earliest.
In case of shares held in electronic form and in case of any change in the e-mail address, Members are requested to update the
same with their DP and in case of shares held in physical form, Members are requested to update the same with Karvy.
In case a Member, whose email address has changed, fails to update his new e-mail address, the said documents will be sent
to the existing e-mail address and the said documents will be deemed to have been delivered, in compliance with the relevant
provisions of the Companies Act, 2013, the relevant Rules made thereunder and the Listing Regulations.
Please note that the said documents will also be uploaded on the Bank’s website viz. www.axisbank.com and copies thereof will
be made available for inspection at the Registered Office of the Bank during business hours on all working days except Saturdays,
Sundays, Bank Holidays and Public Holidays up to the date of the ensuing AGM.
We seek your support to the said Green Initiative, as it is designed to protect our fragile environment.
Means of Communication
After the financial results of the Bank are approved by the Board of Directors, they are disclosed to the Stock Exchanges, in
accordance with Regulation 30 of the Listing Regulations read with sub-para 4 of Para A of Part A of Schedule III of the Listing
Regulations. Thereafter, the financial results of the Bank and the presentations made by the Senior Management to the Analysts /
Investors are uploaded on the Bank’s website, www.axisbank.com, in accordance with the Listing Regulations.
The financial results of the Bank are generally published in the Economic Times and Gujarat Samachar or Divya Bhaskar on the
day after declaration of the financial results of the Bank.
For the ready reference of the investors of the Bank, a list of frequently asked questions and their answers have been uploaded on
website of the Bank at https://www.axisbank.com/shareholders-corner/investor-faqs.
In order to enable a larger participation of shareholders for the Annual General Meeting, the Bank has provided Webcast facility
for its 25th Annual General Meeting to be held on Saturday, 20th July 2019.
22nd
22 July 2016
nd
Resolution No. 18 – Borrowing / Raising funds in Indian/Foreign Currency by issue of debt
instruments including but not limited to subordinated debt, senior unsecured long term bonds, green
bonds, medium term notes, non-convertible debentures on a private placement basis, for an amount
of upto ` 35,000 crore.
23rd 26th July 2017 Resolution No. 11 – Borrowing / Raising funds in Indian/Foreign Currency by issue of debt
instruments including but not limited to subordinated debt, senior unsecured long term bonds, green
bonds, medium term notes, non-convertible debentures on a private placement basis, for an amount
of upto ` 35,000 crore.
24th 20th June 2018 Resolution No. 11 - Increase in the borrowing limits of the Bank upto ` 200,000 crore, under Section
180 (1) (c) of the Companies Act, 2013.
Resolution No. 12 - Borrowing / Raising funds in Indian/Foreign Currency by issue of debt
instruments including but not limited to subordinated debt, senior unsecured long term bonds, green
bonds, medium term notes, non-convertible debentures on a private placement basis, for an amount
of upto ` 35,000 crore.
The Board of Directors of the Bank appointed Scrutinizer for conducting the Postal Ballot process in a fair and transparent manner.
The Postal Ballot exercise is conducted in accordance with the provisions of Section 110 of the Companies Act, 2013 read with
Rule 22 of the Companies (Management & Administration) Rules, 2014, as amended.
The Bank dispatches the Postal Ballot Notice and relevant forms along with postage prepaid business reply envelope to those
Members whose names appear on the Register of Members / Statements of Beneficial Holders provided by the Depositories as
on the cut-off date. The postal ballot notice is also sent in electronic form to those Members whose email address is registered with
their DP in case shares are held in electronic form or with Karvy in case shares are held in physical form.
The Bank also publishes a notice in the newspaper declaring the details of completion of dispatch and other requirements as
mandated under the aforesaid provisions of the Companies Act, 2013 and the said Rules.
Voting rights are reckoned on the paid-up value of the shares registered in the names of the Members as on the said cut-off date.
Members desiring to exercise their votes by physical postal ballot forms are required to return the forms duly completed and signed
to the Scrutinizer at the address mentioned in the postage prepaid business reply envelope on or before the close of voting period.
Members desiring to exercise their votes by electronic mode are requested to exercise their vote using the e-voting facility before
the close of business hours on the last date of e-voting as set out in the Postal Ballot Notice.
The Scrutinizer is required to submit his report to the Chairman, after verification of the records and thereafter the consolidated
results of the voting can be declared by any one of the Directors of the Bank, duly authorised by the Board of Directors, in this regard.
Subsequently, the said results alongwith the report of the Scrutinizer is disclosed to the Stock Exchanges within 48 hours of such
declaration, in terms of Regulation 44(3) of the Listing Regulations, uploaded on the website of the Bank and displayed on the
notice board at the Registered and Corporate Offices of the Bank. The resolution, if passed by requisite majority, shall be deemed
to have been passed on the last date specified by the Company for receipt of duly completed postal ballot forms or e-voting.
Special Resolutions passed through postal ballot during the Financial Year 2018-19:
During the year under review, approval of Shareholders of the Bank was sought for the following matters, through postal ballot.
(1) [Resolution No. 1] Re-appointment of Prof. Samir K. Barua (DIN: 00211077) as an Independent Director of the Bank, with
effect from 1st April 2019.
(2) [Resolution No. 2] Re-appointment of Shri Som Mittal (DIN: 00074842) as an Independent Director of the Bank, with effect
from 1st April 2019.
(3) [Resolution No. 3] Re-appointment of Shri Rohit Bhagat (DIN: 02968574) as an Independent Director of the Bank, with effect
from 1st April 2019.
(4) [Resolution No. 4] Issuance of employee stock options, convertible into Equity Shares of ` 2/- each of the Bank, fully paid, to
the eligible Employees/Whole Time Directors of the Bank.
(5) [Resolution No. 5] Issuance of employee stock options, convertible into Equity Shares of ` 2/- each of the Bank, fully paid, to
the eligible Employees/Whole Time Directors of the Subsidiary Companies of the Bank.
The summary of the Postal Ballot results in respect of the said special resolutions, declared on 17th January 2019, are as under:
Resolution No. 1: Re-appointment of Prof. Samir K. Barua (DIN: 00211077) as an Independent Director of the Bank, with effect from
1st April 2019.
No. of votes in favour No. of votes against % of votes in favour % of votes against
Resolution No. 2: Re-appointment of Shri Som Mittal (DIN: 00074842) as an Independent Director of the Bank, with effect from
1st April 2019:
No. of votes in favour No. of votes against % of votes in favour % of votes against
Resolution No. 3: Re-appointment of Shri Rohit Bhagat (DIN: 02968574) as an Independent Director of the Bank, with effect from
1st April 2019.
No. of votes in favour No. of votes against % of votes in favour % of votes against
Resolution No. 4: Issuance of employee stock options, convertible into Equity Shares of ` 2/- each of the Bank, fully paid, to the eligible
Employees/Whole Time Directors of the Bank.
No. of votes in favour No. of votes against % of votes in favour % of votes against
Resolution No. 5: Issuance of employee stock options, convertible into Equity Shares of ` 2/- each of the Bank, fully paid, to the eligible
Employees/Whole Time Directors of the Subsidiary Companies of the Bank.
No. of votes in favour No. of votes against % of votes in favour % of votes against
Axis Bank Limited Axis Bank Limited M/s. Karvy Fintech Private Limited
[CIN:L65110GJ1993PLC020769] ‘Axis House’, C-2, Unit: Axis Bank Limited
‘Trishul’, 3rd Floor, Wadia International Centre, Karvy Selenium Tower B, Plot 31-32,
Opp. Samartheshwar Temple, Pandurang Budhkar Marg, Gachibowli, Financial District,
Law Garden, Ellisbridge, Ahmedabad, Worli, Mumbai, Nanakramguda, Hyderabad,
Gujarat – 380 006. Maharashtra – 400 025. Telangana – 500 032.
Tel. No. : +9179-6630 6161 Tel. No. : +9122-2425 2525 Tel. No. : +91 40-6716 2222
Fax No. : +9179-2640 9321 Fax No. : +9122-2425 1800 Fax No. : +91 40-2300 1153
Email : [email protected] Email : [email protected] Toll Free No. : 1800-345-4001
Email : [email protected]
I confirm that for the year under review, all Directors and Members of the Senior Management of the Bank have affirmed
compliance with the Codes as applicable to them.
Amitabh Chaudhry
Managing Director & CEO
Place : Mumbai
Date : 26th April 2019
1 Axis Capital Axis House, 8th Floor, Wadia U51900MH2005PLC157853 Subsidiary 99.99% 2(87)(ii)
Limited International Centre Pandurang
Budhkar Marg, Worli, Mumbai - 400
025
2 Axis Private Equity Axis House, Bombay Dyeing Mills U66020MH2006PLC165039 Subsidiary 99.99% 2(87)(ii)
Limited Compound, Pandurang Budhkar
Marg, Worli, Mumbai - 400 025
3 Axis Trustee Axis House, Bombay Dyeing Mills U74999MH2008PLC182264 Subsidiary 99.99% 2(87)(ii)
Services Limited Compound, Pandurang Budhkar
Marg, Worli, Mumbai - 400 025
4 Axis Asset Axis House, 1st Floor, C-2, Wadia U65991MH2009PLC189558 Subsidiary 74.99% 2(87)(ii)
Management International Centre, Pandurang
Company Limited Budhkar Marg, Worli,
Mumbai - 400 025
5 Axis Mutual Fund Axis House, 1st Floor, C-2, Wadia U66020MH2009PLC189325 Subsidiary 74.86% 2(87)(ii)
Trustee Limited International Centre, Pandurang
Budhkar Marg, Worli,
Mumbai - 400 025
6 Axis Finance Axis House, Ground Floor, Wadia U65921MH1995PLC212675 Subsidiary 99.99% 2(87)(ii)
Limited International Centre ,Worli,
Mumbai - 400 025
7 Axis Securities Axis House, 8th Floor, Wadia U74992MH2006PLC163204 Subsidiary 99.99% 2(87)(ii)
Limited International Centre Pandurang
Budhkar Marg, Worli,
Mumbai - 400 025
8 Axis Bank UK 4 Chilswell street, 1st Floor, London Foreign Company (07554558) Subsidiary 100% 2(87)(ii)
Limited England, EC1Y 4 UP
9 A.TREDS Limited Axis House, C-2 Wadia International U74999MH2016PLC281452 Subsidiary 67% 2(87)(ii)
Centre, P B Marg, Worli,
Mumbai - 400 025
10 Freecharge 2nd Floor, Plot No. 25, Pusa Road, U74140DL2015PTC275419 Subsidiary 100% 2(87)(ii)
Payment New Delhi-110005
Technologies
Private Limited
11 Accelyst Solutions 1st floor, Corporate Park-2, U72900MH2008PTC185202 Subsidiary 100% 2(87)(ii)
Private Limited Sion - Trombay Road, Near Swastik
Chambers, Chembur,
Mumbai – 400071
12 Axis Capital USA, 1675 South State Street, Suite B, Foreign Company Step down 100% 2(87)(ii)
LLC. Dover, County of Kent, Subsidiary held by
Delaware -19901 Axis
Capital
Limited
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
i) Category-wise Share Holding
Cate Category of Shareholder No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
gory during
Demat Physical Total % of total Demat Physical Total % of
Code the year
shares total
shares
(I) (II) (III) (IV) (V) (VI) (VII) (VIII) (IX) (X) (XI)
(e) Financial Institutions / 67,64,66,421 - 67,64,66,421 26.36 46,79,96,778 - 46,79,96,778 18.20 8.16
Banks
(f) Any Others - - - - - - - - -
Sub-Total A(1) : 67,64,66,421 67,64,66,421 26.36 46,79,96,778 46,79,96,778 18.20 8.16
-2 Foreign
(a) NRIs/Foreign Individuals - - - - - - - - -
(b) Others - Individuals - - - - - - - - -
(c) Bodies Corporate - - - - - - - - -
(d) Banks / Financial - - - - - - - - -
Institutions
(e) Any Others - - - - - - - - -
Sub-Total A(2) : 0 0 0 0.00 0 0 0 0.00 0.00
Total A=A(1)+A(2) 67,64,66,421 0 67,64,66,421 26.36 46,79,96,778 0 46,79,96,778 18.20 8.16
(B) Public Shareholding
-1 Institutions
(a) Mutual Funds 21,24,81,779 - 21,24,81,779 8.28 38,41,94,826 - 38,41,94,826 14.94 -6.66
(b) Banks / Financial 23,30,483 - 23,30,483 0.09 25,23,036 500 25,23,536 0.10 -0.01
Institutions
(c) Central Government - - - - - - - - -
(d) State Government(s) - - - - - - - - -
(e) Venture Capital Funds - - - - - - - - -
(f) Insurance Companies 2,64,29,435 - 2,64,29,435 1.03 5,35,25,902 - 5,35,25,902 2.08 -1.05
(g) Foreign Institutional 1,22,31,30,379 - 1,22,31,30,379 47.66 1,24,22,17,871 - 1,24,22,17,871 48.30 -0.65
Investors
(h) Foreign Venture Capital - - - - - - - - -
Funds
(i) Others (Specify) 8,75,50,610 0 8,75,50,610 3.41 9,14,81,403 0 9,14,81,403 3.56 -0.15
Sub-Total B(1) : 1,55,19,22,686 0 1,55,19,22,686 60.47 1,77,39,43,038 500 1,77,39,43,538 68.98 -8.51
-2 Non-Institutions
(a) Bodies Corporate 6,36,28,325 65,500 6,36,93,825 2.48 9,42,79,671 16,000 9,42,95,671 3.67 -1.19
i. Indian - - - - - - - - -
ii. Overseas - - - - - - - - -
(b) Individuals
(i) Individuals holding 7,97,13,802 68,03,251 8,65,17,053 3.37 7,86,77,198 55,04,806 8,41,82,004 3.27 0.10
nominal share
capital upto
` 1 lakh
(ii) Individuals holding 4,76,19,236 - 4,76,19,236 1.86 4,35,12,538 - 4,35,12,538 1.69 0.16
nominal share
capital in excess of
` 1 lakh
(c) Others
HUF 11,41,119 - 11,41,119 0.04 11,73,199 - 11,73,199 0.05 0.00
Cate Category of Shareholder No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
gory during
Demat Physical Total % of total Demat Physical Total % of
Code the year
shares total
shares
Sr. Name of the Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. Shareholder of the year Decrease in the year
No. of Shares % of total share holding No. of Shares % of total
shares of the shares of the
company company
1 Life Insurance 34,94,51,108 13.62 31-03-2018 34,94,51,108 13.62
Corporation of 01-06-2018 -28,13,587 Transfer 34,66,37,521 13.50
India
08-06-2018 -57,91,402 Transfer 34,08,46,119 13.27
15-06-2018 -51,47,386 Transfer 33,56,98,733 13.07
22-06-2018 -20,300 Transfer 33,56,78,433 13.07
19-10-2018 -5,32,392 Transfer 33,51,46,041 13.04
26-10-2018 -78,37,967 Transfer 32,73,08,074 12.74
02-11-2018 -79,82,417 Transfer 31,93,25,657 12.43
09-11-2018 -28,23,826 Transfer 31,65,01,831 12.32
16-11-2018 -16,00,151 Transfer 31,49,01,680 12.25
23-11-2018 -30,80,810 Transfer 31,18,20,870 12.13
30-11-2018 -54,70,660 Transfer 30,63,50,210 11.92
07-12-2018 -57,43,424 Transfer 30,06,06,786 11.70
14-12-2018 -39,27,193 Transfer 29,66,79,593 11.54
21-12-2018 -49,04,436 Transfer 29,17,75,157 11.35
28-12-2018 -30,24,090 Transfer 28,87,51,067 11.24
31-12-2018 -7,16,200 Transfer 28,80,34,867 11.21
04-01-2019 -41,31,319 Transfer 28,39,03,548 11.05
08-03-2019 -15,24,538 Transfer 28,23,79,010 10.98
15-03-2019 -52,50,459 Transfer 27,71,28,551 10.78
22-03-2019 -32,40,319 Transfer 27,38,88,232 10.65
29-03-2019 -33,04,684 Transfer 27,05,83,548 10.52
27,05,83,548 10.52 31-03-2019 27,05,83,548 10.52
2 Administrator 25,32,70,690 9.87 31-03-2018 25,32,70,690 9.87
of the 15-06-2018 -1,62,36,947 Transfer 23,70,33,743 9.23
Specified
Undertaking 06-07-2018 16,84,196 Transfer 23,87,17,939 9.30
of the Unit 15-02-2019 -7,70,97,136 Transfer 16,16,20,803 6.29
Trust of India - 22-02-2019 -2,47,33,164 Transfer 13,68,87,639 5.32
SUUTI
13,68,87,639 5.32 31-03-2019 13,68,87,639 5.32
3 General 3,72,50,000 1.45 31-03-2018 3,72,50,000 1.45
Insurance 20-04-2018 -20,000 Transfer 3,72,30,000 1.45
Corporation of
India 11-05-2018 -40,000 Transfer 3,71,90,000 1.45
18-05-2018 -1,20,000 Transfer 3,70,70,000 1.44
08-06-2018 -70,000 Transfer 3,70,00,000 1.44
29-06-2018 -56,029 Transfer 3,69,43,971 1.44
03-08-2018 -1,47,651 Transfer 3,67,96,320 1.43
10-08-2018 -2,96,320 Transfer 3,65,00,000 1.42
Sr. Name of the Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. Shareholder of the year Decrease in the year
No. of Shares % of total share holding No. of Shares % of total
shares of the shares of the
company company
17-08-2018 -4,00,000 Transfer 3,61,00,000 1.41
24-08-2018 -1,25,000 Transfer 3,59,75,000 1.40
07-09-2018 -1,55,000 Transfer 3,58,20,000 1.39
14-09-2018 -3,66,198 Transfer 3,54,53,802 1.38
21-09-2018 -1,17,500 Transfer 3,53,36,302 1.38
09-11-2018 -2,00,000 Transfer 3,51,36,302 1.37
23-11-2018 -52,255 Transfer 3,50,84,047 1.37
30-11-2018 -4,84,047 Transfer 3,46,00,000 1.35
07-12-2018 -3,61,414 Transfer 3,42,38,586 1.33
11-01-2019 -1,50,000 Transfer 3,40,88,586 1.33
18-01-2019 -4,47,295 Transfer 3,36,41,291 1.31
25-01-2019 -1,02,705 Transfer 3,35,38,586 1.30
08-02-2019 -4,97,035 Transfer 3,30,41,551 1.29
15-02-2019 10,21,178 Transfer 3,40,62,729 1.33
3,40,62,729 1.32 31-03-2019 3,40,62,729 1.32
4 The New India 2,54,03,585 0.99 31-03-2018 2,54,03,585 0.99
Assurance 01-06-2018 -25,000 Transfer 2,53,78,585 0.99
Company
Limited 08-06-2018 -1,90,000 Transfer 2,51,88,585 0.98
15-06-2018 -1,10,000 Transfer 2,50,78,585 0.98
22-06-2018 -50,000 Transfer 2,50,28,585 0.97
29-06-2018 -20,000 Transfer 2,50,08,585 0.97
13-07-2018 -1,30,000 Transfer 2,48,78,585 0.97
03-08-2018 -86,671 Transfer 2,47,91,914 0.97
10-08-2018 -4,74,802 Transfer 2,43,17,112 0.95
17-08-2018 -1,48,527 Transfer 2,41,68,585 0.94
24-08-2018 -2,15,000 Transfer 2,39,53,585 0.93
31-08-2018 -1,75,000 Transfer 2,37,78,585 0.93
07-09-2018 -1,30,000 Transfer 2,36,48,585 0.92
14-09-2018 -2,48,000 Transfer 2,34,00,585 0.91
21-09-2018 -12,000 Transfer 2,33,88,585 0.91
28-09-2018 -1,70,000 Transfer 2,32,18,585 0.90
23-11-2018 -50,000 Transfer 2,31,68,585 0.90
30-11-2018 -1,50,000 Transfer 2,30,18,585 0.90
07-12-2018 -38,000 Transfer 2,29,80,585 0.89
14-12-2018 -19,000 Transfer 2,29,61,585 0.89
21-12-2018 -2,15,000 Transfer 2,27,46,585 0.89
28-12-2018 -90,000 Transfer 2,26,56,585 0.88
18-01-2019 -3,70,223 Transfer 2,22,86,362 0.87
25-01-2019 -2,22,777 Transfer 2,20,63,585 0.86
Sr. Name of the Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. Shareholder of the year Decrease in the year
No. of Shares % of total share holding No. of Shares % of total
shares of the shares of the
company company
30-11-2018 -97,904 Transfer 18,80,927 0.07
07-12-2018 -96,000 Transfer 17,84,927 0.07
14-12-2018 -50,000 Transfer 17,34,927 0.07
21-12-2018 -95,000 Transfer 16,39,927 0.06
28-12-2018 -77,000 Transfer 15,62,927 0.06
04-01-2019 -40,000 Transfer 15,22,927 0.06
11-01-2019 -1,15,000 Transfer 14,07,927 0.05
18-01-2019 -1,35,000 Transfer 12,72,927 0.05
25-01-2019 -1,49,042 Transfer 11,23,885 0.04
01-02-2019 -1,60,000 Transfer 9,63,885 0.04
08-02-2019 -1,40,000 Transfer 8,23,885 0.03
15-02-2019 -99,809 Transfer 7,24,076 0.03
22-02-2019 -75,000 Transfer 6,49,076 0.03
01-03-2019 -2,50,000 Transfer 3,99,076 0.02
08-03-2019 -75,000 Transfer 3,24,076 0.01
3,24,076 0.01 31-03-2019 Transfer 3,24,076 0.01
7 National 21,34,681 0.08 31-03-2018 21,34,681 0.08
Insurance 18-05-2018 -2,50,000 Transfer 18,84,681 0.07
Company Ltd
10-08-2018 -4,25,000 Transfer 14,59,681 0.06
17-08-2018 -1,75,000 Transfer 12,84,681 0.05
24-08-2018 -85,000 Transfer 11,99,681 0.05
31-08-2018 -85,000 Transfer 11,14,681 0.04
07-09-2018 -55,000 Transfer 10,59,681 0.04
21-09-2018 -20,000 Transfer 10,39,681 0.04
16-11-2018 -1,30,000 Transfer 9,09,681 0.04
11-01-2019 -50,000 Transfer 8,59,681 0.03
08-02-2019 -2,50,000 Transfer 6,09,681 0.02
15-02-2019 -35,000 Transfer 5,74,681 0.02
08-03-2019 -25,000 Transfer 5,49,681 0.02
21,34,681 0.02 31-03-2019 5,49,681 0.02
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Sr. Name of the Shareholder Shareholding at the beginning Date Increase/ Reason Cumulative Shareholding during
No. of the year Decrease in the year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Note:
1. Top ten shareholders of the Bank as on March 31st 2019 have been considered, for the above disclosures.
2. Date of change is the date of the shareholding statement i.e. the date on which the statements of beneficial ownerships is
received from the depositories.
Sr. Name of the Shareholder Shareholding at the beginning of Date Increase/ Reason Cumulative Shareholding during
No. the Year Decrease in the Year
share holding
No. of Shares % of total No. of Shares % of total
shares of the shares of the
company company
Note:
1
Appointed as Managing Director & CEO of the Bank, w.e.f. 1st January 2019.
2
Ceased to be the Managing Director & CEO of the Bank, on expiry of her tenure, w.e.f. the close of business hours on 31st December 2018.
3
Ceased to be the Deputy Managing Director of the Bank, on expiry of his tenure, w.e.f. the close of business hours on 20th December 2018.
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` in crore)
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year - 2018-2019
i) Principal Amount 6,579 1,41,437 - 1,48,016
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 4 2,533 - 2,537
Total (i+ii+iii) 6,583 1,43,970 - 1,50,553
Change in Indebtedness during the financial year
Addition 3,34,278 2,18,662 - 5,52,940
Reduction -3,26,457 -2,25,889 - -5,52,346
Rate Movement - 4,988 - 4,988
Net Change 7,821 -2,239 - 5,582
Indebtedness at the end of the financial year
i) Principal Amount 14,400 1,38,376 - 1,52,776
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 4 3,355 - 3,359
Total (i+ii+iii) 14,404 1,41,731 - 1,56,135
Notes:
1. Deposits accepted by the Bank are in normal course of banking business and an operating activity of the Bank and hence not
included in the indebtedness disclosure.
2. Principal amount represents outstanding balance of borrowings as reported in financial statements as of the beginning and
end of the financial year.
3. Additions also include the effect of exchange rate fluctuation and net change in interest accrued but not due between the
beginning of financial year and the end of financial year.
#
Shri Amitabh Chaudhry was granted stock options, in January 2019, post appointment as Managing Director & CEO of the Bank.
1
Ceased to be the Managing Director & CEO of the Bank on expiry of her tenure, w.e.f. the close of business hours on
31st December 2018.
2
Ceased to be the Deputy Managing Director of the Bank on expiry of his tenure, w.e.f. the close of business hours on
20th December 2018.
* In terms of provision of the Banking Regulations Act, 1949, the provisions relating to Managerial Remuneration under the Companies
Act, 2013 and the Rules made thereunder are not applicable to the Bank.
1 Fee for attending Board / 14,50,000 15,00,000 28,00,000 24,50,000 19,50,000 7,50,000 31,00,000 1,40,00,000
Committee meetings
2 Commission for FY 2017-18 - - - - - - - -
3 Others, please specify - - - - - - - -
Total (1) 14,50,000 15,00,000 28,00,000 24,50,000 19,50,000 7,50,000 31,00,000 1,40,00,000
(in `)
Sr. Particulars of Remuneration of Independent / Rakesh Ketaki B. Baburao*@ Stephen Girish Total Amount
No. Non-Executive Directors Makhija Bhagwati Pagliuca* Paranjpe2
1 Fee for attending Board / Committee 33,50,000 22,50,000 28,00,000 13,50,000 8,00,000 1,05,50,000
meetings
2 Commission for FY 2017-18 - - - - -
3 Others, please specify - - - - - -
Total (2) 33,50,000 22,50,000 28,00,000 13,50,000 8,00,000 1,05,50,000
Total (B)=(1+2) 2,45,50,000
Total Managerial Remuneration (A+B) 17,88,10,795
* Shri B. Babu Rao, Smt. Usha Sangwan and Shri Stephen Pagliuca are Non-Executive (Nominee) Directors of the Bank.
1
Shri Prasad Menon ceased to be an Independent Director of the Bank on expiry of his tenure, w.e.f. the close of business
hours on 8th October 2018.
2 Shri Girish Paranjpe was appointed as Independent Director of the Bank, w.e.f. 2nd November 2018.
@
Sitting fees paid upto 30th September 2018 to Smt. Usha Sangwan (Nominee Director – LIC) and upto 2nd January 2019 to
Shri B. Baburao (Nominee Director – SUUTI) for attending the meetings of the Board/Committees have been credited to the
designated bank account of LIC and SUUTI, respectively. Further, the sitting fees paid after the said date have been credited
to the designated bank account of Smt. Usha Sangwan and Shri B. Baburao respectively.
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD for the financial year 2018-19:
(in `)
Sr. Particulars of Remuneration Jairam Sridharan, Girish V. Koliyote, Total Amount
No. Chief Financial Officer Company Secretary
1. Gross salary
(a)
Salary as per provisions contained 1,19,83,325 77,19,194 1,97,02,519
u/s 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) of the 18,36,424 3,54,260 21,90,684
Income-tax Act, 1961
(c) Profits in lieu of salary u/s 17(3) of the - - -
Income-tax Act, 1961
2. Stock Option (No. of options) 1,00,000 26,000 -
3. Sweat Equity - - -
4. Commission - - -
- as % of profit - -
- others - -
5. Others - - -
Total 1,38,19,749 80,73,454 2,18,93,203
A. Company
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
B. Directors
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
C. Other Officers in Default
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
The information relating to managerial remuneration, in terms of Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, are detailed as under:
(i) The ratio of the remuneration of each Director of the Bank to the median remuneration of the employees of the Bank for the
financial year 2018-19, are as under;
Smt. Shikha Sharma, Managing Director & CEO (Ceased to be Managing Director & CEO of the Bank, 79.7
w.e.f. the close of business hours on 31st December 2018)
Shri Amitabh Chaudhry (Appointed as Managing Director & CEO of the Bank for a period of 3 years, 92.8
w.e.f. 1st January 2019)
Shri V. Srinivasan, Deputy Managing Director (Ceased to be Deputy Managing Director of the Bank, 56.4
w.e.f. the close of business hours on 20th December 2018)
Shri Rajiv Anand, Executive Director (Wholesale Banking) 43.9
Shri Rajesh Dahiya, Executive Director (Corporate Centre) 39.2
Note: All confirmed employees (excluding front line sales force), as on 31st March 2019 have been considered.
(ii) The percentage increase in remuneration of Executive Directors, Chief Financial Officer, Chief Executive Officer and Company
Secretary or Manager, if any, in the financial year 2018-19, are as under;
(iii) The percentage increase in the median remuneration of the said employees of the Bank during the financial year 2018-19,
is as under:
Median remuneration of employees of the Bank increased by 10.66 % in the financial year 2018-19, as compared to the
financial year 2017-18.
(iv) The number of permanent employees on the rolls of the Bank as on 31st March 2019 - The Bank had 61,940 permanent
employees on its rolls, as on 31st March 2019.
(v) Average percentile increase already made in the salaries of employees of the Bank other than its managerial personnel
(viz. Whole Time Directors of the Bank) during the last financial year and its comparison with the percentile increase in the
managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the
managerial remuneration.
Average remuneration increase for non-managerial personnel of the Bank during the financial year 2018-19 was 9.6% and
the average remuneration increase for the said managerial personnel of the Bank was around 7.0 %.
Remuneration increase is dependent on the Bank’s performance as a whole, individual performance level and also market
benchmarks.
(vi) Affirmation that the remuneration is as per the Remuneration Policy of the Bank.
The Comprehensive Remuneration policy of the Bank as approved by the Nomination and the Remuneration Committee of
Directors of the Bank is in line with the Risk Alignment Policy Guidelines issued by the Reserve Bank of India. We affirm that
the remuneration paid to all employees and Whole Time Directors of the Bank is as per the said Policy.
1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a
reference to the web-link to the CSR policy and projects or programs.
The year gone by has been quite memorable for the Bank as it crossed an important milestone in its journey - completion
of 25 years since its incorporation in December 1993. Through this momentous journey, the Bank has witnessed several
transformations, including flagship CSR programs that have sought to redefine the boundaries of social good.
The transformations facilitated by the Bank’s CSR activities - be it economic, social or digital, have left strong imprints in the
communities it has touched through its programs.
The Bank’s CSR philosophy aims to make a meaningful and measurable impact in the lives of the deprived communities across
the country which the Bank achieves through initiatives that seek to create conditions that enable sustainable livelihoods for
the communities it serves. The Bank is continually making efforts to align its CSR activities with various Government Schemes
like MNREGA.
The CSR activities of the Bank are guided by its Corporate Social Responsibility (CSR) Policy which has been formulated and
adopted by the Bank in compliance with the provisions of Section 135 of the Companies Act, 2013 and is hosted on the
Bank’s website www.axisbank.com. The CSR Policy is reviewed annually by the CSR Committee and new focus areas, as
found necessary, are included from time to time.
The Bank executes its CSR activities directly by leveraging its geographical coverage to undertake such initiatives or through
Axis Bank Foundation (ABF) or in association with any other Trust or agencies and entities as deemed suitable.
The CSR activities directly undertaken by the Bank majorly focus on poverty alleviation, promoting financial literacy and
enabling financial inclusion, environmental sustainability, education and skill development and health and sanitation.
The Bank has been continually striving to create a financially literate society. With this aim in mind, ‘Project Akshar’ was
launched in 2017 to provide its users with a simple, intelligent and gamified platform to help them improve their financial
knowledge. The platform has more than 2 lac registered users with a reach of more than 5 lac people with its geographical
presence across the Metros, Tier 2 and Tier 3 cities and the rural areas as well. The program has helped the users to improve
their credit portfolios by learning about credit scores and its impact on their credit health, helped delinquent users understand
the consequences of non-payment and the future implications of these delinquencies. It has played a pivotal role in reducing
the delinquencies by giving the users real-time experience of credit reporting with the help of their virtual credit score feature.
Going forward, the platform intends to spread its outreach across geographies through an ‘Akshar Ambassador Program’
which will be able to spread financial literacy amongst the masses. The platform aspires to become a one-of-its-kind e-learning
platform through adoption of various community based digital practices, which will include a forum where people can post
and resolve their queries and can share their feedback and their success stories with the Bank.
The Bank has been working towards strengthening India’s MSME sector under its ‘Evolve’ initiative, wherein it engages with
the MSME sector through a series of knowledge sharing and skill development sessions. The series marked its 5th edition this
year and will cover 31 cities with an active participation of more than 3,000 SMEs. The series aims to bring forward Thought
Leaders/Experts/Successful Entrepreneurs to give guidance and personal methodologies to SMEs on relevant business topics
so as to help them to overcome challenges and compete in a complex environment with large organisations and agile start-
ups. In a world of start-ups springing new business ideas, creating new demand, the topic this year was how “Innovation
can help SMEs unlock business growth”. Innovation in any form, be it product, process or pricing is the cornerstone for
organisations to remain relevant in the fast paced and rapidly transforming environment they operate in. It is no different
for SMEs, who seek to build long term sustainable businesses. The speakers were industry experts and thought leaders, who
shared their valuable experience and mantras for innovation.
India holds forth a great potential in terms of fostering women and youth empowerment especially in the low income group.
Towards this end, the Bank reached out to women and youth eager to break the shackles of poverty and attain financial
betterment by conducting financial literacy programs. Through a structured program aimed at helping the rural households
maintain their household accounts through efficient use of savings, insurance and investment, offering vocational training to
up-skill the women to earn better and mass awareness camps that help the community to interact with the financial service
providers, the program has been able to bring a gradual turn-around in the lives of these individuals. The Bank is also up-
skilling unemployed youth thus brightening their chances to access better employment opportunities. Healthcare has also
been another aspect where the Bank facilitated basic diagnostic tests to help the individuals get a better grasp of the health
condition and take remedial measures if required. The Bank also pro-actively supported relief measures in disaster-struck
areas like Kerala and Odisha and provided relief kits and other measures aimed at alleviating the hardships of the affected
disaster victims through its program “Axis Sahaayata”.
“Axis DilSe”, the flagship program of the Bank that aspires to promote inclusive growth in border villages through education
and thus create an enduring change in the region entered its 2nd year. The program is aligned to the developmental model of
the Government’s Border Area Development Program (BADP). Through this initiative, the Bank supports the transformation of
108 schools in the remote villages of Leh and Kargil districts of Ladakh region in Jammu & Kashmir.
As part of the program, the Bank this year, enabled the setting-up of ‘DigiLabs’ in the designated schools. The unique feature
of DigiLabs has been that it is all powered by green energy viz: Solar power. The children in 108 schools now have access
to curated educational content to help them familiarize topics in Maths, General Knowledge (GK), Environmental Studies
(EVS), computers and phonetics at a pace that they can be comfortable with and in a joyful manner. The teachers in these
schools have been trained in using the content that helps them impart curricular topics to the students thereby improving their
learning levels. An impact assessment conducted through an independent third party evaluator brought out that the program
has created meaningful impact since its launch including enhanced exposure for the communities, enhanced quality of
infrastructure facilities in the schools and active community and Government involvement.
The digital transformation we have witnessed in these schools in some of the most remote areas of our country reaffirms our
belief in being able to use technology to reach out to the children in these areas and open up new avenues of learning for
them.
The Rights of Persons with Disabilities (RPWD) Act, 2016 is the disability legislation passed by the Indian Parliament to fulfill
its obligation to the United Nations Convention on the Rights of Persons with Disabilities, which India ratified in 2007. With a
view to increase awareness in this regard, the Bank supported an initiative that led to the conduction of a series of campaigns
and seminars across India on the RPWD Act. This initiative also sought to sensitize and equip organizations involved in
skilling of youth to ensure that youth with disabilities are also included in mainstream training programmes.
Recognizing the increasing concern of global warming and its ill effects on the environment, the Bank commenced undertaking
green energy initiatives in its operations in order to reduce its carbon footprint. Towards this end, the Bank has installed
around 5 MW of roof top solar plants in various Branches and Offices since inception of the project in the FY 2014-15. This
includes the largest installation of 1.27 MW at Axis House, Noida at one single location. Further, the Bank has set up a 2
MW solar plant by acquiring 8.59 acres of land at Sonalwadi village, Sangola taluka, Solapur through Open Access System
which can generate 28 lakhs electricity units per annum and aims to reduce 2,296 tons of carbon emissions annually.
The Bank has invested in “Social Transformation” by supporting initiatives aimed at improving the lives of the rural populace.
Set up as a Public Charitable Trust in 2006, Axis Bank Foundation (ABF), the Corporate Social Responsibility (CSR) arm of
Axis Bank Ltd. spearheads the CSR activities of the Bank with a focus on creating Sustainable Livelihoods. The Bank has also
directly partnered with credible NGOs pan-India with an aim to create Sustainable Livelihoods for the intended participants
that lead to an increase in their economic and social up-liftment. The Bank has engaged ABF to supervise and monitor
these projects to ensure that the targeted objectives are met and the desired impact is created. ABF successfully achieved its
first mission of creating 1 million sustainable livelihoods in September 2017. It has now embarked on its next ambition of
impacting 2 million households by 2025.
Within the overarching theme of Sustainable livelihoods are the two sub-themes – Rural Livelihoods and Skill Development.
The Rural Livelihoods program reaches out to small and marginal farmers and the landless in dryland regions by working
on watershed management, agriculture and horticulture enhancement, livestock development, micro-enterprise development
and promoting collectives. The approach is to work in areas that are most challenged and with highly depleted natural
resources. Financial literacy and bank linkages are among the key elements of these programs. Women are significant
contributors to livelihoods and therefore efforts are made to empower them and connect them to enabling platforms. Incidence
of migration tends to be high within rural communities, making women responsible for sustaining local livelihoods. It is,
therefore, imperative to bring women into mainstream activities and the decision making process, thereby improving local
governance. The enabling platforms such as SHGs and Producer Organizations help women take up a more assertive role
that helps a faster transformation, which is also sustainable.
Skill development, on the other hand, includes training rural and peri-urban youth, including Persons with Disabilities (PwDs)
in market-linked vocational skills and connecting them to jobs and/ or preparing them for entrepreneurial activities. It is
important to consider the different aspirations of the rural youth. The practice of women restricting themselves to household
chores and labouring in farms without wages is also changing fast, resulting in the need to create alternate livelihood
engagements for young women through skill development programs. Close to 50% of our trainees are women.
Capacity building is considered as a key attributor for sustainable outcomes and transformative change. First is strengthening
partner organization’s capacities, which in turn addresses their potential to scale viable solutions and collaborate further.
Second is building capacities of communities that comprise of community resource persons and grassroots leaders who are
intrinsically involved with the implementation of core interventions. ABF in parallel, has also focused on developing a learning
culture between their partner organizations and the Foundation. The outcomes evidenced have been social and economic
transformation for the target communities. The sustainable livelihood programs also leverage Government Schemes like
MNREGA. ABF has also signed MoUs with State Governments of Chhattisgarh, Assam, Andhra Pradesh, Kerala, Telangana
and Maharashtra for various CSR interventions. The attempt is to collaborate with governments and other likeminded funders
to scale up the impact and enable faster transformation.
As part of Mission 2 Million (M2M), 4,47,182 households/trainees have been impacted of which 2,10,050 are new
households/trainees onboarded in FY 2018-19. Partnerships have been forged with 29 credible NGOs and the programs
cover 151 Districts in 23 States/UTs.
An illustrative list of various programs and activities supported by ABF can be accessed at www.axisbankfoundation.org.
During the year, the Bank was awarded the CII-ITC Sustainability Award for “Excellence in Corporate Social Responsibility”.
This is the second time, the Bank has been honoured with this award.
For more details on the Bank’s CSR efforts, please refer to the ‘Corporate Social Responsibility (CSR)’ section under
‘Management Discussion and Analysis’ section of the Annual Report, and disclosures made in the Bank’s Sustainability Report
and Axis Bank Foundation’s Annual Report.
2. The Composition of the CSR Committee: Shri Som Mittal (Chairman), Shri Rajesh Dahiya and Shri Rajiv Anand.
3. Average net profit of the company for last three financial years: ` 6,396.98 crore
4. Prescribed CSR Expenditure (two per cent of the amount as in item 3 above): ` 127.94 crore
(a) Total amount spent for the financial year (2018-19): ` 137.59 crore
(c) Manner in which the amount spent during the financial year is detailed in Annexure A.
6. In case the company has failed to spend the two per cent of the average net profit of the last three financial years or any part
thereof, the company shall provide the reasons for not spending the amount in its Board report. - Not applicable
7. The CSR Committee of the Board of Directors hereby confirms that the implementation and monitoring of CSR Policy, is in
compliance with CSR objectives and Policy of the Bank.
S. CSR Project or Activity Sector in which the Projects or Programs Amount Outlay Amount Spent on the Cumulative Amount Spent:
No. identified Project is covered (Budget) Project or Projects or programs Sub- Expenditure up
programs wise heads: to the Reporting
Period
(1) Local area or other (1) Direct Expenditure on Direct or
(2) Specify the State and district where projects or programs was Projects or Programs through
undertaken (2) Overheads implementing
Agency
1.a. Contribution to Axis Bank Livelihood 1. Local area (149 districts) and Others (2 districts) ` 2.76 crore Direct expenditure: ` 451.05 Through
Foundation and its partner enhancement, 2. Andhra Pradesh (8 districts), Assam (2 districts), Bihar (For 2018-19) ` 2.76 crore crore Axis Bank
NGOs towards undertaking vocational (3 districts), Chandigarh UT (1 district), Chattisgarh (9 districts), Overheads: Nil (Contribution to Foundation
CSR activities as per the skills training, Delhi (3 districts), Gujarat (8 districts), Jharkhand (24 districts), the corpus of Axis and its partner
focus areas and programs conservation of Karnataka (4 districts), Kerala (4 districts), Madhya Pradesh Bank Foundation NGOs
areas listed in Axis Bank’s natural resources (14 districts), Maharashtra (14 districts), Meghalaya (1 district), and its partner
‘Policy for Corporate Social and rural Odisha (8 districts), Puducherry UT (1 district), Punjab (2 districts), NGOs since
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration
Personnel) Rules, 2014]
To
The Members
Axis Bank Limited
Trishul, 3rd Floor,
Opp. Samartheshwar Temple,
Law Garden Ellisbridge,
Ahmedabad – 380 006
Gujarat
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Axis Bank Limited -CIN No. L65110GJ1993PLC020769 (hereinafter called the ‘Bank’) for the audit period
covering April 01, 2018 to March 31, 2019, (the ‘audit period’). Secretarial Audit was conducted in a manner that provided us a
reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verification of the Bank’s books, papers, minute books, forms and returns filed and other records maintained by
the Bank and also the information provided by the Bank, its officers, agents and authorized representatives during the conduct
of Secretarial Audit, we hereby report that in our opinion, the Bank has, during the audit period complied with the statutory
provisions listed hereunder and also that the Bank has proper Board processes and compliance mechanism in place to the extent,
in the manner and subject to the reporting made hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Bank for the
audit period, according to the provisions of:
(i) The Companies Act, 2013 (‘the Act’) and the Rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 and the Rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) The Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct
Investment;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI
Act’):
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
(d) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008,
(e) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
(f) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(g) The Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992; and
(h) The Securities and Exchange Board of India (Banker to Issue) Regulations, 1994.
(vi) The Banking Regulation Act, 1949, as specifically applicable to the Bank
We have also examined compliance with the applicable clauses of the Secretarial Standards issued by the Institute of Company
Secretaries of India related to Board Meetings and General Meetings.
During the audit period, the Bank has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards etc.
mentioned above.
During the period under review, provisions of the following regulations were not applicable to the Bank:
(i) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
(ii) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; and
(iii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct
Investment.
1. Shri Prasad R. Menon, Independent Director of the Bank has ceased to hold office as an Independent Director of the Bank,
with effect from the close of business hours on Monday, 8th October 2018.
2. The Board of Directors in its meeting held on November 2, 2018 approved appointment of Shri Girish Paranjpe as an
Additional Independent Director of the Bank, with effect from 2nd November 2018 upto 1st November 2022 (both days
inclusive). The said appointment was approved by the Shareholders of the Bank through Postal Ballot on 17th January 2019.
3. The Board of Directors in its meeting held on 8th December 2018 approved appointment of Shri Amitabh Chaudhry as an
Additional Director of the Bank and as the Managing Director & CEO of the Bank, for a period of 3 years, with effect from
1st January 2019 up to 31st December 2021 (both days inclusive). The said appointment was approved by the Reserve Bank
of India and by the Shareholders of the Bank, through Postal Ballot on 17th January 2019.
4. The Board of Directors in its meeting held on 8th December 2018 approved the re-appointment of Prof. Samir Barua, Shri
Som Mittal and Shri Rohit Bhagat as Independent Directors of the Bank for their second consecutive term with effect from
1st April 2019. The said re-appointments were approved by the Shareholders of the Bank, through Postal Ballot on 17th
January 2019.
5. Shri V. Srinivasan, Deputy Managing Director of the Bank has retired from the services of the Bank and has accordingly
ceased to be the Whole Time Director (designated as Deputy Managing Director) of the Bank, with effect from the close of
business hours on 20th December 2018.
7. The Board of Directors of the Bank at its meeting held on 12th March 2019, approved the appointment of Shri Rakesh
Makhija, Independent Director as the Non-Executive (Part-time) Chairman of the Bank, for a period of 3 years, with effect
from 18th July 2019 upto 17th July 2022 (both days inclusive), subject to the approval of the Reserve Bank of India and the
Shareholders of the Bank.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least
seven days in advance, and where the same were given at shorter notice than seven days, prior consent thereof were obtained,
and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and
for meaningful participation at the meeting.
Decisions at the meetings of the Board of Directors of the Bank and its Committees were carried through on the basis of majority.
There were no dissenting views by any member of the Board of Directors of the Bank during the audit period.
1. During the Quarter 1 i.e. from April 01, 2018 to June 30, 2018 an aggregate 14,01,750 equity shares of ` 2/- each were
allotted.
2. During the Quarter 2 i.e. from July 01, 2018 to September 30, 2018 an aggregate of 11,74,530 equity shares of ` 2/- each
were allotted.
3. During the Quarter 3 i.e. from October 01, 2018 to December 31, 2018 an aggregate of 7,94,555 equity shares of ` 2/-
each were allotted.
4. During the Quarter 4 i.e. from January 01, 2019 to March 31, 2019 an aggregate of 17,35,100 equity shares of ` 2/- each
were allotted.
We further report that the Committee of Whole Time Directors through its Circular Resolution passed on 28th December 2018
approved the allotment of 30,000 Senior Unsecured Redeemable Non-Convertible Debentures (Series- 4) of ` 10 lakh each for
cash at par aggregating to ` 3000 crore on a private placement basis.
Note: This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this
report.
Annexure A
To,
The Members,
Axis Bank Limited
Secretarial Audit Report of even date is to be read along with this letter.
1. The compliance of provisions of all laws, rules, regulations, standards applicable to Axis Bank Limited (the ‘Bank’) is the
responsibility of the management of the Bank. Our examination was limited to the verification of records and procedures on
test check basis for the purpose of issue of the Secretarial Audit Report.
2. Maintenance of secretarial and other records of applicable laws is the responsibility of the management of the Bank. Our
responsibility is to issue Secretarial Audit Report, based on the audit of the relevant records maintained and furnished to us
by the Bank, along with explanations where so required.
3. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the secretarial and other legal records, legal compliance mechanism and corporate conduct.
The verification was done on test check basis to ensure that correct facts as reflected in secretarial and other records were
produced to us. We believe that the processes and practices we followed, provides a reasonable basis for our opinion for
the purpose of issue of the Secretarial Audit Report.
4. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Bank.
5. Wherever required, we have obtained the management representation about the compliance of laws, rules and regulations
and major events during the audit period.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Bank nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Bank.
To
The Members
Axis Bank Limited
Trishul, 3rd Floor,
Opp. Samartheshwar Temple,
Law Garden Ellisbridge,
Ahmedabad – 380 006
Gujarat
We have examined the relevant books, papers, minute books, forms and returns filed, Notices received from the Directors during
the financial Year 2018-19, and other records maintained by the Company and also the information provided by the Company,
its officers, agents and authorised representatives of Axis Bank Limited CIN No. L65110GJ1993PLC020769 (hereinafter
called the ‘Bank’) having its Registered office at Trishul, 3rd Floor, Opp. Samartheshwar Temple, Law Garden Ellisbridge,
Ahmedabad, Gujarat for the purpose of issue of a Certificate, in accordance with Regulation 34 (3) read with Schedule V Para-C
Sub clause 10 (i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) 2015 (LODR),
as amended vide notification no [SEBI/LAD/NRO/GN/2018/10 dated May 9, 2018 issued by SEBI.
In our opinion and to the best of our knowledge and based on such examination as well as information and explanations furnished
to us, which to the best of our knowledge and belief were necessary for the purpose of issue of this certificate and based on
such verification as considered necessary, we hereby certify that None of the Directors stated below who are on the Board of the
Company as on 31st March 2019 have been debarred or disqualified from being appointed or continuing as Directors of the
Companies by Securities and Exchange Board of India or The Ministry of Corporate Affairs or any such other statutory authority.
Date of Appointment
S. No. Name of the Director DIN
in the Company
1 Dr. Sanjiv Misra 03075797 08.03.2013
2 Shri Amitabh Chaudhry 00531120 01.01.2019
3 Shri Samirkumar Barua 00211077 22.07.2011
4 Shri Som Mittal 00074842 22.10.2011
5 Shri Rohit Bhagat 02968574 16.01.2013
6 Smt. Usha Sangwan 02609263 17.10.2013
7 Shri Srinivasan Vishvanathan 02255828 11.02.2015
8 Shri Rakesh Makhija 00117692 27.10.2015
9 Smt. Ketaki Bhagwati 07367868 19.01.2016
10 Shri Baburao Busi 00425793 19.01.2016
11 Shri Stephen Pagliuca 07995547 19.12.2017
12 Shri Girish Paranjpe 02172725 02.11.2018
13 Shri Rajiv Anand 02541753 12.05.2016
14 Shri Rajesh Kumar Dahiya 07508488 12.05.2016
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
155-312
Financial Statements
156 Independent Auditor’s Report - Standalone Financial Statements
164 Standalone Financial Statements
251 Independent Auditor’s Report - Consolidated Financial Statements
260 Consolidated Financial Statements
311 Form AOC 1
312 Basel III Disclosures
Opinion
We have audited the accompanying standalone financial statements of Axis Bank Limited (“the Bank”), which comprise the
Balance Sheet as at March 31, 2019, the Profit and Loss Account and the Cash Flow Statement for the year then ended and notes
to the standalone financial statements including a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial
statements give the information required by the Banking Regulation Act, 1949 as well as the Companies Act, 2013 (“the Act”) in
the manner so required for banking companies and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Bank as at March 31, 2019, its profit and its cash flows for the year ended on that
date.
Other Information
The Bank’s Board of Directors is responsible for the other information. The other information comprises the information included
in the Directors’ Report forming part of the Annual Report, but does not include the standalone financial statements, consolidated
financial statements and our auditor’s report thereon and the Pillar III Disclosures under the New Capital Adequacy Framework
(Basel III disclosures). The Director’s Report is expected to be made available to us after the date of this report.
Our opinion on the standalone financial statements does not cover the other information and the Basel III disclosures and
accordingly, we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
When we read the Director’s Report, if we conclude that there is a material misstatement therein, we are required to communicate
the matter to those charged with governance.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Bank’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of
these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows
of the Bank in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified
under section 133 of the Act, read with relevant rules issued thereunder, provision of section 29 of the Banking Regulation Act,
1949 and the circulars, guidelines and directions issued by Reserve Bank of India (“RBI”) from time to time. This responsibility also
includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets
of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are
free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Bank’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Bank’s financial reporting process.
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Bank has adequate internal financial controls with reference to standalone financial statements in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the Bank’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Bank to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and
whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Matter
The standalone financial statements of the Bank for the previous year ended March 31, 2018, were audited by another firm of
Chartered Accountants who have expressed an unmodified opinion on those statements vide their report dated April 26, 2018.
(2) As required under section 143 (3) of the Act and Section 30(3) of the Banking Regulation Act, 1949, we report that:
a. We have sought and obtained all the information and explanations which, to the best of our knowledge and belief,
were necessary for the purpose of our audit and have found them to be satisfactory;
b. In our opinion, the transactions of the Bank, which have come to our notice, have been within the powers of the Bank;
c. The financial accounting systems of the Bank are centralized and therefore, accounting returns for the purpose of
preparing financial statements are not required to be submitted by the branches; we have visited 120 branches for
the purpose of our audit;
d. In our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our
examination of those books;
e. The Balance Sheet, the Profit and Loss Account, and the Cash Flow Statement dealt with by this report are in
agreement with the books of account;
f. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under
section 133 of the Act read with relevant rules issued thereunder to the extent they are not inconsistent with the
accounting policies prescribed by RBI;
g. On the basis of the written representations received from the directors as on March 31, 2019, and taken on record
by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a
director in terms of section 164(2) of the Act;
h. With respect to the adequacy of the internal financial controls with reference to financial statements of the Bank and
the operating effectiveness of such controls, we give our separate report in “Annexure”;
i. With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section
197(16) of the Act, as amended;
In our opinion and to the best of our information and according to the explanations given to us, requirements
prescribed under section 197 of the Act is not applicable by virtue of section 35B (2A) of the Banking Regulation Act,
1949.
j. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Bank has disclosed the impact of pending litigations on its financial position in its standalone financial
statements – Refer Schedule 12 - Contingent Liabilities to the standalone financial statements;
ii. The Bank has made provision, as required under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Bank.
Purushottam Nyati
Partner
Membership No. 118970
Place: Mumbai
Date: April 25, 2019
[Referred to in paragraph 3 (h) under ‘Report on Other Legal and Regulatory Requirements’ in the Independent Auditor’s Report
of even date to the members of Axis Bank Limited on the standalone Financial Statements for the year ended March 31, 2019]
Report on the Internal Financial Controls with reference to Standalone Financial Statements under clause (i) of sub-
section 3 of section 143 of the Companies Act, 2013 (“the Act”)
We have audited the internal financial controls with reference to Standalone Financial Statements of Axis Bank Limited (“the Bank”)
as of March 31, 2019 in conjunction with our audit of the standalone Financial Statements of the Bank for the year ended on
that date.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Bank’s internal financial controls with reference to Standalone Financial
Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing
specified under section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both issued by the
ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether adequate internal financial controls with reference to Standalone Financial Statements
was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with
reference to Standalone Financial Statements and their operating effectiveness.
Our audit of internal financial controls with reference to Standalone Financial Statements included obtaining an understanding of
internal financial controls with reference to Standalone Financial Statements, assessing the risk that a material weakness exists,
and testing and evaluating the design and operating effectiveness of internal controls based on the assessed risk. The procedures
selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the Standalone
Financial Statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Bank’s internal financial controls with reference to Standalone Financial Statements.
with generally accepted accounting principles, and that receipts and expenditures of the Bank are being made only in accordance
with authorisations of management and directors of the Bank; and (3) provide reasonable assurance regarding prevention or
timely detection of unauthorised acquisition, use, or disposition of the Bank’s assets that could have a material effect on the
Standalone Financial Statements.
Inherent Limitations of Internal Financial Controls with reference to Standalone Financial Statements
Because of the inherent limitations of internal financial controls with reference to Standalone Financial Statements, including the
possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur
and not be detected. Also, projections of any evaluation of the internal financial controls with reference to Standalone Financial
Statements to future periods are subject to the risk that the internal financial controls with reference to Standalone Financial
Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Bank has, in all material respects, an adequate internal financial controls with reference to Standalone Financial
Statements and such internal financial controls with reference to Standalone Financial Statements were operating effectively as at
March 31, 2019, based on the internal control with reference to Standalone Financial Statements criteria established by the Bank
considering the essential components of internal controls stated in the Guidance Note issued by the ICAI.
Purushottam Nyati
Partner
Membership No. 118970
Place: Mumbai
Date: April 25, 2019
(` in Thousands)
Schedule As at As at
No. 31-03-2019 31-03-2018
Capital and Liabilities
Capital 1 5,143,290 5,133,078
Reserves & Surplus 2 661,619,666 629,319,518
Deposits 3 5,484,713,409 4,536,227,223
Borrowings 4 1,527,757,792 1,480,161,446
Other Liabilities and Provisions 5 330,731,159 262,454,534
Total 8,009,965,316 6,913,295,799
Assets
Cash and Balances with Reserve Bank of India 6 350,990,339 354,810,577
Balances with Banks and Money at Call and Short Notice 7 321,056,014 79,738,329
Investments 8 1,749,692,759 1,538,760,827
Advances 9 4,947,979,721 4,396,503,045
Fixed Assets 10 40,366,358 39,716,792
Other Assets 11 599,880,125 503,766,229
Total 8,009,965,316 6,913,295,799
Contingent Liabilities 12 7,557,652,685 7,352,976,985
Bills for Collection 519,728,573 495,656,026
Significant Accounting Policies and Notes to Accounts 17 & 18
Schedules referred to above form an integral part of the Balance Sheet
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
(` in Thousands)
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
(` in Thousands)
Year ended Year ended
31-03-2019 31-03-2018
Adjustments for:
Provision for Non Performing Assets (including bad debts) 102,214,828 165,987,074
Profit/(loss) on sale of land, buildings and other assets (net) 229,014 163,809
199,273,726 162,048,607
Adjustments for:
(` in Thousands)
Year ended Year ended
31-03-2019 31-03-2018
Proceeds/(Repayment) from issue of subordinated debt, perpetual debt & upper Tier II instruments (net) (17,000,000) 81,109,364
Increase/(Decrease) in borrowings (excluding subordinated debt, perpetual debt & upper Tier II 64,596,346 348,743,388
instruments)(net)
Proceeds from share premium (net of share issue expenses) 1,706,853 87,864,789
Cash and cash equivalents at the beginning of the year 434,548,906 502,561,831
Cash and cash equivalents at the end of the year 672,046,353 434,548,906
Cash and Balances with Reserve Bank of India (Refer Schedule 6) 350,990,339 354,810,577
Balances with Banks and Money at Call and Short Notice (Refer Schedule 7) 321,056,014 79,738,329
Cash and cash equivalents at the end of the year 672,046,353 434,548,906
2.
Amount of Corporate Social Responsibility related expenses spent during the year in cash
`137.02 crores (previous year `126.50 crores)
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
Schedule 1 - Capital
(` in Thousands)
As at As at
31-03-2019 31-03-2018
Authorised Capital
4,250,000,000 (Previous year - 4,250,000,000) Equity Shares of `2/- each 8,500,000 8,500,000
Issued, Subscribed and Paid-up capital
2,571,644,871 (Previous year - 2,566,538,936) Equity Shares of `2/- each fully paid-up 5,143,290 5,133,078
IX. Balance in Profit & Loss Account brought forward 259,282,759 230,430,518
Adjustments during the year* (16,052,806) -
Balance in Profit & Loss Account 243,229,953 230,430,518
Total 661,619,666 629,319,518
* represents provision towards Land held as non-banking asset which will be reversed and recognised through profit and loss account in the subsequent quarters of
the next financial year as advised by RBI. Refer Schedule 18 (1.1.44)
Schedule 3 - Deposits
(` in Thousands)
As at As at
31-03-2019 31-03-2018
A. I. Demand Deposits
(i) From banks 47,219,608 58,821,218
(ii) From others 845,433,682 897,674,284
II. Savings Bank Deposits 1,541,288,064 1,482,020,475
III. Term Deposits
(i) From banks 232,371,412 125,623,957
(ii) From others 2,818,400,643 1,972,087,289
Total 5,484,713,409 4,536,227,223
B. I. Deposits of branches in India 5,466,197,810 4,513,153,671
II. Deposits of branches outside India 18,515,599 23,073,552
Total 5,484,713,409 4,536,227,223
Schedule 4 - Borrowings
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. Borrowings in India
(i) Reserve Bank of India 144,000,000 61,000,000
(ii) Other banks #
2,785,000 12,017,000
(iii) Other institutions & agencies ** 683,583,472 687,948,202
II. Borrowings outside India 697,389,320 719,196,244
Total 1,527,757,792 1,480,161,446
Secured borrowings included in I & II above 144,000,000 65,837,380
# Borrowings from other banks include Subordinated Debt of `35.00 crores (previous year `35.00 crores) in the nature of Non-Convertible Debentures and Perpetual
Debt of `50.00 crores (previous year `50.00 crores) [Refer Note 18 (1.1.2)]
** Borrowings from other institutions & agencies include Subordinated Debt of `19,470.00 crores (previous year `21,170.00 crores) in the nature of Non-Convertible
Debentures and Perpetual Debt of `6,950.00 crores (previous year `6,950.00 crores) [Refer Note 18 (1.1.2)]
Schedule 7 - Balances with Banks and Money at Call and Short Notice
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. In India
(i) Balance with Banks
(a) in Current Accounts 2,419,842 1,199,457
(b) in Other Deposit Accounts 31,712,577 30,987,346
(ii) Money at Call and Short Notice
(a) With banks - -
(b) With other institutions 191,610,699 -
Total 225,743,118 32,186,803
II. Outside India
(i) in Current Accounts 42,478,364 20,263,092
(ii) in Other Deposit Accounts 5,177,257 11,537,816
(iii) Money at Call & Short Notice 47,657,275 15,750,618
Total 95,312,896 47,551,526
Grand Total (i+ii) 321,056,014 79,738,329
Schedule 8 - Investments
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. Investments in India in -
(i) Government Securities## 1,168,229,051 1,013,545,679
(ii) Other approved securities - -
(iii) Shares 9,594,584 15,255,309
(iv) Debentures and Bonds 392,845,209 306,537,689
(v) Investment in Subsidiaries/Joint Ventures 18,027,821 17,931,421
(vi) Others (Mutual Fund units, CD/CP, PTC etc.) 112,641,005 152,548,130
Total Investments in India 1,701,337,670 1,505,818,228
II. Investments outside India in -
(i) Government Securities (including local authorities) 34,164,807 26,984,150
(ii) Subsidiaries and/or Joint Ventures abroad 4,833,428 2,995,712
(iii) Others (Equity Shares and Bonds) 9,356,854 2,962,737
Total Investments outside India 48,355,089 32,942,599
Grand Total (i+ii) 1,749,692,759 1,538,760,827
## Includes securities costing `29,283.94 crores (previous year `27,588.43 crores) pledged for availment of fund transfer facility, clearing facility and margin
requirements
Schedule 9 - Advances
(` in Thousands)
As at As at
31-03-2019 31-03-2018
@ Includes Priority Sector Shortfall Deposits of `28,161.77 crores (previous year `21,479.30 crores)
$ Represents balance net of provision of `2,208.61 crores on Land held as non-banking asset and provision of `2.09 crores on other non banking assets (Previous
year Nil)
As at As at
31-03-2019 31-03-2018
1 Background
Axis Bank Limited (‘the Bank’) was incorporated in 1993 and provides a complete suite of corporate and retail banking
products. The Bank is primarily governed by the Banking Regulation Act, 1949. The Bank has overseas branches at
Singapore, Hong Kong, DIFC - Dubai, Shanghai and Colombo and an Offshore Banking Unit at International Financial
Service Centre (IFSC), Gujarat International Finance Tec-City (GIFT City), Gandhinagar, India.
2 Basis of preparation
The financial statements have been prepared and presented under the historical cost convention on the accrual basis of
accounting in accordance with the generally accepted accounting principles in India, unless otherwise stated by Reserve
Bank of India (‘RBI’), to comply with the statutory requirements prescribed under the Third Schedule of the Banking Regulation
Act, 1949, the circulars, notifications and guidelines issued by RBI from time to time and the Accounting Standards notified
under Section 133 of the Companies Act, 2013 read together with paragraph 7 of the Companies (Accounts) Rules, 2014
and the Companies (Accounting Standards) Amendment Rules, 2016 to the extent applicable and practices generally
prevalent in the banking industry in India.
3 Use of estimates
The preparation of the financial statements in conformity with the generally accepted accounting principles requires the
Management to make estimates and assumptions that affect the reported amounts of assets and liabilities (including
contingent liabilities) at the date of the financial statements, revenues and expenses during the reporting period. Actual
results could differ from those estimates. The Management believes that the estimates used in the preparation of the financial
statements are prudent and reasonable. Any revisions to the accounting estimates are recognised prospectively in the
current and future periods.
Investments that the Bank intends to hold till maturity are classified under the HTM category. Investments in the equity
of subsidiaries/joint ventures are categorised as HTM in accordance with the RBI guidelines.
However, for disclosure in the Balance Sheet, investments in India are classified under six categories - Government
Securities, Other approved securities, Shares, Debentures and Bonds, Investment in Subsidiaries/Joint Ventures and
Others.
Investments made outside India are classified under three categories – Government Securities, Subsidiaries and/or
Joint Ventures abroad and Others.
Acquisition cost
Costs including brokerage and commission pertaining to investments, paid at the time of acquisition, are charged to
the Profit and Loss Account.
Valuation
Investments classified under the HTM category: Investments are carried at acquisition cost unless it is more than the face
value, in which case the premium is amortised over the period remaining to maturity on a constant yield to maturity
basis. In terms of RBI guidelines, discount on securities held under HTM category is not accrued and such securities
are held at the acquisition cost till maturity.
Investments classified under the AFS and HFT categories: Investments under these categories are marked to market. The
market/fair value of quoted investments included in the ‘AFS’ and ‘HFT’ categories is the market price of the scrip
as available from the trades/quotes on the stock exchanges or prices declared by Primary Dealers Association of
India (‘PDAI’) jointly with Fixed Income Money Market and Derivatives Association of India (‘FIMMDA’)/Financial
Benchmark India Private Limited (‘FBIL’), periodically. Net depreciation, if any, within each category of each investment
classification is recognised in the Profit and Loss Account. The net appreciation, if any, under each category of each
investment classification is ignored. The depreciation on securities acquired by way of conversion of outstanding
loans is provided in accordance with the RBI guidelines. The book value of individual securities is not changed
consequent to the periodic valuation of investments.
Non-performing investments are identified and provision is made thereon as per RBI guidelines.
Treasury Bills, Exchange Funded Bills, Commercial Paper and Certificate of Deposits being discounted instruments,
are valued at carrying cost.
Units of mutual funds are valued at the latest repurchase price/net asset value declared by the mutual fund.
Market value of investments where current quotations are not available, is determined as per the norms prescribed by
the RBI as under:
• the market/fair value of unquoted government securities which are in the nature of Statutory Liquidity Ratio
(‘SLR’) securities included in the AFS and HFT categories is computed as per the rates published by FIMMDA/
FBIL;
• in case of unquoted bonds, debentures and preference shares where interest/dividend is received regularly
(i.e. not overdue beyond 90 days), the market price is derived based on the YTM for Government Securities as
published by FIMMDA/PDAI/FBIL and suitably marked up for credit risk applicable to the credit rating of the
instrument. The matrix for credit risk mark-up for each category and credit ratings along with residual maturity
issued by FIMMDA/FBIL is adopted for this purpose;
• in case of bonds and debentures (including Pass Through Certificates) where interest is not received regularly
(i.e. overdue beyond 90 days), the valuation is in accordance with prudential norms for provisioning as
prescribed by RBI;
• equity shares, for which current quotations are not available or where the shares are not quoted on the stock
exchanges, are valued at break-up value (without considering revaluation reserves, if any) which is ascertained
from the company’s latest Balance Sheet. In case the latest Balance Sheet is not available, the shares are valued
at `1 per company;
• units of Venture Capital Funds (‘VCF’) held under AFS category where current quotations are not available are
valued based on the latest audited financials of the fund. In case the audited financials are not available for
a period beyond 18 months, the investments are valued at `1 per VCF. Investment in unquoted VCF after 23
August, 2006 are categorised under HTM category for the initial period of three years and valued at cost as
per RBI guidelines and
• in case of investments in security receipts on or after 1 April, 2017 which are backed by more than 50 percent
of the stressed assets sold by the Bank, provision for depreciation in value is made at the higher of - provisioning
rate required in terms of net asset value declared by the Reconstruction Company (‘RC’)/Securitisation Company
(‘SC’) or the provisioning rate as per the extant asset classification and provisioning norms as applicable to the
underlying loans, assuming that the loan notionally continued in the books of the bank. All other investments in
security receipts are valued as per the NAV obtained from the issuing RC/SCs.
Investments in subsidiaries/joint ventures are categorised as HTM and assessed for impairment to determine permanent
diminution, if any, in accordance with the RBI guidelines.
All investments are accounted for on settlement date, except investments in equity shares which are accounted for on
trade date.
Disposal of investments
Investments classified under the HTM category: Realised gains are recognised in the Profit and Loss Account and
subsequently appropriated to Capital Reserve account (net of taxes and transfer to statutory reserves) in accordance
with the RBI guidelines. Losses are recognised in the Profit and Loss Account.
Investments classified under the AFS and HFT categories: Realised gains/losses are recognised in the Profit and Loss
Account.
Short Sales
In accordance with the RBI guidelines, the Bank undertakes short sale transactions in Central Government dated
securities. The short positions are reflected in ‘Securities Short Sold (‘SSS’) A/c’, specifically created for this purpose.
Such short positions are categorised under HFT category and netted off from investments in the Balance Sheet. These
positions are marked-to-market along with the other securities under HFT portfolio and the resultant mark-to-market
gains/losses are accounted for as per the relevant RBI guidelines for valuation of investments discussed earlier.
NPAs are classified into sub-standard, doubtful and loss assets based on the criteria stipulated by the RBI. Advances
held at the overseas branches that are identified as impaired as per host country regulations for reasons other
than record of recovery, but which are standard as per the RBI guidelines, are classified as NPAs to the extent of
amount outstanding in the host country. Provisions for NPAs are made for sub-standard and doubtful assets at rates
as prescribed by the RBI with the exception for agriculture advances and schematic retail advances. In respect of
schematic retail advances, provisions are made in terms of a bucket-wise policy upon reaching specified stages of
delinquency (90 days or more of delinquency) under each type of loan, which satisfies the RBI prudential norms on
provisioning. Provisions in respect of agriculture advances classified into sub-standard and doubtful assets are made
at rates which are higher than those prescribed by the RBI. Provisions for advances booked in overseas branches,
which are standard as per the RBI guidelines but are classified as NPAs based on host country guidelines, are made
as per the host country regulations. In case of NPAs referred to National Company Law Tribunal (NCLT) under
Insolvency and Bankruptcy Code (IBC) where resolution plan or liquidation order has been approved by NCLT,
provision is maintained at higher of the requirement under RBI guidelines or the likely haircut as per resolution plan
or liquidation order.
Restructured assets are classified and provided for in accordance with the guidelines issued by RBI from time to time.
Loss assets and unsecured portion of doubtful assets are provided/written off as per the extant RBI guidelines.
Amounts recovered against debts written off are recognised in the Profit and Loss account and included under “Other
Income”.
The Bank holds provision in accordance with the RBI guidelines, on assets where change in ownership under Strategic
Debt Restructuring (SDR) scheme/Outside SDR scheme has been implemented before 12 February, 2018 or Scheme
for Sustainable Structuring of Stressed Asset (S4A) has been implemented before 12 February, 2018.
In respect of borrowers classified as non-cooperative and willful defaulters, the Bank makes accelerated provisions as
per extant RBI guidelines.
Loans reported as fraud are classified as loss assets, and fully provided immediately without considering the value of
security.
For entities with Unhedged Foreign Currency Exposure (UFCE), provision is made in accordance with the guidelines
issued by RBI, which requires to ascertain the amount of UFCE, estimate the extent of likely loss and estimate the
riskiness of unhedged position. This provision is classified under Schedule 5 – Other Liabilities in the Balance Sheet.
The Bank maintains a general provision on standard advances at the rates prescribed by RBI other than for corporate
standard advances rated ‘BB and Below’ and all SMA-2 advances as reported to CRILC, where general provision is
maintained at rates that are higher than those prescribed by RBI. In case of overseas branches, general provision on
standard advances is maintained at the higher of the levels stipulated by the respective overseas regulator or RBI. The
Bank also maintains general provision on positive Mark-to-Market (MTM) on derivatives at the rates prescribed by RBI.
Under its home loan portfolio, the Bank offers housing loans with certain features involving waiver of Equated Monthly
Installments (‘EMIs’) of a specific period subject to fulfilment of a set of conditions by the borrower. The Bank makes
provision against the probable loss that could be incurred in future on account of waivers to eligible borrowers in
respect of such loans based on actuarial valuation conducted by an independent actuary. This provision is classified
under Schedule 5 – Other Liabilities in the Balance Sheet.
5.4 Securitisation
The Bank enters into purchase/sale of corporate and retail loans through direct assignment/Special Purpose Vehicle
(‘SPV’). In most cases, post securitisation, the Bank continues to service the loans transferred to the assignee/SPV.
The Bank also provides credit enhancement in the form of cash collaterals and/or by subordination of cash flows to
Senior Pass through Certificate (‘PTC’) holders. In respect of credit enhancements provided or recourse obligations
(projected delinquencies, future servicing etc.) accepted by the Bank, appropriate provision/disclosure is made at
the time of sale in accordance with AS-29, Provisions, Contingent Liabilities and Contingent Assets as notified under
Section 133 of the Companies Act, 2013 read together with paragraph 7 of the Companies (Accounts) Rules, 2014
and the Companies (Accounting Standards) Amendment Rules, 2016.
In accordance with RBI guidelines of 7 May, 2012, on ‘Guidelines on Securitisation of Standard Assets’, gain
on securitisation transaction is recognised over the period of the underlying securities issued by the SPV. Loss on
securitisation is immediately debited to the Profit and Loss Account.
Financial statements of foreign branches classified as non-integral foreign operations as per the RBI guidelines are
translated as follows:
• Assets and liabilities (both monetary and non-monetary as well as contingent liabilities) are translated at closing
exchange rates notified by FEDAI at the Balance Sheet date.
• Income and expenses are translated at the rates prevailing on the date of the transactions.
• All resulting exchange differences are accumulated in a separate ‘Foreign Currency Translation Reserve’ till the
disposal of the net investments. Any realised gains or losses on such disposal are recognised in the Profit and
Loss Account.
Outstanding forward exchange contracts including tom/spot contracts (excluding currency swaps undertaken to
hedge foreign currency assets/liabilities and funding swaps which are not revalued) are revalued at year end on
PV basis by discounting the forward value till spot date and converting the FCY amount using the respective spot
rates as notified by FEDAI. The resulting gains or losses on revaluation are included in the Profit and Loss Account in
accordance with RBI/FEDAI guidelines.
Premium/discount on currency swaps undertaken to hedge foreign currency assets and liabilities and funding swaps
is recognised as interest income/expense and is amortised on a pro-rata basis over the underlying swap period.
Currency futures contracts are marked-to-market using daily settlement price on a trading day, which is the closing
price of the respective futures contracts on that day. While the daily settlement price is computed based on the last
half an hour weighted average price of such contracts, the final settlement price is taken as the RBI reference rate on
the last trading day of the futures contracts or as may be specified by the relevant authority from time to time. All open
positions are marked-to-market based on the settlement price and the resultant marked-to-market profit/loss is daily
settled with the exchange.
Valuation of Exchange Traded Currency Options (ETCO) is carried out on the basis of the daily settlement price of
each individual option provided by the exchange and valuation of Interest Rate Futures (IRF) is carried out on the basis
of the daily settlement price of each contract provided by the exchange.
Guarantee commission is recognized on a pro-rata basis over the period of the guarantee. Locker rent and annual
fees for credit cards are recognised on a straight-line basis over the period of contract. Arrangership/syndication
fee is accounted for on completion of the agreed service and when right to receive is established. Other fees and
commission income are recognised when due.
Dividend is accounted on an accrual basis when the right to receive the dividend is established.
Gain/loss on sell down of loans and advances through direct assignment is recognised at the time of sale.
Fees paid/received for Priority Sector Lending Certificates (‘PSLC’) is amortised on straight-line basis over the tenor of
the certificate.
In accordance with RBI guidelines on sale of non-performing advances, if the sale is at a price below the net book
value (i.e. book value less provisions held), the shortfall is charged to the Profit and Loss Account. If the sale is for a
value higher than the net book value, the excess provision is credited to the Profit and Loss Account in the year the
amounts are received.
The Bank deals in bullion business on a consignment basis. The difference between the price recovered from customers
and cost of bullion is accounted for at the time of sale to the customers. The Bank also deals in bullion on a borrowing
and lending basis and the interest paid/received is accounted on an accrual basis.
Capital work-in-progress includes cost of fixed assets that are not ready for their intended use and also includes
advances paid to acquire fixed assets.
Depreciation is provided over the estimated useful life of a fixed asset on the straight-line method from the date of
addition. The management believes that depreciation rates currently used, fairly reflect its estimate of the useful lives
and residual values of fixed assets based on historical experience of the Bank, though these rates in certain cases are
different from lives prescribed under Schedule II of Companies Act, 2013.
Profit on sale of premises is appropriated to Capital Reserve account (net of taxes and transfer to statutory reserve) in
accordance with RBI instructions.
The carrying amounts of assets are reviewed at each Balance Sheet date to ascertain if there is any indication of
impairment based on internal/external factors. An impairment loss is recognised wherever the carrying amount of an
asset exceeds its recoverable amount. The recoverable amount is the greater of the asset’s net selling price and value
in use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted
average cost of capital. After impairment, depreciation is provided on the revised carrying amount of the asset over
its remaining useful life.
Gratuity
The Bank contributes towards gratuity fund (defined benefit retirement plan) administered by various insurers for
eligible employees. Under this scheme, the settlement obligations remain with the Bank, although various insurers
administer the scheme and determine the contribution premium required to be paid by the Bank. The plan provides a
lump sum payment to vested employees at retirement or termination of employment based on the respective employee’s
salary and the years of employment with the Bank. Liability with regard to gratuity fund is accrued based on actuarial
valuation conducted by an independent actuary using the Projected Unit Credit Method as at 31 March each year. In
respect of employees at overseas branches (other than expatriates) liability with regard to gratuity is provided on the
basis of a prescribed method as per local laws, wherever applicable. Actuarial gains/losses are immediately taken
to the Profit and Loss Account and are not deferred.
Compensated Absences
Compensated absences are short term in nature for which provision is held on accrual basis.
Superannuation
Employees of the Bank are entitled to receive retirement benefits under the Bank’s Superannuation scheme either under
a cash-out option through salary or under a defined contribution plan. Through the defined contribution plan, the Bank
contributes annually a specified sum of 10% of the employee’s eligible annual basic salary to LIC, which undertakes to
pay the lump sum and annuity benefit payments pursuant to the scheme. Superannuation contributions are recognised
in the Profit and Loss Account in the period in which they accrue.
5.13 Taxation
Income tax expense is the aggregate amount of current tax and deferred tax charge. Current year taxes are determined
in accordance with the relevant provisions of Income tax Act, 1961. Deferred income taxes reflect the impact of
current year timing differences between taxable income and accounting income for the year and reversal of timing
differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance
Sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off
assets against liabilities representing current tax and the deferred tax assets and deferred tax liabilities relate to the
taxes on income levied by same governing taxation laws.
Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realised. The impact of changes in the
deferred tax assets and liabilities is recognised in the Profit and Loss Account.
Deferred tax assets are recognised and reassessed at each reporting date, based upon the Management’s judgement
as to whether realisation is considered as reasonably certain. Deferred tax assets are recognised on carry forward of
unabsorbed depreciation and tax losses only if there is virtual certainty supported by convincing evidence that such
deferred tax asset can be realised against future profits.
Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue equity
shares were exercised or converted during the year. Diluted earnings per share is computed using the weighted
average number of equity shares and dilutive potential equity shares outstanding at the year end except where the
results are anti-dilutive.
The fair market price is the latest available closing price, prior to the date of grant, on the stock exchange on which
the shares of the Bank are listed. If the shares are listed on more than one stock exchange, then the stock exchange
where there is highest trading volume on the said date is considered.
• a possible obligation arising from a past event, the existence of which will be confirmed by occurrence or non-
occurrence of one or more uncertain future events not within the control of the Bank; or
• a present obligation arising from a past event which is not recognised as it is not probable that an outflow of
resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot
be made.
When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources
is remote, no provision or disclosure is made.
Contingent assets are not recognised in the financial statements. However, contingent assets are assessed continually
and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised
in the period in which the change occurs.
(` in crores)
For the year ended 31 March, 2019 31 March, 2018
1.1.2 The capital adequacy ratio of the Bank, calculated as per the RBI guidelines (under Basel III) is set out below:
(` in crores)
31 March, 2019 31 March, 2018
During the year ended 31 March, 2018, the Bank raised debt instruments eligible for Tier-I/Tier-II capital, the details
of which are set out below:
Instrument Capital Date of maturity Period Coupon Amount
Subordinated debt Tier-II 15 June, 2027 120 months 7.66% p.a. `5,000 crores
Perpetual debt Additional Tier I -* - 8.75% p.a. `3,500 crores
*Call option on expiry of 60 months from the date of allotment
During the year ended 31 March, 2019, the Bank redeemed debt instruments eligible for Tier-I/Tier-II capital, the
details of which are set out below:
Instrument Capital Date of maturity Period Coupon Amount
Subordinated debt Tier II 7 November, 2018 120 months 11.75% p.a. `1,500 crores
Subordinated debt Tier II 28 March, 2019 120 months 9.95%p.a. `200 crores
During the year ended 31 March, 2018, the Bank redeemed debt instruments eligible for Tier-I/Tier-II capital, the
details of which are set out below:
Instrument Capital Date of maturity Period Coupon Amount
Upper Tier-II Tier II 28 June, 2017* 180 months 7.125% p.a. $60 million
* represents call date
1.1.3 The key business ratios and other information is set out below:
As at 31 March, 2019 31 March, 2018
% %
Interest income as a percentage to working funds# 7.38 7.15
Non-interest income as a percentage to working funds# 1.76 1.71
Operating profit $$
as a percentage to working funds# 2.55 2.43
Return on assets (based on working funds ) #
0.63 0.04
Business (deposits less inter-bank deposits plus advances) per employee** `16.53 crores `14.84 crores
Profit per employee** `7.61 lacs `0.47 lacs
Net non-performing assets as a percentage of net customer assets * 2.06 3.40
# Working funds represent average of total assets as reported to RBI in Form X under Section 27 of the Banking Regulation Act, 1949 during the year
$$ Operating profit represents total income as reduced by interest expended and operating expenses
** Productivity ratios are based on average employee numbers for the year
* Net Customer assets include advances and credit substitutes
1.1.4 The provisioning coverage ratio of the Bank computed in terms of the RBI guidelines as on 31 March, 2019 was
76.78% (previous year 65.05%).
% %
Net non-performing advances as a percentage of net advances 2.20 3.64
(` in crores)
31 March, 2019
Less:-
(ii) Recoveries (excluding recoveries made from upgraded accounts)# 3,977.11 50.13 4,027.24
Gross NPAs as at the end of the year (A-B) 27,146.45 2,642.99 29,789.44
# including sale of NPAs
(` in crores)
31 March, 2018
Less:-
(ii) Recoveries (excluding recoveries made from upgraded accounts)# 3,836.02 17.13 3,853.15
Gross NPAs as at the end of the year (A-B) 30,876.32 3,372.32 34,248.64
@ Over the quarters ended 31 December, 2017 and 31 March, 2018, the Bank has changed its practice of reporting additions and
upgradations to NPAs considering the days past due status of an account at the end of each day as against at the end of each quarter
of a financial year, followed hitherto. Accordingly, the additions/upgradations to NPAs for FY 2017-18 shown above reflect this change
prospectively over the respective periods.
# including sale of NPAs
(` in crores)
31 March, 2019
Advances Investments Total
Opening balance at the beginning of the year 16,004.42 587.29 16,591.71
Additions during the year 3,958.27 (63.98) 3,894.29
Effect of exchange rate fluctuation (76.29) (8.74) (85.03)
Reductions during the year (9,120.94) (142.36) (9,263.30)
Interest Capitalisation – Restructured NPA Accounts 109.30 28.63 137.93
Closing balance at the end of the year# 10,874.76 400.84 11,275.60
# net of balance outstanding in interest capitalisation-restructured NPA accounts amounting to `163.05 crores
(` in crores)
31 March, 2018
Advances Investments Total
Opening balance at the beginning of the year 8,487.20 139.35 8,626.55
Additions during the year 15,539.27 742.22 16,281.49
Effect of exchange rate fluctuation (5.70) (1.91) (7.61)
Reductions during the year (8,202.20) (253.75) (8,455.95)
Interest Capitalisation – Restructured NPA Accounts 185.85 (38.62) 147.23
Closing balance at the end of the year# 16,004.42 587.29 16,591.71
# net of balance outstanding in interest capitalisation-restructured NPA accounts amounting to `300.98 crores
(` in crores)
31 March, 2019
Advances Investments Total
Opening balance at the beginning of the year 14,744.08 2,611.87 17,355.95
Intra-Category Transfer (2.60) 2.60 -
Provisions made during the year 9,552.47 424.32 9,976.79
Effect of exchange rate fluctuation 76.29 8.74 85.03
Transfer from restructuring provision - - -
Write-offs/(write back) of excess provision* (8,117.07) (949.91) (9,066.98)
Closing balance at the end of the year 16,253.17 2,097.62 18,350.79
* includes provision utilised for sale of NPAs amounting to `469.58 crores
(` in crores)
31 March, 2018
Advances Investments Total
(` in crores)
vi) Total exposure (funded and non-funded) to top four non-performing assets is given below:
(` in crores)
Total exposure (funded and non-funded) to top four NPA accounts 4,513.63 5,340.06
(` in crores)
A Priority Sector
1 Agriculture and allied activities 27,829.60 1,533.92 5.51% 27,636.39 1,086.38 3.93%
2 Advances to industries
sector eligible as priority sector lending 26,871.04 901.97 3.36% 23,520.58 870.49 3.70%
- Chemical & Chemical products 2,539.72 54.26 2.14% 1,942.47 45.17 2.33%
-Basic Metal & Metal Products 2,585.52 28.08 1.09% 2,076.66 56.08 2.70%
-Infrastructure 618.69 33.49 5.41% 593.03 29.60 4.99%
3 Services 21,122.23 707.41 3.35% 17,192.15 583.39 3.39%
-Banking and Finance other than NBFCs
and MFs 2,082.82 14.64 0.70% 2,042.63 82.38 4.03%
-Non-banking financial companies (NBFCs) 1,091.99 - - 1,360.01 - -
-Commercial Real Estate 377.24 18.82 4.99% 242.44 45.89 18.93%
-Trade 12,464.07 564.13 4.53% 10,342.95 392.76 3.80%
4 Personal loans 44,740.94 376.42 0.84% 31,643.30 530.51 1.68%
-Housing 36,873.80 271.41 0.74% 27,742.70 305.74 1.10%
-Vehicle Loans 4,496.31 60.98 1.36% 3,226.47 178.07 5.52%
Sub-total (A) 120,563.81 3,519.72 2.92% 99,992.42 3,070.77 3.07%
In terms of the RBI circular no. DBR.BP.BC.No.32/21.04.018/2018-19 dated 1 April, 2019, banks are required
to disclose the divergences in asset classification and provisioning consequent to RBI’s annual supervisory
process in their notes to accounts to the financial statements, wherever either or both of the following conditions
are satisfied: (a) the additional provisioning for NPAs assessed by RBI exceeds 10 per cent of the reported profit
before provisions and contingencies for the reference period and (b) the additional Gross NPAs identified by
RBI exceed 15 per cent of the published incremental Gross NPAs for the reference period.
Based on the above, no disclosure on divergence in asset classification and provisioning for NPAs is required
with respect to RBI’s annual supervisory process for the year ended 31 March, 2018.
1.1.6 Disclosure on exposure to Infrastructure Leasing & Financial Services Limited (ILFS) and its group entities
(` in crores)
Sr. No. Particulars 31 March, 2019
1.1.7 During the years ended 31 March, 2019 and 31 March, 2018 none of the loans and advances held at overseas
branches of the Bank have been classified as NPA by any host banking regulator for reasons other than record of
recovery.
(` in crores)
For the year ended 31 March, 2019 31 March, 2018
Opening balance at the beginning of the year 3.25 3.25
Provisions made during the year - -
Draw down made during the year - -
Closing balance at the end of the year 3.25 3.25
(` in crores)
31 March, 2019 31 March, 2018
Provision towards Standard Assets [includes `38.14 crores (previous year 3,040.44 2,207.52
`26.57 crores) of standard provision on derivative exposures] [(Refer schedule 17 (4.2)]
i) Value of Investments:
(` in crores)
(` in crores)
31 March, 2019 31 March, 2018
Particulars
HTM AFS HFT Total HTM AFS HFT Total
Government
104,003.78 15,286.85 948.75 120,239.38 88,712.15 13,836.13 1,504.70 104,052.98
Securities
Other approved
- - - - - - - -
Securities
Shares - 1,010.84 - 1,010.84 - 1,612.90 - 1,612.90
Debentures and
- 31,807.51 8,361.32 40,168.83 - 24,531.73 6,330.94 30,862.67
Bonds
Subsidiary/Joint
2,286.12 - - 2,286.12 2,092.71 - - 2,092.71
Ventures
Others 3.86 5,689.50 5,570.75 11,264.11 6.65 5,932.38 9,315.79 15,254.82
Total 106,293.76 53,794.70 14,880.81 174,969.28 90,811.51 45,913.14 17,151.43 153,876.08
(` in crores)
1.1.12 As on 31 March, 2019, outstanding receivables acquired by the Bank under factoring stood at `419.39 crores
(previous year `218.73 crores) which are reported under ‘Bills Purchased and Discounted’ in Schedule 9 of the
Balance Sheet.
1.1.13 During the years ended 31 March, 2019 and 31 March, 2018 there are no unsecured advances for which intangible
securities such as charge over the rights, licenses, authority etc. have been taken as collateral by the Bank.
(` in crores)
(` in crores)
ii) Movement in non-performing non SLR investments are set out below:
(` in crores)
1.1.15 Details of securities sold/purchased (in face value terms) under repos/reverse repos including LAF and MSF
transactions:
1.1.16 Details of financial assets sold to Securitisation/Reconstruction companies for Asset Reconstruction:
(` in crores)
Excess provision reversed to the profit and loss account of sale of NPAs amounts to `85.83 crores (previous year
`42.86 crores)
(` in crores)
Backed by NPAs sold by the Backed by NPAs sold by Total
Bank as underlying other banks/financial
institutions/non-banking
financial companies as
underlying
Particulars As on 31 As on 31 As on 31 As on 31 As on 31 As on 31
March, 2019 March, 2018 March, 2019 March, 2018 March, 2019 March, 2018
Book value of investments in Security 2,908.00 2,918.39 2.26 5.58 2,910.26 2,923.97
Receipts (‘SRs’)
(` in crores)
As on 31 March, 2019
Particulars SRs issued within SRs issued more than 5 SRs issued more than Total
past 5 years years ago but within past 8 years ago
8 years
(i) Book value of SRs backed by NPAs 2,664.02 243.98 - 2,908.00
sold by the bank as underlying
Provisions held against (i) - (220.83) - (220.83)
(ii) Book value of SRs backed by NPAs sold 0.22 1.38 0.66 2.26
by other banks / financial institutions
/ non-banking financial companies as
underlying
Provisions held against (ii) - - (0.66) (0.66)
Total (i) + (ii), net of provisions 2,664.24 24.53 - 2,688.77
1.1.17 Details of the Non-Performing Financial Assets sold to other banks (excluding securitisation/reconstruction companies):
(` in crores)
During the years ended 31 March, 2019 and 31 March, 2018 there were no Non-Performing Financial Assets
purchased by the Bank from other banks (excluding securitisation/reconstruction companies).
(` in crores)
Sr. No. Particulars 31 March, 2019 31 March, 2018
1 No. of SPVs sponsored by the bank for securitisation transactions - -
2 Total amount of securitised assets as per books of the SPVs sponsored by the - -
Bank
3 Total amount of exposures retained by the bank to comply with MRR as on the
date of balance sheet
a) Off-balance sheet exposures
First loss - -
Others - -
b) On-balance sheet exposures
First loss - -
Others - -
4 Amount of exposures to securitisation transactions other than MRR
a) Off-balance sheet exposures
i) Exposure to own securitisations
First loss - -
Loss - -
ii) Exposure to third party securitisations
First loss - -
(`in crores)
31 March, 2019 31 March, 2018
Total deposits of twenty largest depositors 64,899.05 51,886.56
Percentage of deposits of twenty largest depositors to total deposits 11.83 11.44
(` in crores)
31 March, 2019 31 March, 2018
Total advances to twenty largest borrowers 62,677.26 66,597.41
Percentage of advances to twenty largest borrowers to total advances of the Bank 8.56 10.27
* Advances represent credit exposure (funded and non-funded) including derivative exposure as defined by RBI
(` in crores)
1.1.22 During the year ended 31 March, 2019, the Bank’s credit exposure to single borrower and group borrowers was
within the prudential exposure limits prescribed by RBI.
During the year ended 31 March, 2018, the Bank’s credit exposure to single borrower was within the prudential
exposure limits except in one case, where the single borrower limit was exceeded upto an additional exposure of 5%
with the approval of the Committee of Directors. The details of such case are set out below :
During the year ended 31 March, 2018, the Bank’s credit exposure to group borrowers was within the prudential
exposure limits prescribed by RBI.
(` in crores)
Risk Category Exposure (Net) as at 31 Provision Held as at 31 Exposure (Net) as at 31 Provision Held as at 31
March, 2019 March, 2019 March, 2018 March, 2018
Insignificant - - - -
Low 22,233.01 - 25,390.99 -
Moderate 2,948.18 - 3,049.83 -
High 1,038.47 - 4,095.09 -
Very High 2,827.57 - 573.60 -
Restricted - - 0.28 -
Off-Credit - - - -
Total 29,047.23 - 33,109.79 -
1.1.24 A maturity pattern of certain items of assets and liabilities at 31 March, 2019 and 31 March, 2018 is set out below:
Classification of assets and liabilities under the different maturity buckets is based on the same estimates and
assumptions as used by the Bank for compiling the return submitted to the RBI, which has been relied upon by the
auditors. Maturity profile of foreign currency assets and liabilities excludes off balance sheet items.
* For the purpose of disclosing the maturity pattern, loans and advances that have been subject to risk participation
vide Inter-Bank Participation Certificates (‘IBPCs’) and Funded Risk Participation (‘FRPs’) have been classified in the
maturity bucket corresponding to the contractual maturities of such underlying loans and advances gross of any
risk participation. The IBPC and FRP amounts have been classified in the respective maturities of the corresponding
underlying loans.
(` in crores)
Type of Restructuring Under CDR Mechanism Under SME Debt Restructuring Mechanism
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
(` in crores)
Type of Restructuring Others Total
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Restructured accounts No. of borrowers 516 18 191 87 812 523 18 209 93 843
as on April 1 of the FY Amount 757.33 4.55 3,902.96 151.90 4,816.74 1,185.13 4.55 5,273.75 276.55 6,739.98
(Opening Balance) Outstanding –
Restructured facility
Amount 268.82 0.33 1,390.05 3.75 1,662.95 548.15 0.33 1,740.36 37.85 2,326.69
Outstanding –
Other facility
Provision thereon 7.35 - 36.97 - 44.32 18.63 - 65.34 - 83.97
(` in crores)
Type of Restructuring Others Total
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Amount outstanding under restructuring facilities and other facilities is as on 31 March, 2019:
1. Amount reported here represents outstanding as on 31 March, 2019. Actual amount subjected to restructuring
determined as on the date of approval of restructuring proposal is `285.58 crores for the FY 2018-19
2. Includes `12.56 crores of fresh/additional sanction to existing restructured accounts (entirely under restructured
facility)
3. Includes accounts which were not attracting higher provisioning and/or additional risk weight at the beginning
of FY
4. Includes accounts partially written-off during the year
5. Amount outstanding under restructuring facilities and other facilities is as on the date of write-off in the books
6. Includes `212.80 crores of reduction from existing restructured accounts by way of sale/recovery (`151.00
crores from restructured facility and `61.80 crores from other facility)
7. The cumulative value of net restructured advances after reducing the provision held for diminution in fair value
and balance in interest capitalization account upto 31 March, 2019 aggregated `886.54 crores
8. Information appearing under substandard, doubtful and loss category also include accounts slipped into NPAs
from restructured standard advances along with restructured NPAs
Details of loans subjected to restructuring during the year ended 31 March, 2018 are given below:
(` in crores)
Type of Restructuring Under CDR Mechanism Under SME Debt Restructuring Mechanism
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Restructured accounts No. of borrowers 15 - 16 9 40 - - - - -
as on April 1 of the FY Amount 1,099.10 - 1,546.18 418.83 3,064.11 - - - - -
(Opening Balance) Outstanding
– Restructured
facility
Amount 441.95 - 358.33 328.55 1,128.83 - - - - -
Outstanding –
Other facility
Provision thereon 36.67 - 48.89 - 85.56 - - - - -
(` in crores)
Type of Restructuring Under CDR Mechanism Under SME Debt Restructuring Mechanism
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
(` in crores)
Type of Restructuring Others Total
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Restructured accounts as on No. of borrowers 350 3 373 91 817 365 3 389 100 857
April 1 of the FY (Opening Amount Outstanding – 4,522.92 417.74 728.67 693.13 6,362.46 5,622.02 417.74 2,274.85 1,111.96 9,426.57
Balance) Restructured facility
Amount Outstanding – 1,259.47 0.04 155.56 302.82 1,717.89 1,701.42 0.04 513.89 631.37 2,846.72
Other facility
Provision thereon 39.14 22.03 10.80 - 71.97 75.81 22.03 59.69 - 157.53
Movement in balance for No. of borrowers - - - - - - - - - -
accounts appearing under Amount Outstanding – (230.72) 5.28 (17.76) (0.57) (243.77) (219.03) 5.28 (126.56) 0.20 (340.11)
opening balance Restructured facility
Amount Outstanding – 357.60 - (4.56) (7.38) 345.66 290.38 - 9.16 (7.38) 292.16
Other facility
Provision thereon (6.22) (12.66) (6.48) - (25.36) (22.01) (12.66) (36.57) - (71.24)
Fresh Restructuring during No. of borrowers 401 15 - - 416 401 15 - - 416
the year1,2 Amount Outstanding – 328.36 40.58 - - 368.94 328.36 40.58 - - 368.94
Restructured facility
Amount Outstanding – 19.69 - - - 19.69 69.68 - - - 69.68
Other facility
Provision thereon - - - - - - - - - -
Upgradation to restructured No. of borrowers 1 - (1) - - 2 - (2) - -
standard category during Amount Outstanding – 206.74 - (206.74) - - 242.39 - (242.39) - -
the FY Restructured facility
Amount Outstanding – 14.44 - (14.44) - - 45.57 - (45.57) - -
Other facility
Provision thereon - - - - - - - - - -
(` in crores)
Type of Restructuring Others Total
Asset Classification Standard Sub- Doubtful Loss Total Standard Sub- Doubtful Loss Total
Standard Standard
Restructured Standard No. of borrowers (23) (23) (25) (25)
Advances which cease to Amount Outstanding – (187.01) (187.01) (209.42) (209.42)
attract higher provisioning Restructured facility
and/or additional risk
Amount Outstanding – (34.90) (34.90) (34.90) (34.90)
weight at the end of FY
Other facility
Provision thereon (2.29) (2.29) (2.32) (2.32)
Downgradation of No. of borrowers (167) 1 188 63 85 (174) 1 196 64 87
restructured accounts during Amount Outstanding – (3,770.90) (418.21) 3,891.70 335.05 37.64 (4,392.64) (418.21) 4,676.92 197.27 63.34
the FY3 Restructured facility
Amount Outstanding – (1,327.62) 0.29 1,325.39 2.25 0.31 (1,489.89) 0.29 1,491.21 5.67 7.28
Other facility
Provision thereon (23.28) (9.37) 32.65 - - (32.85) (9.37) 42.22 - -
Write-offs of restructured No. of borrowers (46) (1) (369) (67) (483) (46) (1) (374) (71) (492)
accounts during the FY4,5,6 Amount Outstanding – (112.06) (40.84) (492.91) (875.71) (1,521.52) (186.55) (40.84) (1,309.07) (1,032.88) (2,569.34)
Restructured facility
Amount Outstanding – (19.86) - (71.90) (293.94) (385.70) (34.11) - (228.33) (591.81) (854.25)
Other facility
Restructured accounts as on No. of borrowers 516 18 191 87 812 523 18 209 93 843
March 31 of the FY (closing
Amount Outstanding – 757.33 4.55 3,902.96 151.90 4,816.74 1,185.13 4.55 5,273.75 276.55 6,739.98
figures)
Restructured facility
Amount Outstanding – 268.82 0.33 1,390.05 3.75 1,662.95 548.15 0.33 1,740.36 37.85 2,326.69
Other facility
Provision thereon 7.35 - 36.97 - 44.32 18.63 - 65.34 - 83.97
Amount outstanding under restructuring facilities and other facilities is as on 31 March, 2018:
1. Amount reported here represents outstanding as on 31 March, 2018. Actual amount subjected to restructuring
determined as on the date of approval of restructuring proposal is `366.76 crores for the FY 2017-18
2. Includes `51.07 crores of fresh/additional sanction to existing restructured accounts (`0.02 crores under restructured
facility and `51.05 crores under other facility)
3. Includes accounts which were not attracting higher provisioning and/or additional risk weight at the beginning of FY
4. Includes accounts partially written-off during the year
5. Amount outstanding under restructuring facilities and other facilities is as on the date of write-off in the books
6. Includes `363.46 crores of reduction from existing restructured accounts by way of sale/recovery (`299.57 crores
from restructured facility and `63.89 crores from other facility)
7. The cumulative value of net restructured advances after reducing the provision held for diminution in fair value and
balance in interest capitalization account upto 31 March, 2018 aggregated `1,087.10 crores
8. Information appearing under sub-standard, doubtful and loss category also include accounts slipped into NPAs from
restructured standard advances along with restructured NPAs
(` in crores)
(` in crores)
Particulars As at As at
31 March, 2019 31 March, 2018
1.1.28 Disclosure in respect of Interest Rate Swaps (‘IRS’), Forward Rate Agreement (‘FRA’) and Cross Currency Swaps
(‘CCS’) outstanding is set out below:
An ‘IRS’ is a financial contract between two parties exchanging or swapping a stream of interest payments for a
‘notional principal’ amount on multiple occasions during a specified period. The Bank deals in interest rate benchmarks
like Mumbai Inter-Bank Offered Rate (MIBOR), Indian Government Securities Benchmark Rate (INBMK), Mumbai Inter-
Bank Forward Offer Rate (MIFOR) and LIBOR of various currencies.
A ‘FRA’ is a financial contract between two parties to exchange interest payments for ‘notional principal’ amount
on settlement date, for a specified period from start date to maturity date. Accordingly, on the settlement date cash
payments based on contract rate and the settlement rate, which is the agreed bench-mark/reference rate prevailing
on the settlement date, are made by the parties to one another. The benchmark used in the FRA contracts of the Bank
is London Inter-Bank Offered Rate (LIBOR) of various currencies.
A ‘CCS’ is a financial contract between two parties exchanging interest payments and principal, wherein interest
payments and principal in one currency would be exchanged for an equally valued interest payments and principal
in another currency.
(` in crores)
The nature and terms of the IRS as on 31 March, 2019 are set out below:
(` in crores)
(` in crores)
The nature and terms of the FRA as on 31 March, 2019 are set out below:
(` in crores)
- - - - -
- -
The nature and terms of the FRA as on 31 March, 2018 are set out below:
(` in crores)
The nature and terms of the CCS as on 31 March, 2019 are set out below:
(` in crores)
The nature and terms of the CCS as on 31 March, 2018 are set out below:
(` in crores)
Details of Exchange Traded Interest Rate Derivatives for the year ended 31 March, 2019 are set out below:
(` in crores)
Sr. No. Particulars As at 31 March, 2019
i) Notional principal amount of exchange traded interest rate derivatives undertaken during
the year
717GS2028 – 7.17% GOI 2028 77.28
FVM8 - 5 years US Note – June 2018 69.15
TYM8 – 10 years US Note – June 2018 345.77
FVU8 – 5 years US Note – September 2018 459.19
TYU8 – 10 years US Note – September 2018 1,136.91
TYZ8 – 10 years US Note – December 2018 1,569.82
FVZ8 – 5 years US Note – December 2018 1,064.99
EDZ8 – 90 Days Euro Futures – December 2018 5,532.40
EDM9 – 90 Days Euro Futures – June 2019 2,863.02
TUZ8 – 2 years US Note – December 2018 276.62
EDZ9 – 90 Days Euro Futures – December 2019 9,681.70
TYH9 – 10 years US Note – March 2019 3,380.30
FVH9 – 5 Years US Note – March 2019 7,898.88
TUH9 – 2 Years US Note – March 2019 926.68
TUM9 – 2 Years US Note – June 2019 110.65
FVM9 – 5 Years US Note – June 2019 2,636.19
TYM9 – 10 Years US Note – June 2019 207.46
EDZ0 – 90 Days Euro Futures – December 2020 2,766.20
41,003.21
ii) Notional principal amount of exchange traded interest rate derivatives outstanding as on
31 March, 2019
FVM9 – 5 Years US Note – June 2019 818.79
TUM9 – 2 Years US Note – June 2019 82.99
901.78
iii) Notional principal amount of exchange traded interest rate derivatives outstanding as on N.A.
31 March, 2019 and “not highly effective”
iv) Mark-to-market value of exchange traded interest rate derivatives outstanding as on N.A.
31 March, 2019 and “not highly effective”
(` in crores)
i) Notional principal amount of exchange traded interest rate derivatives undertaken during
the year
679GS2027 - 6.79% GOI 2027 1,269.52
697GS2026 - 6.97% GOI 2026 356.60
759GS2026 - 7.59% GOI 2026 29.72
EDM7 - 90 Days Euro Future - June 2017 1,629.38
EDM8 - 90 Days Euro Future - June 2018 1,629.38
EDU7 - 90 Days Euro Future - September 2017 3,258.75
EDU8 - 90 Days Euro Future - September 2018 3,258.75
FFF8 - 30 Days FED Funds - January 2018 3,258.75
TUM7 - 2 Years Treasury Note - June 2017 130.35
TUU7 - 2 Years Treasury Note - September 2017 260.70
TYM7 - 10 Years US Note - June 2017 162.93
TYU7 - 10 Years US Note - September 2017 239.84
FVZ7 - 5 Years US Note - December 2017 130.35
FVH8 - 5 Years US Note - March 2018 130.35
TYH8 - 10 Years US Note - March 2018 82.12
TUH8 - 2 Years US Note - March 2018 260.70
FVM8 - 5 Years US Note - June 2018 130.35
16,218.54
ii) Notional principal amount of exchange traded interest rate derivatives outstanding as on Nil
31 March, 2018
iii) Notional principal amount of exchange traded interest rate derivatives outstanding as on N.A.
31 March, 2018 and “not highly effective”
iv) Mark-to-market value of exchange traded interest rate derivatives outstanding as on 31 N.A.
March, 2018 and “not highly effective”
The Bank has not undertaken any transactions in Credit Default Swaps (CDS) during the year ended 31 March, 2019
and 31 March, 2018.
Qualitative disclosures:
(a) Structure and organisation for management of risk in derivatives trading, the scope and nature of risk
measurement, risk reporting and risk monitoring systems, policies for hedging and/or mitigating risk and
strategies and processes for monitoring the continuing effectiveness of hedges/mitigants:
Derivatives are financial instruments whose characteristics are derived from an underlying asset, or from
interest and exchange rates or indices. The Bank undertakes over the counter and Exchange Traded derivative
transactions for Balance Sheet management and also for proprietary trading/market making whereby the Bank
offers derivative products to the customers to enable them to hedge their interest rate and currency risks within
the prevalent regulatory guidelines.
Proprietary trading includes Interest Rate Futures, Currency Futures and Rupee Interest Rate Swaps under
different benchmarks (viz. MIBOR, MIFOR and INBMK), and Currency Options. The Bank also undertakes
transactions in Cross Currency Swaps, Principal Only Swaps, Coupon Only Swaps and Long Term Forex
Contracts (LTFX) for hedging its Balance Sheet and also offers them to its customers. These transactions expose
the Bank to various risks, primarily credit, market, legal, reputation and operational risk. The Bank has adopted
the following mechanism for managing risks arising out of the derivative transactions.
There is a functional separation between the Treasury Front Office, Treasury Mid Office and Treasury Back
Office to undertake derivative transactions. The customer and interbank related derivative transaction are
originated by Derivative sales and Treasury Front Office team respectively which ensures compliance with
the trade origination requirements as per the bank’s policy and the RBI guidelines. The Market Risk Group
within the Bank’s Risk Department independently identifies measures and monitors the market risks associated
with derivative transactions and apprises the Asset Liability Management Committee (ALCO) and the Risk
Management Committee of the Board (RMC) on the compliance with the risk limits. The Treasury Back Office
undertakes activities such as trade confirmation, settlement, ISDA documentation, accounting, valuation and
other MIS reporting.
The derivative transactions are governed by the derivative policy, market risk management policy, hedging
policy and the Asset Liability Management (ALM) policy of the Bank as well as by the extant RBI guidelines.
As a part of the derivative policy, the Bank has implemented policy on customer suitability & appropriateness
to ensure that derivative transactions entered into are appropriate and suitable to the customer. The Bank
has put in place a detailed process flow on documentation for customer derivative transactions for effective
management of operational risk/reputation risk.
Various risk limits are set up and actual exposures are monitored vis-à-vis the limits allocated. These limits are
set up taking into account market volatility, risk appetite, business strategy and management experience. Risk
limits are in place for risk parameters viz. PV01, VaR, Stop Loss, Delta, Gamma and Vega. Actual positions are
monitored against these limits on a daily basis and breaches, if any, are dealt with in accordance with board
approved Risk Appetite Statement. Risk assessment of the portfolio is undertaken periodically. The Bank ensures
that the Gross PV01 (Price value of a basis point) position arising out of all non-option rupee derivative contracts
are within 0.25% of net worth of the Bank as on Balance Sheet date.
Hedging transactions are undertaken by the Bank to protect the variability in the fair value or the cash flow of
the underlying Balance Sheet item. These deals are accounted on an accrual basis except the swap designated
with an asset/liability that is carried at market value or lower of cost or market value. In that case, the swap is
marked to market with the resulting gain or loss recorded as an adjustment to the market value of designated
asset or liability. These transactions are tested for hedge effectiveness and in case any transaction fails the test,
the same is re-designated as a trading deal and appropriate accounting treatment is followed.
(b) Accounting policy for recording hedge and non-hedge transactions, recognition of income, premiums and
discounts, valuation of outstanding contracts:
The Hedging Policy of the Bank governs the use of derivatives for hedging purpose. Subject to the prevailing
RBI guidelines, the Bank deals in derivatives for hedging fixed rate and floating rate coupon or foreign currency
assets/liabilities. Transactions for hedging and market making purposes are recorded separately. For hedge
transactions, the Bank identifies the hedged item (asset or liability) at the inception of the transaction itself. The
effectiveness is ascertained at the time of inception of the hedge and periodically thereafter. Hedge derivative
transactions are accounted for in accordance with the hedge accounting principles. Derivatives for market
making purpose are marked to market and the resulting gain/loss is recorded in the Profit and Loss Account.
The premium on option contracts is accounted for as per FEDAI guidelines. Derivative transactions are covered
under International Swaps and Derivatives Association (ISDA) master agreements with respective counterparties.
The exposure on account of derivative transactions is computed as per the RBI guidelines and is marked against
the credit limits approved for the respective counterparties.
Derivative transactions comprise of swaps, FRAs, futures, forward contracts and options which are disclosed
as contingent liabilities. Trading swaps/FRAs/futures/options/forward contracts are revalued at the Balance
Sheet date with the resulting unrealised gain or loss being recognised in the Profit and Loss Account and
correspondingly in other assets or other liabilities respectively. Hedged swaps are accounted for as per the
RBI guidelines. In accordance with RBI guidelines, any receivables (crystallised receivables and positive MTM)
under derivative contracts, which remain overdue for more than 90 days, are reversed through the Profit and
Loss Account and are held in a separate Suspense account.
Collateral requirements for derivative transactions are laid down as part of credit sanction terms on a case by
case basis. Such collateral requirements are determined, based on usual credit appraisal process. The Bank
retains the right to terminate transactions as a risk mitigation measure in certain cases.
The credit risk in respect of customer derivative transactions is sought to be mitigated through a laid down
policy on sanction of Loan Equivalent Risk (LER) limits, monitoring mechanism for LER limits and trigger events
for escalation/margin calls/termination.
(` in crores)
As at 31 March, 2019
Currency Derivatives
Interest rate
Sr. No. Particulars Forward CCS Options Derivatives
Contracts^
(` in crores)
As at 31 March, 2018
Currency Derivatives
Interest rate
Sr. Particulars Forward CCS Options Derivatives
No. Contracts^
The outstanding notional principal amount of Exchange Traded Currency Options as at 31 March, 2019 was Nil
(previous year Nil) and the mark-to-market value was Nil (previous year Nil).
1.1.30 Details of penalty/stricture levied by RBI during the year ended 31 March, 2019 is as under:
Amount Reason for stricture issued/ levy of penalty by RBI Date of payment of penalty
(` in crores)
2.00 Non-compliance of RBI guidelines related to ‘Collection of Account Payee Cheques 16 February, 2019
– Prohibition on Crediting proceeds to Third Party Account’ and Master Directions
on ‘Frauds- Classification and Reporting by commercial banks and select FIs’.
Penalty was imposed in terms of Section 47A(1)(c) read with Section 46(4)(i) of
the Banking Regulation Act, 1949
0.20 Non-compliance of RBI guidelines related to ‘Detection and Impounding of 5 February, 2019
Counterfeit Notes’ and ‘Sorting of Notes – Installation of Note Sorting Machines’.
Penalty was imposed in terms of Section 47A(1)(c) read with Section 46(4)(i) of the
Banking Regulation Act, 1949
- Caution letter issued by RBI on 25 February, 2019 for non compliance of RBI -
directives on time bound implementation and strengthening of SWIFT related
operational controls
Amount (` in Reason for stricture issued / levy of penalty by RBI Date of payment of penalty
crores)
3.00 Non-compliance of RBI guidelines on income Recognition and Asset 7 March, 2018
Classification (IRAC) norms. Penalty was imposed in terms of Section
47A(1)(c) read with Section 46(4)(i) of the Banking Regulation Act,
1949
(b) Disclosure of customer complaints relating to Bank’s customers on other bank’s ATMs
The above information is as certified by the Management and relied upon by the auditors.
During the year ended 31 March, 2019 the Bank has made a draw down out of the Investment Reserve account
towards depreciation on investments in AFS and HFT categories in terms of RBI guidelines.
During the year ended 31 March, 2018 the Bank has not undertaken any draw down from reserves, except towards
issue expenses incurred for the equity raising through the preferential issue, which have been adjusted against the
share premium account.
The Bank has not issued any Letter of Comfort (LoC) on behalf of its subsidiaries during the current and previous year.
Qualitative disclosures
a) Information relating to the bodies that oversee remuneration:
v Name, composition and mandate of the main body overseeing remuneration:
The Nomination and Remuneration Committee of the Board oversees the framing, review and
implementation of the compensation policy of the Bank on behalf of the Board. The Committee works
in close co-ordination with the Risk Management Committee of the Bank, in order to achieve effective
alignment between remuneration and risks.
As at 31 March, 2019, the Nomination and Remuneration Committee comprises of the following Non-
Executive Directors:
In respect of Remuneration/HR matters, the Nomination and Remuneration Committee of the Board,
functions with the following main objectives:
a. Review and recommend to the Board for approval, the overall remuneration framework and
associated policy of the Bank (including remuneration policy for Directors and key managerial
personnel) including the level and structure of fixed pay, variable pay, perquisites, bonus pool,
stock-based compensation and any other form of compensation as may be included from time to
time to all the employees of the Bank including the Managing Director & CEO (MD & CEO), other
Whole-Time Directors (WTD) and senior managers one level below the Board.
c. Recommend to the Board the compensation payable to the Chairman of the Bank.
d. Review the Code of Conduct and HR strategy, policy and performance appraisal process within
the Bank, as well as any fundamental changes in organisation structure which could have wide
ranging or high risk implications.
e. Review and recommend to the Board for approval, the talent management and succession policy
and process in the Bank for ensuring business continuity, especially at the level of MD & CEO, the
other WTDs, senior managers one level below the Board and other key roles and their progression
to the Board.
Ø appointments, promotions and exits of senior managers one level below the MD & CEO
g. Set the goals, objectives and performance benchmarks for the Bank and for MD & CEO, WTDs
and Group Executives for the financial year and over the medium to long term.
h. Review the performance of the MD & CEO and other WTDs at the end of each year.
i. Review organisation health through feedback from employee surveys conducted on a regular
basis.
j. Perform such other duties as may be required to be done under any law, statute, rules, regulations
etc. enacted by Government of India, Reserve Bank of India or by any other regulatory or statutory
body.
v External consultants whose advice has been sought, the body by which they were commissioned, and in
what areas of the remuneration process:
The Nomination and Remuneration Committee has commissioned Aon Hewitt, a globally renowned
compensation benchmarking firm, to conduct market benchmarking of employee compensation. The
Bank participates in the salary benchmarking survey conducted by Aon Hewitt every year. Aon Hewitt
collects data from multiple private sector peer banks across functions, levels and roles which is then used
by the Bank to assess market competitiveness of remuneration offered to Bank employees.
v A description of the scope of the Bank’s remuneration policy, including the extent to which it is applicable
to foreign subsidiaries and branches:
The Committee monitors the remuneration policy for both domestic and overseas branches of the Bank on
behalf of the Board. However, it does not oversee the compensation policy for subsidiaries of the Bank.
Employees are categorised into following three categories from remuneration structure and administration
standpoint:
Category 1
Category 2
All the employees in the Grade of Vice President and above engaged in the functions of Risk Control and
Compliance. This category includes 27 employees.
‘Other Staff’ has been defined as a “group of employees who pose a material risk”. This category
includes all the employees of the Bank in the grade of Executive Vice President (EVP) and above and also
few other key business roles in case they are below the grade of Executive Vice President. This category
includes 32 employees.
The compensation philosophy of the Bank aims to attract, retain and motivate professionals in order
to enable the Bank to attain its strategic objectives and develop a strong performance culture in the
competitive environment in which it operates. To achieve this, the following principles are adopted:
- Benefits and perquisites to remain aligned with market practices and provide flexibility
Apart from the above, the compensation structure for MD & CEO and WTDs is aligned to RBI’s guidelines for
sound compensation practices (effective FY 2012-13) and addresses the general principles of:
- Alignment of compensation with prudent risk-taking through well designed and consistent
compensation structures
Accordingly, the compensation policy for MD & CEO and WTDs seeks to:
a) Ensure that the compensation, in terms of structure and total amount, is in line with the best practices, as
well as competitive vis-à-vis that of peer banks
b) Establish the linkage of compensation with individual performance as well as achievement of the corporate
objectives of the Bank
c) Include an appropriate variable pay component tied to the achievement of pre-established objectives in
line with Bank’s scorecard while ensuring that the compensation is aligned with prudent risk taking
Compensation is structured in terms of fixed pay, variable pay and employee stock options (for selective
employees), with a strong linkage of variable pay to performance. The compensation policy of the Bank is
approved by the Nomination and Remuneration Committee. Additional approval from Shareholders and RBI is
obtained specifically for compensation of MD & CEO and WTDs.
v Whether the remuneration committee reviewed the firm’s remuneration policy during the past year, and
if so, an overview of any changes that were made:
The Nomination and Remuneration committee reviews the Bank’s remuneration policy every year. There
were no major changes made in the remuneration policy during the year.
v A discussion of how the Bank ensures that risk and compliance employees are remunerated independently
of the businesses they oversee:
The Bank ensures that risk and compliance employees are remunerated independently of the businesses
they oversee and is guided by the individual employee performance. The remuneration is determined on
the basis of relevant risk measures included in the Balanced Scorecard / key deliverables of staff in these
functions. The parameters reviewed for performance based rewards are independent of performance of
the business area they oversee and commensurate with their individual role in the Bank. Additionally, the
ratio of fixed and variable compensation is weighed towards fixed compensation.
c) Description of the ways in which current and future risks are taken into account in the remuneration processes:
v An overview of the key risks that the Bank takes into account when implementing remuneration measures:
The business activity of the Bank is undertaken within the limits of the following risk measures to achieve
the financial plan. The Financial Perspective in the Bank’s BSC contains metrics pertaining to growth,
profitability and asset quality. These metrics along with other metrics in customer, internal process and
compliance and people perspective are taken into account while arriving at the remuneration decisions.
The metrics on internal process and compliance ensure due weightage to non – financial risk that bank
may be exposed to.
v An overview of the nature and type of key measures used to take account of these risks, including risk
difficult to measure:
The Bank has a robust system of measuring and reviewing these risks. The risk parameters are a part
of the Balanced Scorecard used for setting of performance objectives and for measuring performance
which includes, besides financial performance, adherence to internal processes, compliance and people
perspectives. Weightage is placed on not only financial or quantitative achievement of objectives but also
on qualitative aspects detailing how the objectives were achieved.
The relevant risk measures are included in the scorecards of MD & CEO and WTDs. Inclusion of the
above mentioned measures ensures that performance parameters are aligned to risk measures at the time
of performance evaluation. The Nomination and Remuneration Committee takes into consideration all
the above aspects while assessing organisational and individual performance and making compensation
related recommendations to the Board.
v A discussion of how the nature and type of these measures have changed over the past year and reasons
for the changes, as well as the impact of changes on remuneration:
During FY 2018-19, the risk measures were reviewed and certain additional metrics pertaining to
Operations Risk were incorporated in the Balanced Scorecards, in view of the challenges faced by the
Banking industry in recent years.
d) Description of the ways in which the Bank seeks to link performance during a performance measurement period
with levels of remuneration:
The Bank’s performance management and compensation philosophies are structured to support the achievement
of the Bank’s on-going business objectives by rewarding achievement of objectives linked directly to its strategic
business priorities. These strategic priorities are cascaded through annualised objectives to the employees.
The Bank follows the Balanced Scorecard approach in designing its performance management system. Adequate
attention is given to the robust goal setting process to ensure alignment of individual objectives to support the
achievement of business strategy, financial and non-financial goals across and through the organisation. The
non-financial goals for employees includes customer service, process improvement, adherence to risk and
compliance norms, operations and process control, learning and knowledge development.
v An overview of main performance metrics for Bank, top level business lines and individuals:
The Bank follows a Balanced Scorecard approach for measuring performance for the Bank, top business
lines and individuals. The approach broadly comprises financial, customer, internal processes, compliance
and people perspectives and includes parameters on revenue and profitability, business growth, customer
initiatives, operational efficiencies, regulatory compliance, risk management and people management.
v A discussion of how amounts of individual remuneration are linked to the Bank-wide and individual
performance:
The Bank’s remuneration practices are underpinned by principles of meritocracy and fairness. The
remuneration system strives to maintain the ability to attract, retain, reward and motivate the talent in
order to enable the Bank to attain its strategic objectives within the increasingly competitive context in
which it operates. The Bank’s pay-for-performance approach strives to ensure both internal and external
equity in line with emerging market trends. However, the business model and affordability form the
overarching boundary conditions.
The Bank follows a Balanced Scorecard approach for measuring performance at senior levels. The
Balanced scorecard parameters for individuals are cascaded from the Bank’s Balanced Scorecard. The
Management Committee or the Nomination and Remuneration Committee reviews the achievements
against the set of parameters which determines the performance of the individuals. For all other employees,
performance appraisals are conducted annually and initiated by the employee with self-appraisal. The
immediate supervisor reviews the appraisal ratings in a joint consultation meeting with the employee and
assigns the performance rating. The final ratings are discussed by a Moderation Committee comprising
of senior officials of the Bank. Both relative and absolute individual performances are considered for
the moderation process. Individual fixed pay increases, variable pay and ESOPs are linked to the final
performance ratings.
v A discussion of the measures the Bank will in general implement to adjust remuneration in the event that
performance metrics are weak:
In cases where the performance metrics are weak or not well defined to measure the performance
effectively, the Bank uses discretion to reward such employees. The remuneration is then influenced by
the operational performance parameters of the Bank along with individual performance achievement.
Whilst determining fixed and variable remuneration, relevant risk measures are included in scorecards
of senior employees. The Financial Perspective in the Bank’s BSC contains metrics pertaining to growth,
As a prudent measure, a portion of variable pay if it exceeds a certain threshold is deferred and is paid
proportionately over a period of 3 years. The deferred variable pay amount of reference year would be
held back in case of any misrepresentation or gross inaccuracy resulting in a wrong risk assessment.
e)
Description of the ways in which the Bank seeks to adjust remuneration to take account of the longer term
performance:
v A discussion of the Bank’s policy on deferral and vesting of variable remuneration and, if the fraction of
variable remuneration that is deferred differs across employees or groups of employees, a description of
the factors that determine the fraction and their relative importance:
The deferral of the Variable Pay for the three categories of employees as stated earlier is given below:
To ensure that risk measures do not focus only on achieving short term goals, variable payout is deferred.
If the variable pay exceeds 40% of fixed pay, 45% of the variable pay to be deferred proportionately
over a period of three years.
Category 2: All the employees in the Grade of Vice President and above engaged in the functions of Risk
Control and Compliance
- Variable Pay will be paid on the basis of laid down risk control, compliance and process
improvement parameters in the balanced scorecard / key deliverables of staff in this function
- The parameters will be independent of performance of the business area they oversee and will
commensurate with their key role in the Bank
- The ratio of fixed and variable compensation will be weighed towards fixed compensation
- Appropriate deferral structure as approved by the Nomination and Remuneration Committee will
be applicable to this category of employees
- Variable Pay will be paid on the basis of performance against key deliverables and overall business
performance for the financial year
- Appropriate deferral structure as approved by the Nomination and Remuneration Committee will
be applicable to this category of employees
v A discussion of the Bank’s policy and criteria for adjusting deferred remuneration before vesting and (if
permitted by national law) after vesting through claw back arrangements:
The deferred portion of the variable pay may be delayed in the event of an enquiry determining gross
negligence or breach of integrity. The deferred portion is withheld by the Bank till the completion of
such enquiries, if any. As a result, no claw back arrangements are made on the deferred portion of the
variable pay.
f)
Description of the different forms of variable remuneration that the Bank utilizes and the rationale for using these
different forms:
v An overview of the forms of variable remuneration offered:
• Variable Pay: Variable Pay is linked to corporate performance, business performance and individual
performance and ensures differential pay based on the performance levels of employees
• Employee Stock Options (ESOPs): ESOPs are given to selective set of employees at senior levels
based on their level of performance and role. ESOP scheme has an inbuilt deferred vesting design
which helps in directing long term performance orientation among employees
v A discussion of the use of different forms of variable remuneration and, if the mix of different forms of
variable remuneration differs across employees or group of employees, a description of the factors that
determine the mix and their relative importance:
Variable pay in the form of performance based bonus is paid out annually and is linked to performance
achievement against balanced performance measures and aligned with the principles of meritocracy.
The proportion of variable pay in total pay shall be higher at senior management levels. The payment of
all forms of variable pay is governed by the affordability of the Bank and based on profitability and cost
income ratios. At senior management levels (and for certain employees with potential to cause material
impact on risk exposure), a portion of variable compensation may be paid out in a deferred manner in
order to drive prudent behaviour as well as long term & sustainable performance orientation. Long term
variable pay is administered in the form of ESOPs with an objective of enabling employee participation
in the business as an active stakeholder and to usher in an ‘owner-manager’ culture. The quantum of grant
of stock options is determined and approved by the Nomination and Remuneration Committee, in terms
of the said Regulations and in line with best practices, subject to the approval of RBI. The current ESOP
design has an inbuilt deferral intended to spread and manage risk.
Quantitative disclosures
a) The quantitative disclosures pertaining to the MD & CEO, Whole Time Directors and other risk takers for the
year ended 31 March, 2019 and 31 March, 2018 are given below. Other risk takers include all employees
in the grade of Executive Vice President (EVP) and above and also cover certain select roles in case they are
below the grade of EVP.
g. Total amount of deferred remuneration paid out in the financial year `0.34 crores `0.65 crores
h. Breakdown of amount of remuneration awards for the financial year to Fixed - Fixed -
show fixed and variable, deferred and non-deferred, different forms used `49.80 crores# `41.00 crores#
Variable - Variable -
`9.41 crores* `9.78 crores*
Deferred - Nil Deferred - Nil
Non-deferred - Non-deferred -
`9.41 crores* `9.78 crores*
Number of stock Number of stock
options granted options granted
during the during the
financial year - financial year -
2,479,000 3,067,750
(` in crores)
1.1.36 The details of fees / brokerage earned in respect of insurance broking, agency and bancassurance business
undertaken by the Bank are as under:
(` in crores)
1.1.37 The Bank has not sponsored any special purpose vehicle which is required to be consolidated in the consolidated
financial statements as per accounting norms.
1.1.38 Amount of total assets, non-performing assets and revenue of overseas branches is given below:
(` in crores)
1.1.39 During the years ended 31 March, 2019 and 31 March, 2018 the value of sales/transfers of securities to/from HTM
category (excluding one-time transfer of securities and sales to RBI under OMO auctions) did not exceed 5% of the
book value of investments held in HTM category at the beginning of the year.
(` in crores)
(` in crores)
During the years ended 31 March, 2019 and 31 March, 2018, the intra-group exposures were within the limits
specified by RBI.
The above information is as certified by the Management and relied upon by the auditors.
The Bank’s Corporate Credit Policy lays down the framework to manage credit risk arising out of unhedged foreign
currency exposures of the borrowers. Both at the time of initial approval as well as subsequent reviews/renewals, the
assessment of credit risk arising out of foreign currency exposure of the borrowers include details of imports, exports,
repayments of foreign currency borrowings, as well as hedges done by the borrowers or naturally enjoyed by them
vis-a-vis their intrinsic financial strength, history of hedging and losses arising out of foreign currency volatility. The
extent of hedge/cover required on the total foreign currency exposure including natural hedge and hedged positions,
is guided through a matrix of internal ratings. The hedging policy is applicable for existing as well as new clients
with foreign currency exposures above a predefined threshold. The details of un-hedged foreign currency exposure
of customers for transactions undertaken through the Bank are monitored periodically. The Bank also maintains
additional provision and capital, in line with RBI guidelines.
(` in crores)
1.1.44 Disclosure on provisioning pertaining to Land held under ‘Non-Banking assets acquired in satisfaction of claims’
(` in crores)
Amount of Land held under ‘Non-Banking assets acquired in satisfaction of claims’ 2,208.61
Provisions held at the beginning of the year -
Provisions made during the year by debiting profit and loss account 603.33
Unamortised provision debited from ‘Balance in profit and loss account’ under ‘Reserves and Surplus’ 1,605.28
1.1.45 Details of Priority Sector Lending Certificates (PSLC) purchased by the Bank are set out below:
(` in crores)
(` in crores)
Qualitative disclosure
The Bank has adopted the Basel III framework on liquidity standards as prescribed by RBI and has put in place
requisite systems and processes to enable periodical computation and reporting of the Liquidity Coverage Ratio (LCR).
The mandated regulatory threshold is embedded into the Risk Appetite Statement of the Bank thus subjecting LCR
maintenance to Board oversight and periodical review. The Bank computes the LCR and reports the same to the Asset
Liability Management Committee (ALCO) every month for review as well as to the Risk Management Committee of the
Board.
The Bank computes LCR on a daily basis and in accordance with RBI guidelines the quarterly disclosures of LCR
contain data on the simple average calculated on daily observations over a period of 90 days.
The Bank follows the criteria laid down by RBI for calculation of High Quality Liquid Assets (HQLA), gross outflows
and inflows within the next 30-day period. HQLA predominantly comprises Government securities viz. Treasury Bills,
Central and State Government securities. A relatively smaller part of HQLA is accounted for by the corporate bonds
with mandated haircuts applied thereto.
The Bank monitors the concentration of funding sources from significant counterparties, significant instruments/
products as part of the asset liability management framework. The Bank adheres to the regulatory and internal limits
on Inter-bank liability and call money borrowings which form part of the ALM policy. The Bank’s funding sources are
fairly dispersed across sources and maturities.
Expected derivative cash outflows and inflows are calculated for outstanding contracts in accordance with laid down
valuation methodologies. Cash flows, if any, from collaterals posted against derivatives are not considered.
Apart from the LCR position in all currencies put together, the Bank monitors the LCR in US Dollar currency which
qualifies as a significant currency as per RBI guidelines.
The liquidity risk management of the Bank is undertaken by the Asset Liability Management group in the Treasury in
accordance with the Board approved policies and ALCO approved funding plans. The Risk department measures
and monitors the liquidity profile of the Bank with reference to the Board approved limits, for both domestic as well
as overseas operations, on a static as well as on a dynamic basis by using the gap analysis technique supplemented
by monitoring of key liquidity ratios and periodical liquidity stress testing. Periodical reports are placed before the
Bank’s ALCO for perusal and review.
All significant outflows and inflows determined in accordance with RBI guidelines are included in the prescribed LCR
computation template.
(` in crores)
Quarter ended Quarter ended Quarter ended Quarter ended
31 March, 2019 31 December, 2018 30 September, 2018 30 June, 2018
Total Total Total Total Total Total Total Total
Unweighted Weighted Unweighted Weighted Unweighted Weighted Unweighted Weighted
Value Value Value Value Value Value Value Value
(average) (average) (average) (average) (average) (average) (average) (average)
High Quality Liquid Assets
1 Total High Quality Liquid 122,173.58 112,336.65 98,417.24 82,905.66
Assets (HQLAs)
Cash Outflows
Retail Deposits and deposits
2 from small business 288,756.01 26,298.55 276,752.92 25,082.62 262,954.38 23,773.05 250,441.74 22,587.17
customers, of which:
(i) Stable Deposits 51,541.11 2,577.06 51,853.44 2,592.67 50,447.68 2,522.38 49,140.03 2,457.00
(ii) Less Stable Deposits 237,214.90 23,721.49 224,899.48 22,489.95 212,506.70 21,250.67 201,301.71 20,130.17
3 Unsecured wholesale 156,131.98 79,803.19 147,846.47 74,665.27 138,551.93 71,267.03 133,534.29 68,572.86
funding, of which :
(i) Operational deposits 45,839.18 11,448.44 45,614.30 11,396.72 42,070.15 10,511.43 41,286.10 10,315.38
(all counterparties)
(ii) Non-operational deposits 110,292.80 68,354.75 102,232.17 63,268.55 96,481.78 60,775.60 92,248.19 58,257.48
(all counterparties)
(iii) Unsecured debt - - - - - - - -
4 Secured wholesale funding - 489.13 - 1,315.08
5 Additional requirements, 33,663.94 22,274.62 44,959.20 31,958.57 39,442.47 27,091.98 37,859.76 25,588.32
of which:
(i) Outflows related to
derivative exposures and
other collateral requirements 20,690.63 20,690.63 30,309.69 30,309.69 25,518.93 25,518.93 23,839.39 23,839.39
(ii) Outflows related to loss of
funding on debt products 35.28 35.28 112.93 112.93 179.59 179.59 136.23 136.23
(iii) Credit and liquidity facilities 12,938.03 1,548.71 14,536.58 1,535.95 13,743.95 1,393.46 13,884.14 1,612.70
6 Other contractual funding
obligations 5,481.21 5,481.21 5,347.92 5,347.92 4,303.74 4,241.13 4,115.59 4,025.59
7 Other contingent funding
obligations 229,362.92 9,296.33 232,701.55 9,189.17 236,628.98 9,380.16 226,614.14 8,914.06
8 Total Cash Outflows 143,153.90 146.732.68 135,753.34 131,003.08
Cash Inflows
9 Secured lending
(eg. reverse repo) 9,018.11 - 4,657.91 - 3,172.41 - 2,130.44 -
10 Inflows from fully
performing exposures 34,209.85 24,150.15 34,751.35 24,671.71 36,368.55 24,909.84 31,469.06 20,819.65
11 Other cash inflows 20,164.89 20,164.89 30,454.88 30,454.88 25,478.59 25,478.59 23,503.92 23,503.92
12 Total Cash Inflows 63,392.85 44,315.04 69,864.14 55,126.59 65,019.55 50,388.43 57,103.42 44,323.57
Total adjusted Value Total adjusted Value Total adjusted Value Total adjusted Value
21 Total HQLA 122,173.58 112,336.65 98,417.24 82,905.66
22 Total Net Cash Outflows 98,838.86 91,606.09 85,364.91 86,679.51
23 Liquidity Coverage Ratio % 123.61% 122.63% 115.29% 95.65%
Note: 1) Average for all the quarters is simple average of daily observations for the quarter.
2) Classification of inflows and outflows for determining the run off factors is based on the same estimates and assumptions as used by the Bank for compiling
the return submitted to the RBI, which has been relied upon by the auditors.
(` in crores)
Quarter ended Quarter ended Quarter ended Quarter ended
31 March, 2018 31 December, 2017 30 September, 2017 30 June, 2017
Total Total Total Total Total Total Total Total
Unweighted Weighted Unweighted Weighted Unweighted Weighted Unweighted Weighted
Value Value Value Value Value Value Value Value
(average) (average) (average) (average) (average) (average) (average) (average)
High Quality Liquid Assets
1 Total High Quality Liquid 79,973.26 73,116.53 71,834.98 71,379.76
Assets (HQLAs)
Cash Outflows
2 Retail Deposits and deposits
from small business 238,884.37 21,478.87 231,420.68 20,762.31 225,670.59 20,248.80 222,834.02 19,970.18
customers, of which:
(i) Stable Deposits 48,191.37 2,409.57 47,595.16 2,379.76 46,365.18 2,318.26 46,264.28 2,313.21
(ii) Less Stable Deposits 190,693.00 19,069.30 183,825.52 18,382.55 179,305.41 17,930.54 176,569.74 17,656.97
3 Unsecured wholesale
funding, of which : 134,036.28 71,532.35 136,167.50 68,709.21 129,994.35 64,211.05 125,377.35 63,394.94
(i) Operational deposits 40,656.37 10,158.50 44,378.91 11,089.40 40,099.06 10,019.37 36,389.68 9,091.82
(all counterparties)
(ii) Non-operational deposits 93,379.91 61,373.85 91,788.59 57,619.81 89,895.29 54,191.68 88,987.67 54,303.12
(all counterparties)
(iii) Unsecured debt - - - - - - - -
4 Secured wholesale funding 805.00 478.26 673.91 618.13
5 Additional requirements, 37,389.88 28,299.66 49,195.82 38,150.38 34,403.02 22,945.12 30,661.83 22,632.38
of which:
(i) Outflows related to
derivative exposures and
other collateral requirements 26,614.31 26,614.31 33,064.39 33,064.39 21,302.10 21,302.10 21,433.96 21,433.97
(ii) Outflows related to loss of
funding on debt products 311.69 311.69 2,981.08 2,981.08 186.50 186.50 162.21 162.21
(iii) Credit and liquidity facilities 10,463.88 1,373.66 13,150.35 2,104.91 12,914.42 1,456.52 9,065.66 1,036.20
6 Other contractual funding
obligations 4,128.51 4,038.52 4,003.84 3,913.84 4,035.69 3,945.69 3,591.80 3,501.80
7 Other contingent funding
obligations 224,085.43 8,718.93 222,696.55 8,685.97 211,371.82 8,181.74 205,149.55 7,942.22
8 Total Cash Outflows 134,873.33 140,699.97 120,206.31 118,059.65
Cash Inflows
9 Secured lending (eg.
reverse repo) 673.75 - 673.52 - 1,323.93 - 2,799.40 -
10 Inflows from fully
performing exposures 36,820.48 22,956.72 35,799.85 21,898.49 30,901.05 20,233.70 30,430.62 19,018.98
11 Other cash inflows 26,488.54 26,488.54 33,485.59 33,289.34 21,315.71 21,315.72 21,412.85 21,412.85
12 Total Cash Inflows 63,982.77 49,445.26 69,958.96 55,187.83 53,540.69 41,549.42 54,642.87 40,431.83
Total adjusted Value Total adjusted Value Total adjusted Value Total adjusted Value
21 Total HQLA 79,973.26 73,116.53 71,834.98 71,379.76
22 Total Net Cash Outflows 85,428.07 85,512.14 78,656.89 77,627.82
23 Liquidity Coverage Ratio % 93.61% 85.50% 91.33% 91.95%
Note: 1) Average for all the quarters is simple average of daily observations for the quarter.
2) Classification of inflows and outflows for determining the run off factors is based on the same estimates and assumptions as used by the Bank for compiling
the return submitted to the RBI, which has been relied upon by the auditors.
1.2.2 During the year, the Bank has appropriated `600.00 crores to the Investment Fluctuation Reserve in accordance with
RBI guidelines.
1.2.3 During the year, the Bank has appropriated `0.63 crores (previous year `1.62 crores) to Reserve Fund account
towards statutory reserve in accordance with guidelines issued by Central Bank of Sri Lanka in respect of Colombo
branch operations.
Basic and Diluted earnings for the year (Net profit after tax) (` in crores) 4,676.61 275.68
Basic weighted average no. of shares (in crores) 256.90 244.51
Add: Equity shares for no consideration arising on grant of stock options under ESOP
(in crores) 1.58 0.75
Diluted weighted average no. of shares (in crores) 258.48 245.26
Basic EPS (`) 18.20 1.13
Diluted EPS (`) 18.09 1.12
Nominal value of shares (`) 2.00 2.00
Dilution of equity is on account of 9,813,655 stock options and 6,033,509 warrants (previous year 7,517,504 stock
options).
Pursuant to the approval of the shareholders in February 2001, the Bank approved an Employee Stock Option
Scheme under which eligible employees are granted an option to purchase shares subject to vesting conditions.
Over the period till March 2019, pursuant to the approval of the shareholders, the Bank approved ESOP schemes for
options aggregating 265,087,000 that vest in a graded manner over 3 years. The options can be exercised within
three/five years from the date of the vesting as the case may be. Within the overall ceiling of 265,087,000 stock
options approved for grant by the shareholders as stated earlier, the Bank is authorised to issue options to eligible
employees and Whole Time Directors of the subsidiary companies.
253,158,700 options have been granted under the Scheme till the previous year ended 31 March, 2018.
On 25 April, 2018, the Bank granted 5,825,000 stock options (each option representing entitlement to one equity
share of the Bank) to its eligible employees/directors of the Bank/subsidiary companies at a grant price of `504.85
per option. Further, on 7 January, 2019, the Bank granted 630,000 stock options (each option representing entitlement
to one equity share of the Bank) to its MD & CEO at a grant price of `619.60 per option.
Stock option activity under the Scheme for the year ended 31 March, 2019 is set out below:
Outstanding at the beginning of the year 29,554,909 217.33 to 535.00 432.45 4.22
Granted during the year 6,455,000 504.85 to 619.60 516.05 -
Forfeited during the year (748,700) 306.54 to 535.00 500.67 -
Expired during the year (22,400) 288.96 288.96 -
Exercised during the year (5,105,935) 217.33 to 535.00 336.29 -
Outstanding at the end of the year 30,132,874 288.96 to 619.60 465.06 4.13
Exercisable at the end of the year 17,138,224 288.96 to 535.00 436.22 2.87
The weighted average share price in respect of options exercised during the year was `623.15.
Stock option activity under the Scheme for the year ended 31 March, 2018 is set out below:
Outstanding at the beginning of the year 29,711,124 217.33 to 535.00 383.16 3.98
Granted during the year 6,885,750 503.00 503.00 -
Forfeited during the year (810,120) 306.54 to 535.00 470.15 -
Expired during the year (57,910) 217.33 to 289.51 275.32 -
Exercised during the year (6,173,935) 217.33 to 535.00 270.47 -
Outstanding at the end of the year 29,554,909 217.33 to 535.00 432.45 4.22
Exercisable at the end of the year 16,062,159 217.33 to 535.00 378.40 2.85
The weighted average share price in respect of options exercised during the year was `524.51.
During the years ended, 31 March, 2019 and 31 March, 2018, no cost has been incurred by the Bank on ESOPs
The fair value of the options is estimated on the date of the grant using the Black-Scholes options pricing model, with
the following assumptions:
Volatility is the measure of the amount by which a price has fluctuated or is expected to fluctuate during a period.
The measure of volatility used in the Black-Scholes options pricing model is the annualised standard deviation of
the continuously compounded rates of return on the stock over a period of time. For calculating volatility, the daily
volatility of the stock prices on the National Stock Exchange, over a period prior to the date of grant, corresponding
with the expected life of the options has been considered.
The weighted average fair value of options granted during the year ended 31 March, 2019 is `164.10 (previous
year `155.53).
On 27 March, 2019, the Nomination and Remuneration Committee of the Board of Directors of the Bank has
approved the grant of upto 10,500,000 stock options to eligible employees. As on March 31, 2019, there have been
no allotments of options under this grant. Accordingly, these options have not been considered in the above disclosure
and for disclosure of proforma net profit and EPS under fair value method for FY 2018-19.
The Board of Directors, in their meeting held on 25 April, 2019 have proposed a final dividend of `1 per equity
share amounting to `283.08 crores, inclusive of corporate dividend tax. The proposal is subject to the approval of
shareholders at the Annual General Meeting.
The business of the Bank is divided into four segments: Treasury, Retail Banking, Corporate/Wholesale Banking and
Other Banking Business. These segments have been identified based on the RBI’s revised guidelines on Segment
Reporting issued on 18 April, 2007 vide Circular No. DBOD.No.BP.BC.81/21.04.018/2006-07. The principal
activities of these segments are as under:
Treasury Treasury operations include investments in sovereign and corporate debt, equity and mutual
funds, trading operations, derivative trading and foreign exchange operations on the
proprietary account and for customers. The Treasury segment also includes the central funding
unit.
Retail Banking Constitutes lending to individuals/small businesses through the branch network and other
delivery channels subject to the orientation, nature of product, granularity of the exposure and
the quantum thereof. Retail Banking activities also include liability products, card services,
internet banking, mobile banking, ATM services, depository, financial advisory services and
NRI services.
Corporate/Wholesale Banking Includes corporate relationships not included under Retail Banking, corporate advisory
services, placements and syndication, project appraisals, capital market related services and
cash management services.
Other Banking Business Includes para banking activities like third party product distribution and other banking
transactions not covered under any of the above three segments.
Unallocated assets and liabilities - All items which are reckoned at an enterprise level are classified under this segment
such as deferred tax, money received against share warrants, tax paid in advance net of provision etc.
Revenues of the Treasury segment primarily consist of fees and gains or losses from trading operations and interest
income on the investment portfolio. The principal expenses of the segment consist of interest expense on funds
borrowed from external sources and other internal segments, premises expenses, personnel costs, other direct
overheads and allocated expenses.
Revenues of the Corporate/Wholesale Banking segment consist of interest and fees earned on loans given to
customers falling under this segment and fees arising from transaction services and merchant banking activities such
as syndication and debenture trusteeship. Revenues of the Retail Banking segment are derived from interest earned
on loans classified under this segment, fees for banking and advisory services, ATM interchange fees and cards
products. Expenses of the Corporate/Wholesale Banking and Retail Banking segments primarily comprise interest
expense on deposits and funds borrowed from other internal segments, infrastructure and premises expenses for
operating the branch network and other delivery channels, personnel costs, other direct overheads and allocated
expenses.
Segment income includes earnings from external customers and from funds transferred to the other segments. Segment
result includes revenue as reduced by interest expense and operating expenses and provisions, if any, for that
segment. Segment-wise income and expenses include certain allocations. Inter segment interest income and interest
expense represent the transfer price received from and paid to the Central Funding Unit (CFU) respectively. For
this purpose, the funds transfer pricing mechanism presently followed by the Bank, which is based on historical
matched maturity and internal benchmarks, has been used. Operating expenses other than those directly attributable
to segments are allocated to the segments based on an activity-based costing methodology. All activities in the Bank
are segregated segment-wise and allocated to the respective segment.
(` in crores)
31 March, 2019
Treasury Corporate/ Retail Banking Other Banking Total
Wholesale Business
Banking
Segment Revenue
Gross interest income (external customers) 13,848.40 17,439.94 23,697.43 - 54,985.77
Other income 2,355.65 4,320.54 5,224.37 1,229.78 13,130.34
Total income as per Profit and Loss Account 16,204.05 21,760.48 28,921.80 1,229.78 68,116.11
Add/(less) inter segment interest income 57,991.83 6,175.11 20,249.77 0.01 84,416.72
Total segment revenue 74,195.88 27,935.59 49,171.57 1,229.79 152,532.83
Less: Interest expense (external customers) 16,884.94 1,170.08 15,222.58 - 33,277.60
Less: Inter segment interest expense 54,359.22 13,520.57 16,536.06 0.87 84,416.72
Less: Operating expenses 414.52 3,800.03 11,265.40 353.45 15,833.40
(` in crores)
31 March, 2018
Treasury Corporate/ Retail Banking Other Banking Total
Wholesale Business
Banking
Segment Revenue
Gross interest income (external customers) 11,825.78 14,607.46 19,347.07 - 45,780.31
Other income 3,088.74 2,812.03 3,988.73 1,077.59 10,967.09
Total income as per Profit and Loss Account 14,914.52 17,419.49 23,335.80 1,077.59 56,747.40
Add/(less) inter segment interest income 49,386.08 5,402.38 17,298.22 - 72,086.68
Total segment revenue 64,300.60 22,821.87 40,634.02 1,077.59 128,834.08
Less: Interest expense (external customers) 13,305.80 810.02 13,046.76 - 27,162.58
Less: Inter segment interest expense 45,761.40 12,352.62 13,972.08 0.58 72,086.68
Less: Operating expenses 383.64 3,731.86 9,753.64 121.20 13,990.34
Operating profit 4,849.76 5,927.37 3,861.54 955.81 15,594.48
Less: Provision for non-performing assets/others* 1,759.93 11,852.41 1,860.57 - 15,472.91
Segment result 3,089.83 (5,925.04) 2,000.97 955.81 121.57
Less: Provision for tax (154.11)
Extraordinary profit/loss -
Net Profit 275.68
Segment assets 228,322.23 223,754.56 229,710.81 690.55 682,478.15
Unallocated assets 8,851.43
Total assets 691,329.58
31 March, 2018
Treasury Corporate/ Retail Banking Other Banking Total
Wholesale Business
Banking
Geographic Segments
(` in crores)
• General Insurance Corporation, New India Assurance Co. Limited, National Insurance Co. Limited,
United India Insurance Co. Limited and The Oriental Insurance Co. Limited.
Mr. Sanjaya Sharma, Ms. Usha Bharadwaj, Mr. Tilak Sharma, Ms. Tvisha Sharma, Dr. Sanjiv Bharadwaj, Dr.
Prashant Bharadwaj, Dr. Brevis Bharadwaj, Dr. Reena Bharadwaj, Ms. Gayathri Srinivasan, Mr. V. Satish, Ms.
Camy Satish, Ms. Ananya Srinivasan, Ms. Anagha Srinivasan, Ms. Geetha N., Ms. Chitra R., Ms. Sumathi
N., Mr. S. Ranganathan, Mr. R. Narayan, Ms. Gitanjali Anand, Ms. Tara Anand, Ms. Nandita Anand, Mr. P.L.
Narain, Mr. P. Srinivas, Ms. Ratna Rao Shekar, Ms. P. Kamashi, Ms. Hemant Dahiya, Ms. Arooshi Dahiya, Ms.
Mallika Dahiya, Ms. Jal Medha, Ms. Pooja Rathi, Mr. Jai Prakash Dahiya, Ms. Preeti Chaudhry, Mr. Anagh
Chaudhry, Mr. Aruj Chaudhry, Mr. Aryan Chaudhry, Ms. Chhavi Kharb, Mr. Ashok Kharb, Mr. Om Singh
Chaudhry, Ms. Kusum Chaudhry.
d) Subsidiary Companies
• A.Treds Limited
Based on RBI guidelines, details of transactions with step down subsidiaries are not disclosed since there
is only one entity/party in this category.
The details of transactions of the Bank with its related parties during the year ended 31 March, 2019 are given
below:
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel#
Dividend paid - - - - -
Dividend received - - - 131.10 131.10
Interest paid 554.78 0.41 0.12 17.41 572.72
Interest received 0.13 1.09 - 22.19 23.41
Investment of the Bank - - - 197.17 197.17
Investment in non-equity instruments of related 341.26 - - 50.00 391.26
party
Investment of related party in the Bank - 17.93 - - 17.93
Redemption of Hybrid capital/Bonds of the Bank 1,510.00 - - - 1,510.00
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel#
Purchase of investments 205.00 - - - 205.00
Sale of investments 857.07 - - - 857.07
Management contracts - - - 18.64 18.64
Remuneration paid - 18.49 - - 18.49
Contribution to employee benefit fund 16.53 - - - 16.53
Repayment of security deposits by related party 0.12 - - - 0.12
Non-funded commitments (issued) - - - - -
Repayment of Call/Term lending by related party - - - 352.14 352.14
Swaps/Forward contracts - - - 138.31 138.31
Advance granted (net) - - - 22.15 22.15
Advance repaid 0.45 7.38 - 621.41 629.24
Purchase of loans - - - - -
Sell down of loans (including undisbursed loan - - - - -
commitments)
Receiving of services 120.46 - - 969.90 1,090.36
Rendering of services 27.88 0.03 - 195.79* 223.70
Sale of foreign exchange currency to related - 1.35 0.01 - 1.36
party
Other reimbursements from related party - - - 22.68 22.68
Other reimbursements to related party 0.66 - - 1.09 1.75
# Details of transactions of the Bank with relatives of KMP are for the period during which the KMP are related parties of the Bank
* Net of reversal of `46 crores towards fees receivable from Axis Asset Management Company Limited, pursuant to change in SEBI guidelines
The balances payable to/receivable from the related parties of the Bank as on 31 March, 2019 are given below:
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel
The details of transactions of the Bank with its related parties during the year ended 31 March, 2018 are given
below:
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel#
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel#
The balances payable to/receivable from the related parties of the Bank as on 31 March, 2018 are given below:
(` in crores)
Items/Related Party Promoters Key Relatives Subsidiaries Total
Management of Key
Personnel Management
Personnel
(` in crores)
The transactions with Promoters and Key Management Personnel excluding those under management contracts are in
nature of the banker-customer relationship.
Details of transactions with Axis Mutual Fund the fund floated by Axis Asset Management Company Ltd., the Bank’s
subsidiary has not been disclosed since the entity does not qualify as Related Parties as defined under the Accounting
Standard 18, Related Party Disclosure, as notified under Section 2(2) and Section 133 of the Companies Act, 2013
and as per RBI guidelines.
The significant transactions between the Bank and related parties during the year ended 31 March, 2019 and
31 March, 2018 are given below. A specific related party transaction is disclosed as a significant related party
transaction wherever it exceeds 10% of the aggregate value of all related party transactions in that category:
(` in crores)
Particulars Year ended Year ended
31 March, 2019 31 March, 2018
Dividend paid
Life Insurance Corporation of India - 165.04
Administrator of the Specified Undertaking of the Unit Trust of India - 137.42
Dividend received
Axis Finance Limited - 121.28
Axis Capital Limited 117.60 102.90
Axis Trustee Services Limited 13.50 12.38
Interest paid
Life Insurance Corporation of India 503.97 502.36
(` in crores)
Particulars Year ended Year ended
31 March, 2019 31 March, 2018
Interest received
Axis Finance Limited 10.93 15.31
Axis Bank UK Limited 10.12 12.47
Investment of the Bank
Axis Finance Limited - 125.00
Accelyst Solutions Private Limited - 100.00
Freecharge Payment Technologies Private Limited - 100.00
Axis Bank UK Limited 183.77 -
Investment in non-equity instruments of related party
United India Insurance Co. Limited 241.26 393.00
Oriental Insurance Co. Limited 100.00 -
Axis Finance Limited 50.00 100.00
Investment of related party in the Bank
Life Insurance Corporation of India - 1,200.00
Ms. Shikha Sharma 8.67 17.36
Mr. Rajiv Anand 4.05 6.71
Mr. Rajesh Dahiya 5.22 1.65
Redemption of Subordinated Debts
Life Insurance Corporation of India 1,500.00 -
Purchase of investments
United India Insurance Co. Limited - 188.69
Oriental Insurance Co. Limited 205.00 -
Sale of investments
New India Assurance Co. Limited 195.00 421.03
General Insurance Corporation Co. Limited 335.02 230.00
United India Insurance Co. Limited 141.29 157.44
Oriental Insurance Co. Limited 145.76 25.25
Management contracts
Axis Securities Limited 6.61 7.05
A Treds Ltd 6.53 1.92
Axis Capital Limited 2.68 3.49
Axis Trustee Services Limited 2.80 3.10
Remuneration paid
Ms. Shikha Sharma 6.83 4.84
Mr. V. Srinivasan 4.53 3.12
Mr. Rajiv Anand 3.18 2.44
Mr. Rajesh Dahiya 2.68 1.78
Contribution to employee benefit fund
Life Insurance Corporation of India 16.53 16.16
1.2.9 Leases
This comprise of office premises/ATMs, cash deposit machines, staff quarters, electronic data capturing machines and
IT equipment.
(` in crores)
The terms of renewal/purchase options and escalation clauses are those normally prevalent in similar agreements.
There are generally no undue restrictions or onerous clauses in the agreements.
1.2.10 Movement in fixed assets capitalised as application software (included in other Fixed Assets)
(` in crores)
(` in crores)
Deferred tax assets on account of provisions for loan losses 7,072.93 6,626.72
Deferred tax assets on account of amortisation of HTM investments 8.35 11.28
Deferred tax assets on account of provision for employee benefits 97.12 92.73
Deferred tax assets on account of other items 547.26 273.64
Deferred tax assets 7,725.66 7,004.37
Deferred tax liabilities on account of depreciation on fixed assets 61.14 103.10
Deferred tax liabilities on account of other items 23.79 24.92
Deferred tax liabilities 84.93 128.02
Net Deferred tax assets 7,640.73 6,876.35
Provident Fund
The rules of the Bank’s Provident Fund administered by a Trust require that if the Board of Trustees are unable to pay
interest at the rate declared for Employees’ Provident Fund by the Government under para 60 of the Employees’
Provident Fund Scheme, 1952 for the reason that the return on investment is less or for any other reason, then the
deficiency shall be made good by the Bank. Based on an actuarial valuation conducted by an independent actuary,
there is no deficiency as at the Balance Sheet date.
The following tables summarise the components of net benefit expenses recognised in the Profit and Loss Account
and funded status and amounts recognised in the Balance Sheet for the Provident Fund benefit plan (including staff
deputed at subsidiaries).
Net employee benefit expenses (recognised in payments to and provisions for employees)
(` in crores)
Balance Sheet
(` in crores)
Changes in the present value of the defined benefit obligation are as follows:
(` in crores)
(` in crores)
(` in crores)
31 March, 2019 31 March, 2018 31 March, 2017 31 March, 2016 31 March, 2015
Major categories of plan assets (managed by Insurers) as a percentage of fair value of total plan assets
The contribution to the employee’s provident fund (including Employee Pension Scheme) amounted to `161.28 crores
(previous year `149.49 crores) for the year.
The Hon’ble Supreme Court of India (“SC”) by an order dated 28 February, 2019 in one case, set out the principles
based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes
of computation of Provident Fund contribution. Subsequently, a review petition against this decision has been filed
and is pending before the SC for disposal. Pending decision on the subject review petition and directions from the
Employees’ Provident Fund Organisation, no effect of the said order has been given in the financial statements.
Superannuation
The Bank contributed `16.29 crores (previous year `15.91 crores) to the employees’ superannuation plan for the
year.
Leave Encashment
The liability of compensated absences of accumulated privileged leave of employees of the Bank is given below:
(` in crores)
Gratuity
The following tables summarise the components of net benefit expenses recognised in the Profit and Loss Account and
funded status and amounts recognised in the Balance Sheet for the Gratuity benefit plan.
Net employee benefit expenses (recognised in payments to and provisions for employees)
(` in crores)
Balance Sheet
(` in crores)
31 March, 2019 31 March, 2018
(` in crores)
31 March, 2019 31 March, 2018
(` in crores)
31 March, 2019 31 March, 2018
Experience adjustments
(` in crores)
31 March, 2019 31 March, 2018 31 March, 2017 31 March, 2016 31 March, 2015
Major categories of plan assets (managed by Insurers) as a percentage of fair value of total plan assets
The estimates of future salary increases considered in actuarial valuation take account of inflation, seniority, promotion
and other relevant factors.
The expected rate of return on plan assets is based on the average long-term rate of return expected on investments
of the Fund during the estimated term of the obligations.
As the contribution expected to be paid to the plan during the annual period beginning after the balance sheet date
is based on various internal/external factors, a best estimate of the contribution is not determinable.
The above information is as certified by the actuary and relied upon by the auditors.
a) Movement in provision for frauds included under other liabilities is set out below:
(` in crores)
31 March, 2019 31 March, 2018
b) Other liabilities include provision for reward points made on actuarial basis, the movement of which is set out
below:
(` in crores)
31 March, 2019 31 March, 2018
(` in crores)
31 March, 2019 31 March, 2018
Closing provision includes provision for legal cases and other contingencies. Provisions made and reductions
during the year also include contingent provision for advances.
Under the Micro, Small and Medium Enterprises Development Act, 2006 which came into force from 2 October,
2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. There have been
no reported cases of delays in payments to micro and small enterprises or of interest payments due to delays in such
payments. The above is based on the information available with the Bank which has been relied upon by the auditors.
a) Amount required to be spent by the Bank on CSR during the year `127.94 crores (previous year `186.82
crores).
b) Amount spent towards CSR during the year and recognized as expense in the statement of profit and loss on
CSR related activities is `137.59 crores (previous year `133.77 crores), which comprise of following –
(` in crores)
These represent claims filed against the Bank in the normal course of business relating to various legal cases
currently in progress. These also include demands raised by income tax authorities and disputed by the Bank.
Apart from claims assessed as possible, the Bank holds provision of `56.06 crores as on 31 March, 2019
(previous year `42.70 crores) towards claims assessed as probable.
This represents amounts remaining unpaid towards liability for partly paid investments.
The Bank enters into foreign exchange contracts, currency options/swaps, interest rate/currency futures and
forward rate agreements on its own account and for customers. Forward exchange contracts are commitments
to buy or sell foreign currency at a future date at the contracted rate. Currency swaps are commitments
to exchange cash flows by way of interest/principal in two currencies, based on ruling spot rates. Interest
rate swaps are commitments to exchange fixed and floating interest rate cash flows. Interest rate futures are
standardised, exchange-traded contracts that represent a pledge to undertake a certain interest rate transaction
at a specified price, on a specified future date. Forward rate agreements are agreements to pay or receive
a certain sum based on a differential interest rate on a notional amount for an agreed period. A foreign
currency option is an agreement between two parties in which one grants to the other the right to buy or sell
a specified amount of currency at a specific price within a specified time period or at a specified future time.
An Exchange Traded Currency Option contract is a standardised foreign exchange derivative contract, which
gives the owner the right, but not the obligation, to exchange money denominated in one currency into another
currency at a pre-agreed exchange rate on a specified date on the date of expiry. Currency Futures contract
is a standardised, exchange-traded contract, to buy or sell a certain underlying currency at a certain date in
the future, at a specified price. The amount of contingent liability represents the notional principal of respective
forward exchange and derivative contracts.
As a part of its banking activities, the Bank issues guarantees on behalf of its customers to enhance their credit
standing. Guarantees represent irrevocable assurances that the Bank will make payments in the event of the
customer failing to fulfill its financial or performance obligations.
These include documentary credit issued by the Bank on behalf of its customers and bills drawn by the Bank’s
customers that are accepted or endorsed by the Bank.
f) Other items
Other items represent outstanding amount of bills rediscounted by the Bank, estimated amount of contracts
remaining to be executed on capital account, notional principal on account of outstanding Tom/Spot foreign
exchange contracts, commitments to venture capital funds/alternate investment funds, commitments towards
underwriting and investment in equity through bids under Initial Public Offering (IPO) of corporates as at the
year end, demands raised by statutory authorities (other than income tax) and disputed by the Bank and amount
transferred to Depositor Education and Awareness Fund (DEAF).
During earlier years, the Bank, through one of its overseas branches, had arranged Trade Credit (Buyers Credit
loans) against Letters of Undertaking (LOUs) issued by Punjab National Bank (PNB), which were subsequently
alleged as fraudulent by PNB. Prior to this declaration by PNB, such buyer’s credit loans were sold down in the
secondary market by the overseas branch to various participating banks under Risk Participation Agreements.
As on 31 March 2019, there is no funded exposure outstanding in the overseas branch pursuant to such
sell down. PNB has repaid the aggregate amount of all LOUs due upto 31 March 2019, pursuant to an
undertaking issued to PNB, and made remittance to the overseas branch which has been passed on for onward
payment to the participating banks. Based on the facts and circumstances of the case, internal findings and
legal opinion, the Bank does not expect PNB has any valid right at this point in time, for refund by the Bank
of the aggregate amount paid by PNB towards LOUs due upto 31 March 2019. However, as a matter of
prudence, the aggregate amount of LOUs issued by PNB to the overseas branch against which buyer’s credit
was extended, aggregating to `4,082.51 crores has been disclosed as part of Contingent Liabilities in the
Balance Sheet.
1.2.17 Previous year figures have been regrouped and reclassified, where necessary to conform to current year’s presentation.
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
Opinion
We have audited the accompanying consolidated financial statements of Axis Bank Limited (hereinafter referred to as “the Bank”)
and its subsidiaries (the Bank and its subsidiaries together referred to as “the Group”), comprising of the Consolidated Balance
Sheet as at March 31, 2019, the Consolidated Profit and Loss Account and the Consolidated Cash Flow Statement for the year
then ended, and notes to the consolidated financial statements including a summary of the significant accounting policies and
other explanatory information (hereinafter referred to as “the consolidated financial statements”).
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of
reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, the aforesaid
consolidated financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required
and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state
of affairs of the Group as at March 31, 2019, the consolidated profit and the consolidated cash flows for the year ended on that
date.
Our opinion on the consolidated financial statements does not cover the other information and the Basel III disclosures we do not
express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Director’s Report, if we conclude that there is a material misstatement therein, we are required to communicate
the matter to those charged with governance.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
The Bank’s Board of Directors is responsible for the preparation and presentation of these consolidated financial statements in
terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated financial
performance and consolidated cash flows of the Group in accordance with the accounting principles generally accepted in India,
including the Accounting Standards specified under section 133 of the Act, read with relevant rules issued thereunder, provision
of Section 29 of the Banking Regulation Act, 1949 and the circulars, guidelines and directions issued by Reserve Bank of India
(“RBI”) from time to time. The respective Board of Directors of the entities included in the Group are responsible for maintenance
of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and
for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial
statements by the Directors of the Bank, as aforesaid.
In preparing the consolidated financial statements, the respective Board of Directors of the entities included in the Group are
responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.
The respective Board of Directors of the entities included in the Group are responsible for overseeing the financial reporting
process of the Group.
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether
the Bank and its subsidiaries, which are companies incorporated in India, have adequate internal financial controls with
reference to consolidated financial statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures,
and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within
the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision
and performance of the audit of the financial statements of such entities included in the consolidated financial statements of
which we are the independent auditors. For the other entities included in the consolidated financial statements, which have
been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of
the audits carried out by them. We remain solely responsible for our audit opinion.
We communicate with those charged with governance of the Bank and such other entities included in the consolidated financial
statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Matters
(a) We did not audit the financial statements of 9 subsidiaries, whose financial statements reflects total assets of `14,94,461.55
lacs and net asset of `2,43,992.23 lacs as at March 31, 2019, and total revenues of `2,45,731.54 lacs and net
cash inflows amounting to `4,714.61 lacs for the year ended on that date, as considered in the consolidated financial
statements. These financial statements have been audited by other auditors whose reports have been furnished to us by the
management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures
included in respect of these subsidiaries and our report in terms of section 143(3) of the Act, in so far as it relates to the
aforesaid subsidiaries, is based solely on the reports of the other auditors.
One of above subsidiary is located outside India whose financial statements have been prepared in accordance with
accounting principles generally accepted in that country and which have been audited by other auditors under generally
accepted auditing standards applicable in that country. The Company’s management has converted the financial statements
of such subsidiary located outside India from accounting principles generally accepted in that country to accounting principles
(b) We did not audit the financial statements of 1 step down subsidiary, whose financial statements reflects total assets of
`411.53 lacs and net assets of `369.67 lacs as at March 31, 2019, total revenues of `0.79 lacs and net cash inflows
amounting to `24.89 lacs for the year ended on that date, as considered in the consolidated financial statements. These
financial statements are unaudited and have been furnished to us by the management and our opinion on the Consolidated
Financial Statements, in so far as it relates to the amounts and disclosures included in respect of this step down subsidiary,
and our report in terms of section 143(3) of the Act, in so far as it relates to the aforesaid step down subsidiary, is based
solely on such unaudited financial statements. In our opinion and according to the information and explanations given to us
by the management, these financial statements are not material to the Group.
Our opinion on the consolidated financial statements and our report on the Other Legal and Regulatory Requirements below, is
not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors
and the financial statements certified by the management.
(c) The consolidated financial statements of the Bank for the previous year ended March 31, 2018, were audited by another
firm of Chartered Accountants who have expressed an unmodified opinion on those statements vide their report dated
May 16, 2018.
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit of the aforesaid consolidated financial statements;
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our examination of those books and the reports of the other auditors;
c) The Consolidated Balance Sheet, the Consolidated Profit and Loss Account and the Consolidated Cash Flow Statement dealt
with by this report are in agreement with the relevant books of account maintained for the purpose of preparation of the
consolidated financial statements;
d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under
section 133 of the Act read with relevant rules issued thereunder to the extent they are not inconsistent with accounting
policies prescribed by RBI;
e) On the basis of the written representations received from the directors of the Bank as on March 31, 2019 taken on record
by the Board of Directors of the Bank and the reports of the statutory auditors of its subsidiary companies incorporated in
India, none of the directors of the Companies of the Group incorporated in India is disqualified as on March 31, 2019 from
being appointed as a director in terms of section 164(2) of the Act;
f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Bank and its
subsidiary companies incorporated in India and the operating effectiveness of such controls, we give our separate report in
the “Annexure”.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section
197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us in case of subsidiary
Companies incorporated in India, the remuneration paid/provided by those subsidiaries to their directors during the year
is in accordance with the provisions of section 197 of the Act. Further, Section 197 of the Act is not applicable by virtue of
Section 35B (2A) of the Banking Regulation Act, 1949 to the Bank.
h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit
and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position
of the Group - Refer Schedule 12 – Contingent Liabilities to the consolidated financial statements;
ii. Provision has been made in the consolidated financial statements, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Bank and its subsidiary companies incorporated in India,
Purushottam Nyati
Partner
Membership No. 118970
Place: Mumbai
Date: April 25, 2019
[Referred to in paragraph (f) under ‘Report on Other Legal and Regulatory Requirements’ in the Independent Auditor’s Report of
even date to the members of Axis Bank Limited on the Consolidated Financial Statements for the year ended March 31, 2019]
Report on the Internal Financial Controls with reference to Consolidated Financial Statements under clause (i) of
sub-section 3 of section 143 of the Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated Financial Statements of the Axis Bank Limited (“the Bank”) as of and for the year
ended March 31, 2019, we have audited the internal financial controls with reference to Consolidated Financial Statements of
the Bank and its subsidiary companies, which are companies incorporated in India, as of that date.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to Consolidated Financial
Statements of the Bank and its subsidiary companies, which are companies incorporated in India based on our audit. We
conducted our audit in accordance with the Guidance Note and the Standards on Auditing specified under section 143(10) of the
Act, to the extent applicable to an audit of internal financial controls, both issued by the ICAI. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls with reference to Consolidated Financial Statements was established and maintained
and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with
reference to Consolidated Financial Statements and their operating effectiveness. Our audit of internal financial controls with
reference to Consolidated Financial Statements included obtaining an understanding of internal financial controls with reference
to Consolidated Financial Statements, assessing the risk that a material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement,
including the assessment of the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their
reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on
the Company’s internal financial controls with reference to Consolidated Financial Statements.
records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Consolidated Financial
Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that
could have a material effect on the Consolidated Financial Statements.
Inherent Limitations of Internal Financial Controls with reference to Consolidated Financial Statements
Because of the inherent limitations of internal financial controls with reference to Consolidated Financial Statements, including
the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur
and not be detected. Also, projections of any evaluation of the internal financial controls with reference to Consolidated Financial
Statements to future periods are subject to the risk that the internal financial control with reference to Consolidated Financial
Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion and to the best of our information and according to the explanations given to us and based on consideration of
reporting of other auditors as mentioned in Other Matter paragraph, the Bank and its subsidiary companies which are companies
incorporated in India, have, in all material respects, an adequate internal financial controls with reference to Consolidated
Financial Statements and such internal financial controls with reference to Consolidated Financial Statements were operating
effectively as at March 31, 2019, based on the internal control with reference to Consolidated Financial Statements criteria
established by the Company considering the essential components of internal control stated in the Guidance Note issued by the
ICAI.
Other Matters
Our aforesaid reports under section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial
controls with reference to Consolidated Financial Statements in so far as it relates to 8 subsidiary companies, which are companies
incorporated in India, is based on the corresponding reports of the auditors of such companies incorporated in India.
Purushottam Nyati
Partner
Membership No.118970
Place: Mumbai
Date: April 25, 2019
(` in Thousands)
Schedule As at As at
No. 31-03-2019 31-03-2018
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
(` in Thousands)
Schedule Year ended Year ended
No. 31-03-2019 31-03-2018
I Income
Interest earned 13 560,436,523 466,140,592
Other income 14 141,887,538 118,626,154
Total 702,324,061 584,766,746
II Expenditure
Interest expended 15 338,834,746 276,036,927
Operating expenses 16 167,201,872 147,883,644
Provisions and contingencies 18 (1.1.1) 145,816,536 156,205,947
Total 651,853,154 580,126,518
III Net Profit For The Year 50,470,907 4,640,228
Minority interest (85,018) (82,063)
IV Consolidated Net Profit Attributable To Group 50,385,889 4,558,165
Balance in Profit & Loss Account brought forward from previous year 235,543,472 248,815,549
V Amount Available For Appropriation 285,929,361 253,373,714
VI Appropriations:
Transfer to Statutory Reserve 11,691,521 689,203
Transfer to Reserve Fund u/s 45 IC of RBI Act, 1934 421,100 418,800
Transfer to/(from) Investment Reserve (1,034,894) 1,034,894
Transfer to Capital Reserve 1,251,323 1,016,558
Transfer to General Reserve 96,508 80,595
Transfer to Investment Fluctuation Reserve 6,000,000 -
Transfer to/(from) Reserve Fund 6,280 16,158
Dividend paid (includes tax on dividend) 18 (1.1.6) 269,486 14,574,034
Balance in Profit & Loss Account carried forward 267,228,037 235,543,472
Total 285,929,361 253,373,714
VII Earnings Per Equity Share 18 (1.1.4)
(Face value `2/- per share)
Basic (in `) 19.61 1.86
Diluted (in `) 19.49 1.86
Significant Accounting Policies and Notes to Accounts 17 & 18
Schedules referred to above form an integral part of the Consolidated Profit and Loss Account
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
(` in Thousands)
Year ended Year ended
31-03-2019 31-03-2018
Adjustments for:
Provision for Non Performing Assets (including bad debts) 102,721,131 166,305,686
Profit/(loss) on sale of land, buildings and other assets (net) 247,690 167,090
207,053,358 169,690,172
Adjustments for:
(` in Thousands)
Year ended Year ended
31-03-2019 31-03-2018
Proceeds/(Repayment) from issue of subordinated debt, perpetual debt & upper Tier II instruments (net) (17,000,000) 81,109,364
Increase/(Decrease) in borrowings (excluding subordinated debt, perpetual debt & upper Tier II instruments) (net) 71,827,368 258,473,945
Proceeds from share premium (net of share issue expenses) 1,706,853 87,986,544
Net cash and cash equivalents taken over on acquisition of Freecharge Business - 441,472
Cash and cash equivalents at the beginning of the year 439,108,131 509,661,179
Cash and cash equivalents at the end of the year 680,043,082 439,108,131
Cash and Balances with Reserve Bank of India (Refer Schedule 6) 350,990,403 354,810,648
Balances with Banks and Money at Call and Short Notice (Refer Schedule 7) 329,052,679 84,297,483
Cash and cash equivalents at the end of the year 680,043,082 439,108,131
2.
Amount of corporate Responsibility related expenses spent during the year in cash
`148.80 crores (Previous Year 136.06 crores)
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
Schedule 1 - Capital
(` in Thousands)
As at As at
31-03-2019 31-03-2018
Authorised Capital
4,250,000,000 (Previous year - 4,250,000,000) Equity Shares of `2/- each 8,500,000 8,500,000
Issued, Subscribed and Paid-up capital
2,571,644,871 (Previous year - 2,566,538,936) Equity Shares of `2/- each fully paid-up 5,143,290 5,133,078
Schedule 3 - Deposits
(` in Thousands)
As at As at
31-03-2019 31-03-2018
A. I. Demand Deposits
(i) From banks 47,199,015 58,788,628
(ii) From others 844,939,199 896,457,745
II. Savings Bank Deposits 1,541,290,515 1,482,021,884
III. Term Deposits
(i) From banks 232,371,412 125,623,957
(ii) From others 2,841,659,210 1,993,685,428
Total 5,507,459,351 4,556,577,642
B. I. Deposits of branches in India 5,462,410,325 4,509,338,193
II. Deposits of branches/subsidiaries outside India 45,049,026 47,239,449
Total 5,507,459,351 4,556,577,642
Schedule 4 - Borrowings
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. Borrowings in India
(i) Reserve Bank of India 144,000,000 61,000,000
(ii) Other banks# 27,139,984 25,850,612
(iii) Other institutions & agencies** 722,206,785 720,233,294
II. Borrowings outside India 719,151,523 750,587,018
Total 1,612,498,292 1,557,670,924
Secured borrowings included in I & II above 183,811,250 90,657,346
# Borrowings from other banks include Subordinated Debt of `35.60 crores (previous year `35.60 crores) in the nature of Non-Convertible Debentures and Perpetual
Debt of `50.00 crores (previous year `50.00 crores) [Refer Note 18 (1.1.2)]
** Borrowings from other institutions & agencies include Subordinated Debt of `19,969.40 crores (previous year `21,669.40 crores) in the nature of Non-Convertible
Debentures and Perpetual Debt of `6,950.00crores (previous year `6,950.00 crores) [Refer Note 18 (1.1.2)]
Schedule 7 - Balances with Banks and Money at Call and Short Notice
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. In India
(i) Balance with Banks
(a) in Current Accounts 2,477,663 1,313,367
(b) in Other Deposit Accounts 34,498,933 33,925,743
(ii) Money at Call and Short Notice
(a) With banks - -
(b) With other institutions 191,610,699 -
Total 228,587,295 35,239,110
II. Outside India
(i) in Current Accounts 47,630,852 24,898,340
(ii) in Other Deposit Accounts 5,177,257 8,409,416
(iii) Money at Call & Short Notice 47,657,275 15,750,617
Total 100,465,384 49,058,373
Grand Total (I+II) 329,052,679 84,297,483
Schedule 8 - Investments
(` in Thousands)
As at As at
31-03-2019 31-03-2018
I. Investments in India in -
(i) Government Securities## 1,168,229,051 1,013,546,179
(ii) Other approved securities - -
(iii) Shares 9,595,084 15,255,309
(iv) Debentures and Bonds 393,845,209 306,537,689
(v) Investment in Joint Ventures - -
(vi) Others (Mutual Fund units, CD/CP, PTC etc.) 115,709,188 156,958,643
Total Investments in India 1,687,378,532 1,492,297,820
II. Investments outside India in -
(i) Government Securities (including local authorities) 38,260,202 29,224,533
(ii) Subsidiaries and/or Joint Ventures abroad - -
(iii) Others (Equity Shares and Bonds) 14,919,812 8,844,767
Total Investments outside India 53,180,014 38,069,300
Grand Total (I+II) 1,740,558,546 1,530,367,120
## Includes securities costing `29,283.94 crores (previous year `27,588.43 crores) pledged for availment of fund transfer facility, clearing facility and margin
requirements.
Schedule 9 - Advances
(` in Thousands)
As at As at
31-03-2019 31-03-2018
A. (i) Bills purchased and discounted 155,366,967 128,131,247
(ii) Cash credits, overdrafts and loans repayable on demand 1,504,923,908 1,374,894,067
(iii) Term loans# 3,406,270,369 2,995,411,137
Total 5,066,561,244 4,498,436,451
B. (i) Secured by tangible assets$ 3,648,665,829 3,196,305,855
(ii) Covered by Bank/Government Guarantees&& 36,063,289 40,004,436
(iii) Unsecured 1,381,832,126 1,262,126,160
Total 5,066,561,244 4,498,436,451
C. I. Advances in India
(i) Priority Sector 1,188,930,411 986,081,073
(ii) Public Sector 65,894,406 48,271,057
(iii) Banks 43,110,224 30,575,770
(iv) Others 3,345,917,806 2,851,146,051
Total 4,643,852,847 3,916,073,951
II. Advances Outside India
(i) Due from banks 20,815,655 78,991,174
(ii) Due from others -
(a) Bills purchased and discounted 23,843,213 32,721,313
(b) Syndicated loans 58,113,336 89,146,565
(c) Others 319,936,193 381,503,448
Total 422,708,397 582,362,500
Grand Total [CI+CII] 5,066,561,244 4,498,436,451
# Net of borrowings under Inter Bank Participation Certificate (IBPC) `2,750.00 crores (previous year `1,399.00 crores), includes lending under IBPC `3,529.50
crores (previous year `1,303.32 crores)
$ Includes advances against book debts
&& Includes advances against L/Cs issued by banks
1 Principles of Consolidation
The consolidated financial statements comprise the financial statements of Axis Bank Limited (‘the Bank’) and its subsidiaries,
which together constitute ‘the Group’. The Bank has overseas branches at Singapore, Hong Kong, DIFC - Dubai, Shanghai
and Colombo and an Offshore Banking Unit at International Financial Service Centre (IFSC), Gujarat International Finance
Tec-City (GIFT City), Gandhinagar, India.
The Bank consolidates its subsidiaries in accordance with AS 21, Consolidated Financial Statements notified under Section
133 of the Companies Act, 2013 read together with paragraph 7 of the Companies (Accounts) Rules, 2014 and the
Companies (Accounting Standards) Amendment Rules, 2016 on a line-by-line basis by adding together the like items
of assets, liabilities, income and expenditure. All significant inter-company accounts and transactions are eliminated on
consolidation.
2 Basis of preparation
a) The financial statements have been prepared and presented under the historical cost convention on the accrual basis
of accounting in accordance with the generally accepted accounting principles in India, unless otherwise stated by
Reserve Bank of India (‘RBI’), to comply with the statutory requirements prescribed under the Third Schedule of the
Banking Regulation Act, 1949, the circulars, notifications and guidelines issued by RBI from time to time and the
Accounting Standards notified under Section 133 of the Companies Act, 2013 read together with paragraph 7 of
the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules, 2016 to the
extent applicable and practices generally prevalent in the banking industry in India.
b) The consolidated financial statements present the accounts of Axis Bank Ltd. with its following subsidiaries:
c) The financial statements of certain subsidiaries have been prepared in accordance with notified Indian Accounting
Standards (‘Ind-AS’) with effect from 1 April, 2018. The financial statements of such subsidiaries used for consolidation
of the consolidated financial statements are special purpose financial statements prepared in accordance with
Generally Accepted Accounting Principles in India (‘GAAP’) specified under section 133 of the companies act, 2013
read together with paragraph 7 of the Companies (Accounts) Rules, 2014 and the companies (Accounting Standards)
Amendment Rules, 2016.
e) Axis Private Equity Ltd., is in the process of amalgamation with Axis Finance Ltd. and has submitted application
for amalgamation before the National Company Law Tribunal on 13 October, 2017. The approval for the same is
awaited from the adjudicating authority.
f) On 27 March, 2018, the Board of Directors of Accelyst Solutions Pvt. Ltd (‘ASPL’) and Freecharge Payment
Technologies Pvt. Ltd. (‘FCPTL’) approved a scheme for amalgamation of ASPL into and with FCPTL. ASPL and FCPTL
have filed final petition for approval of merger before the National Company Law Tribunal (‘NCLT’). The appointed
date for amalgamation is 7 October, 2017 and the effect of merger will be given on this date or any other date as
may be prescribed by the NCLT.
3 Use of estimates
The preparation of the financial statements in conformity with the generally accepted accounting principles requires the
Management to make estimates and assumptions that affect the reported amounts of assets and liabilities (including
contingent liabilities) at the date of the financial statements, revenues and expenses during the reporting period. Actual
results could differ from those estimates. The Management believes that the estimates used in the preparation of the financial
statements are prudent and reasonable. Any revisions to the accounting estimates are recognised prospectively in the
current and future periods.
Investments that are held principally for sale within a short period are classified as HFT securities. As per the RBI
guidelines, HFT securities, which remain unsold for a period of 90 days are transferred to AFS securities.
Investments that the Bank intends to hold till maturity are classified under the HTM category. Investments in the equity
of subsidiaries/joint ventures are categorised as HTM in accordance with the RBI guidelines.
However, for disclosure in the Balance Sheet, investments in India are classified under six categories - Government
Securities, Other approved securities, Shares, Debentures and Bonds, Investment in Subsidiaries/Joint Ventures and
Others.
Investments made outside India are classified under three categories – Government Securities, Subsidiaries and/or
Joint Ventures abroad and Others.
Acquisition cost
Costs including brokerage and commission pertaining to investments, paid at the time of acquisition, are charged to
the Profit and Loss Account.
Valuation
Investments classified under the HTM category: Investments are carried at acquisition cost unless it is more than the
face value, in which case the premium is amortised over the period remaining to maturity on a constant yield to
maturity basis. In terms of RBI guidelines, discount on securities held under HTM category is not accrued and such
securities are held at the acquisition cost till maturity.
Investments classified under the AFS and HFT categories: Investments under these categories are marked to market.
The market/fair value of quoted investments included in the ‘AFS’ and ‘HFT’ categories is the market price of the scrip
as available from the trades/quotes on the stock exchanges or prices declared by Primary Dealers Association of
India (‘PDAI’) jointly with Fixed Income Money Market and Derivatives Association of India (‘FIMMDA’)/ Financial
Benchmark India Private Limited (‘FBIL’), periodically. Net depreciation, if any, within each category of each investment
classification is recognised in the Profit and Loss Account. The net appreciation if any, under each category of each
investment classification is ignored. The depreciation on securities acquired by way of conversion of outstanding
loans is provided in accordance with the RBI guidelines. The book value of individual securities is not changed
consequent to the periodic valuation of investments.
Non-performing investments are identified and provision is made thereon as per RBI guidelines.
Treasury Bills, Exchange Funded Bills, Commercial Paper and Certificate of Deposits being discounted instruments,
are valued at carrying cost.
Units of mutual funds are valued at the latest repurchase price/net asset value declared by the mutual fund.
Market value of investments where current quotations are not available, is determined as per the norms prescribed by
the RBI as under:
• the market/fair value of unquoted government securities which are in the nature of Statutory Liquidity Ratio
(‘SLR’) securities included in the AFS and HFT categories is computed as per the rates published by FIMMDA/
FBIL;
• in case of unquoted bonds, debentures and preference shares where interest/dividend is received regularly
(i.e. not overdue beyond 90 days), the market price is derived based on the YTM for Government Securities as
published by FIMMDA/PDAI/FBIL and suitably marked up for credit risk applicable to the credit rating of the
instrument. The matrix for credit risk mark-up for each category and credit ratings along with residual maturity
issued by FIMMDA/FBIL is adopted for this purpose;
• in case of bonds and debentures (including Pass Through Certificates) where interest is not received regularly
(i.e. overdue beyond 90 days), the valuation is in accordance with prudential norms for provisioning as
prescribed by RBI;
• units of Venture Capital Funds (‘VCF’) held under AFS category where current quotations are not available are
value based on the latest audited financials of the fund. In case the audited financials are not available for
a period beyond 18 months, the investments are valued at `1 per VCF. Investment in unquoted VCF after 23
August, 2006 are categorised under HTM category for the initial period of three years and valued at cost as
per RBI guidelines; and
• in case investments in security receipts on or after 1 April, 2017 which are backed by more than 50 percent of
the stressed assets sold by the Bank, provision for depreciation in value is made at the higher of - provisioning
rate required in terms of net asset value declared by the Reconstruction Company (‘RC’)/Securitisation Company
(‘SC’) or the provisioning rate as per the extant asset classification and provisioning norms as applicable to the
underlying loans, assuming that the loan notionally continued in the books of the bank. All other investments in
security receipts are valued as per the NAV obtained from the issuing RC/SCs.
All investments are accounted for on settlement date, except investments in equity shares which are accounted for on
trade date.
Disposal of investments
Investments classified under the HTM category: Realised gains are recognised in the Profit and Loss Account and
subsequently appropriated to Capital Reserve account (net of taxes and transfer to statutory reserves) in accordance
with the RBI guidelines. Losses are recognised in the Profit and Loss Account.
Investments classified under the AFS and HFT categories: Realised gains/losses are recognised in the Profit and Loss
Account.
Short Sales
In accordance with the RBI guidelines, the Bank undertakes short sale transactions in Central Government dated
securities. The short positions are reflected in ‘Securities Short Sold (‘SSS’) A/c’, specifically created for this purpose.
Such short positions are categorised under HFT category and netted off from investments in the Balance Sheet. These
positions are marked-to-market along with the other securities under HFT portfolio and the resultant mark-to-market
gains/losses are accounted for as per the relevant RBI guidelines for valuation of investments discussed earlier.
Subsidiaries
Investments are initially recognised at cost which comprises purchase price and directly attributable acquisition
charges such as brokerage, fees and duties.
Investments which are readily realisable and intended to be held for not more than one year from the date on which
such investments are made, are classified as current investments. All other investments are classified as long term
investments.
Current investments are carried in the financial statements at lower of cost and fair value determined on an individual
investment basis. Any reduction in the carrying amount and any reversal of such reductions are charged or credited
to the Profit and Loss Account.
Long term investments are stated at cost. Provision is made to recognise a decline, other than temporary, in the value
of such investments.
5.2 Advances
Axis Bank Ltd.
Advances are classified into performing and non-performing advances (‘NPAs’) as per the RBI guidelines and are
stated net of bills rediscounted, inter-bank participation certificates, specific provisions made towards NPAs, interest in
suspense for NPAs, claims received from Export Credit Guarantee Corporation, provisions for funded interest on term
loan classified as NPAs, provisions in lieu of diminution in the fair value of restructured assets and floating provisions.
NPAs are classified into sub-standard, doubtful and loss assets based on the criteria stipulated by the RBI. Advances
held at the overseas branches that are identified as impaired as per host country regulations for reasons other
than record of recovery, but which are standard as per the RBI guidelines, are classified as NPAs to the extent of
amount outstanding in the host country. Provisions for NPAs are made for sub-standard and doubtful assets at rates
as prescribed by the RBI with the exception for agriculture advances and schematic retail advances. In respect of
schematic retail advances, provisions are made in terms of a bucket-wise policy upon reaching specified stages of
delinquency (90 days or more of delinquency) under each type of loan, which satisfies the RBI prudential norms on
provisioning. Provisions in respect of agriculture advances classified into sub-standard and doubtful assets are made
at rates which are higher than those prescribed by the RBI. Provisions for advances booked in overseas branches,
which are standard as per the RBI guidelines but are classified as NPAs based on host country guidelines, are made
as per the host country regulations. In case of NPAs referred to National Company Law Tribunal (NCLT) under
Insolvency and Bankruptcy Code (IBC) where resolution plan or liquidation order has been approved by NCLT,
provision is maintained at higher of the requirement under RBI guidelines or the likely haircut as per resolution plan
or liquidation order.
Restructured assets are classified and provided for in accordance with the guidelines issued by RBI from time to time.
Loss assets and unsecured portion of doubtful assets are provided/written off as per the extant RBI guidelines.
Amounts recovered against debts written off are recognised in the Profit and Loss account and included under “Other
Income”.
The Bank holds provision in accordance with the RBI guidelines, on assets where change in ownership under Strategic
Debt Restructuring (SDR) scheme/Outside SDR scheme has been implemented before 12 February, 2018 or Scheme
for Sustainable Structuring of Stressed Asset (S4A) has been implemented before 12 February, 2018.
In respect of borrowers classified as non-cooperative and willful defaulters, the Bank makes accelerated provisions as
per extant RBI guidelines.
Loans reported as fraud are classified as loss assets, and fully provided immediately without considering the value of
security.
For entities with Unhedged Foreign Currency Exposure (UFCE), provision is made in accordance with the guidelines
issued by RBI, which requires to ascertain the amount of UFCE, estimate the extent of likely loss and estimate the
riskiness of unhedged position. This provision is classified under Schedule 5 – Other Liabilities in the Balance Sheet.
The Bank maintains a general provision on standard advances at the rates prescribed by RBI other than for
corporate standard advances rated ‘BB and Below’ and all SMA-2 advances as reported to CRILC where general
provision is maintained at rates that are higher than those prescribed by RBI. In case of overseas branches, general
provision on standard advances is maintained at the higher of the levels stipulated by the respective overseas
regulator or RBI. The Bank also maintains general provision on positive Mark-to-Market (MTM) on derivatives at the
rates prescribed by RBI.
Non-performing loans are written off / provided for, as per management estimates, subject to the minimum provision
required as per Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit
taking Company (Reserve Bank) Directions, 2016.
5.4 Securitisation
Axis Bank Ltd.
The Bank enters into purchase/sale of corporate and retail loans through direct assignment/Special Purpose Vehicle
(‘SPV’). In most cases, post securitisation, the Bank continues to service the loans transferred to the assignee/SPV.
The Bank also provides credit enhancement in the form of cash collaterals and/or by subordination of cash flows to
Senior Pass through Certificate (‘PTC’) holders. In respect of credit enhancements provided or recourse obligations
(projected delinquencies, future servicing etc.) accepted by the Bank, appropriate provision/disclosure is made at
the time of sale in accordance with AS-29, Provisions, Contingent Liabilities and Contingent Assets as notified under
Section 133 of the Companies Act, 2013 read together with paragraph 7 of the Companies (Accounts) Rules, 2014
and the Companies (Accounting Standards) Amendment Rules, 2016.
In accordance with RBI guidelines of 7 May, 2012 on ‘Guidelines on Securitisation of Standard Assets’, gain
on securitisation transaction is recognised over the period of the underlying securities issued by the SPV. Loss on
securitisation is immediately debited to the Profit and Loss Account.
Financial statements of foreign operations classified as non-integral foreign operations as per the RBI guidelines are
translated as follows:
• Assets and liabilities (both monetary and non-monetary as well as contingent liabilities) are translated at closing
exchange rates notified by FEDAI at the Balance Sheet date.
• Income and expenses are translated at the rates prevailing on the date of the transactions.
• All resulting exchange differences are accumulated in a separate ‘Foreign Currency Translation Reserve’ till the
disposal of the net investments. Any realised gains or losses on such disposal are recognised in the Profit and
Loss Account.
Outstanding forward exchange contracts including tom/spot contracts (excluding currency swaps undertaken to
hedge foreign currency assets/liabilities and funding swaps which are not revalued) are revalued at year end on
PV basis by discounting the forward value till spot date and converting the FCY amount using the respective spot
rates as notified by FEDAI. The resulting gains or losses on revaluation are included in the Profit and Loss Account in
accordance with RBI/FEDAI guidelines.
Premium/discount on currency swaps undertaken to hedge foreign currency assets and liabilities and funding swaps
is recognised as interest income/expense and is amortised on a pro-rata basis over the underlying swap period.
Contingent liabilities on account of forward exchange and derivative contracts, guarantees, acceptances, endorsements
and other obligations denominated in foreign currencies are disclosed at closing rates of exchange notified by FEDAI.
Currency futures contracts are marked-to-market using daily settlement price on a trading day, which is the closing
price of the respective futures contracts on that day. While the daily settlement price is computed based on the last
half an hour weighted average price of such contract, the final settlement price is taken as the RBI reference rate on
the last trading day of the futures contract or as may be specified by the relevant authority from time to time. All open
positions are marked-to-market based on the settlement price and the resultant marked-to-market profit/loss is daily
settled with the exchange.
Valuation of Exchange Traded Currency Options (ETCO) is carried out on the basis of the daily settlement price of
each individual option provided by the exchange and valuation of Interest Rate Futures (IRF) is carried out on the basis
of the daily settlement price of each contract provided by the exchange.
Dividend is accounted on an accrual basis when the right to receive the dividend is established.
Gain/loss on sell down of loans and advances through direct assignment is recognised at the time of sale.
Fees paid/received for Priority Sector Lending Certificates (‘PSLC’) is amortised on straight-line basis over the tenor of
the certificate.
In accordance with RBI guidelines on sale of non-performing advances, if the sale is at a price below the net book
value (i.e. book value less provisions held), the shortfall is charged to the Profit and Loss Account. If the sale is for a
value higher than the net book value, the excess provision is credited to the Profit and Loss Account in the year the
amounts are received.
The Bank deals in bullion business on a consignment basis. The difference between the price recovered from customers
and cost of bullion is accounted for at the time of sale to the customers. The Bank also deals in bullion on a borrowing
and lending basis and the interest paid/received is accounted on an accrual basis.
Subsidiaries
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and
the revenue can be reliably measured. Fee income is recognised on the basis of accrual when all the services are
performed.
Dividend income is recognised when the right to receive payment is established by the balance sheet date.
Income from sale of investments is determined on weighted average basis and recognised on the trade date basis.
Revenue from issue management, loan syndication, financial advisory services is recognised based on the stage of
completion of assignments and terms of agreement with the client.
Selling commissions/brokerage generated from primary market operations i.e. procuring subscriptions from investors
for public offerings of companies, mutual funds, etc. are recorded on determination of the amount due to the Company,
once the allotment of securities are completed.
Realised gains and losses on mutual funds are dealt with in the statement of profit and loss. The cost of units in
mutual fund sold are determined on weighted average basis for the purpose of calculating gains or losses on sale/
redemption of such units.
Management fees from Portfolio Management Services, Alternate Investment Fund and Investment advisory fees-
offshore are recognized on an accrual basis as per the terms of the contract with the customers.
Income on discounted instruments is recognised over the tenure of the instrument on a straight-line method.
Income from subscription plan to the extent of account opening fees is recognised upfront and balance is amortised
over the validity of plan.
Selling commissions/brokerage generated from primary market operations i.e. procuring subscriptions from investors
for public offerings of companies, mutual funds etc. are recorded on determination of the amount due to the company,
once the allotment of securities are completed.
Brokerage income on securities is recognised as per contracted rates at the execution of transactions on behalf of the
customers on the trade date. Gains/losses on dealing in securities are recognised on trade date basis.
In case of fees based on fixed percentage of the corpus/fixed amount, income is accrued at the end of the quarter/
month.
In case of fees, based on the returns of the portfolio, income is accounted on each anniversary as per the agreement.
A.Treds Ltd.
Onboarding Fee is one time fee and is recognized at the time of onboarding of Buyer, Seller or financier. Transaction
fee is recurring in nature and is recognised upfront on the date of the transaction. The company follows recognition
of annual fee on time proportion basis over the tenure of one year.
Miscellaneous revenue
Revenues from ancillary activities e.g. freefund code generation fees, convenience fee, sale of coupons and vendor’s
application installation etc. is recognised upon rendering of services. Upon expiry of validity of freefund codes sold
by company, income is recognised to the extent of value of such codes.
Unbilled revenue
Receivable are generally carried at the original invoiced amount, less an allowance for doubtful receivables where
there is objective evidence that balances will not be recovered in full. Unbilled receivables is recognized to the extent
for the services not billed at the reporting date.
Brokerage
Clawbackable brokerages paid by the Company in advance is charged to the statement of Profit and Loss account
over the claw-back period/tenure of the respective scheme. The unamortized portion of the clawbackable brokerage
is carried forward as prepaid expense.
Upfront brokerage on closed ended and fixed tenure schemes is amortized over the tenure of the respective scheme
and in case of Equity Linked Saving Scheme (ELSS), upfront brokerage is amortized over 3 years. The unamortized
portion of the brokerage is carried forward as prepaid expense. Any other brokerage is expensed out in the year in
which they are incurred.
Brokerage paid on certain PMS products are amortised over the exit load period. Unamortised portion of brokerage
is carried forward as prepaid expenses.
Brokerage paid on Alternate Investment Fund schemes is amortized over the minimum tenure of the scheme. The
unamortized portion of the brokerage is carried forward as prepaid expense.
Capital work-in-progress includes cost of fixed assets that are not ready for their intended use and also includes
advances paid to acquire fixed assets.
Depreciation is provided over the estimated useful life of a fixed asset on the straight-line method from the date of
addition. The management believes that depreciation rates currently used, fairly reflect its estimate of the useful lives
and residual values of fixed assets based on historical experience of the Group, though these rates in certain cases
are different from lives prescribed under Schedule II of Companies Act, 2013.
Depreciation on assets sold during the year is recognised on a pro-rata basis to the Profit and Loss Account till the
date of sale.
In case of Bank, Profit on sale of premises is appropriated to Capital Reserve account (net of taxes and transfer to
statutory reserve) in accordance with RBI instructions.
The carrying amounts of assets are reviewed at each Balance Sheet date to ascertain if there is any indication of
impairment based on internal/external factors. An impairment loss is recognised wherever the carrying amount of an
asset exceeds its recoverable amount. The recoverable amount is the greater of the asset’s net selling price and value
in use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted
average cost of capital. After impairment, depreciation is provided on the revised carrying amount of the asset over
its remaining useful life.
Subsidiaries
Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation,
other than the contribution payable to the provident fund. The Company recognises contribution payable to the
provident fund scheme as an expenditure, when an employee renders the related service.
Gratuity
Axis Bank Ltd.
The Bank contributes towards gratuity fund (defined benefit retirement plan) administered by various insurers for
eligible employees. Under this scheme, the settlement obligations remain with the Bank, although various insurers
administer the scheme and determine the contribution premium required to be paid by the Bank. The plan provides a
lump sum payment to vested employees at retirement or termination of employment based on the respective employee’s
salary and the years of employment with the Bank. Liability with regard to gratuity fund is accrued based on actuarial
valuation conducted by an independent actuary using the Projected Unit Credit Method as at 31 March each year. In
respect of employees at overseas branches (other than expatriates) liability with regard to gratuity is provided on the
basis of a prescribed method as per local laws, wherever applicable. Actuarial gains/losses are immediately taken
to the Profit and Loss Account and are not deferred.
Subsidiaries
Gratuity liability is a defined benefit obligation and is provided for on the basis of an actuarial valuation using
Projected Unit Credit Method made at the end of each financial year. Actuarial gains/losses are immediately taken
to the Profit and Loss Account and are not deferred.
Compensated Absences
Axis Bank Ltd.
Compensated absences are short term in nature for which provision is held on accrual basis.
Superannuation
Axis Bank Ltd.
Employees of the Bank are entitled to receive retirement benefits under the Bank’s Superannuation scheme either under
a cash-out option through salary or under a defined contribution plan. Through the defined contribution plan the Bank
contributes annually a specified sum of 10% of the employee’s eligible annual basic salary to LIC, which undertakes to
pay the lumpsum and annuity benefit payments pursuant to the scheme. Superannuation contributions are recognised
in the Profit and Loss Account in the period in which they accrue.
5.15 Taxation
Group
Income tax expense is the aggregate amount of current tax and deferred tax charge. Current year taxes are determined
in accordance with the relevant provisions of Income tax Act, 1961. In case of overseas subsidiary the local tax laws
prevailing in that country are followed. Deferred income taxes reflect the impact of current year timing differences
between taxable income and accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance
Sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off
assets against liabilities representing current tax and the deferred tax assets and deferred tax liabilities relate to the
taxes on income levied by same governing taxation laws.
Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realised. The impact of changes in the
deferred tax assets and liabilities is recognised in the Profit and Loss Account.
Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue equity
shares were exercised or converted during the year. Diluted earnings per share is computed using the weighted
average number of equity shares and dilutive potential equity shares outstanding at the year end except where the
results are anti-dilutive.
The fair market price is the latest available closing price, prior to the date of grant, on the stock exchange on which
the shares of the Bank are listed. If the shares are listed on more than one stock exchange, then the stock exchange
where there is highest trading volume on the said date is considered.
• a possible obligation arising from a past event, the existence of which will be confirmed by occurrence or non-
occurrence of one or more uncertain future events not within the control of the Group; or
• a present obligation arising from a past event which is not recognised as it is not probable that an outflow of
resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot
be made.
When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources
is remote, no provision or disclosure is made.
Contingent assets are not recognised in the financial statements. However, contingent assets are assessed continually
and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised
in the period in which the change occurs.
1.1 Disclosures
1.1.1 ‘Provisions and contingencies’ recognised in the Profit and Loss Account comprise of:
(` in crores)
1.1.2 During the year ended 31 March, 2019, the Bank has not raised debt instruments eligible for Tier-I/Tier-II capital.
During the year ended 31 March, 2018, the Bank raised debt instruments eligible for Tier-I/Tier-II capital, the details
of which are set out below:
Subordinated debt Tier-II 15 June, 2027 120 months 7.66% p.a. `5,000 crores
Perpetual debt Additional Tier I -* - 8.75% p.a. `3,500 crores
*Call option on expiry of 60 months from the date of allotment
During the year ended 31 March, 2019, the Bank redeemed debt instruments eligible for Tier-I/Tier-II capital, the
details of which are set out below:
Subordinated debt Tier II 7 November, 2018 120 months 11.75% p.a. `1,500 crores
Subordinated debt Tier II 28 March, 2019 120 months 9.95%p.a. `200 crores
During the year ended 31 March, 2018, the Bank redeemed debt instruments eligible for Tier-I/Tier-II capital, the
details of which are set out below:
Upper Tier-II Tier-II 28 June, 2017* 180 months 7.125% p.a. $60 million
* represents call date
In terms of the RBI circular no. DBR.BP.BC.No.32/21.04.018/2018-19 dated 01 April, 2019, banks are required
to disclose the divergences in asset classification and provisioning consequent to RBI’s annual supervisory process in
their notes to accounts to the financial statements, wherever either or both of the following conditions are satisfied:
(a) the additional provisioning for NPAs assessed by RBI exceeds 10 per cent of the reported profit before provisions
and contingencies for the reference period and (b) the additional Gross NPAs identified by RBI exceed 15 per cent
of the published incremental Gross NPAs for the reference period.
Based on the above, no disclosure on divergence in asset classification and provisioning for NPAs is required with
respect to RBI’s annual supervisory process for the year ended 31 March, 2018.
Pursuant to the approval of the shareholders in February 2001, the Bank approved an Employee Stock Option
Scheme under which eligible employees are granted an option to purchase shares subject to vesting conditions. Over
the period till December 2018, pursuant to the approval of the shareholders the Bank approved ESOP schemes for
options aggregating 265,087,000 that vest in a graded manner over 3 years. The options can be exercised within
three/five years from the date of the vesting as the case may be. Within the overall ceiling of 265,087,000 stock
options approved for grant by the shareholders as stated earlier, the Bank is also authorised to issue options to eligible
employees and Whole Time Directors of the subsidiary companies.
253,158,700 options have been granted under the Scheme till the previous year ended 31 March, 2018.
On 25 April, 2018, the Bank granted 5,825,000 stock options (each option representing entitlement to one equity
share of the Bank) to its eligible employees/directors of the Bank/subsidiary companies at a grant price of `504.85
per option. Further, on 7 January, 2019, the Bank granted 630,000 stock options (each option representing entitlement
to one equity share of the Bank) to its MD & CEO at a grant price of `619.60 per option.
Outstanding at the beginning of the year 29,554,909 217.33 to 535.00 432.45 4.22
Granted during the year 6,455,000 504.85 to 619.60 516.05 -
Forfeited during the year (748,700) 306.54 to 535.00 500.67 -
Expired during the year (22,400) 288.96 288.96 -
Exercised during the year (5,105,935) 217.33 to 535.00 336.29 -
Outstanding at the end of the year 30,132,874 288.96 to 619.60 465.06 4.13
Exercisable at the end of the year 17,138,224 288.96 to 535.00 436.22 2.87
The weighted average share price in respect of options exercised during the year was `623.15.
Stock option activity under the Scheme for the year ended 31 March, 2018 is set out below:
Outstanding at the beginning of the year 29,711,124 217.33 to 535.00 383.16 3.98
Granted during the year 6,885,750 503.00 503.00 -
Forfeited during the year (810,120) 306.54 to 535.00 470.15 -
Expired during the year (57,910) 217.33 to 289.51 275.32 -
Exercised during the year (6,173,935) 217.33 to 535.00 270.47 -
Outstanding at the end of the year 29,554,909 217.33 to 535.00 432.45 4.22
Exercisable at the end of the year 16,062,159 217.33 to 535.00 378.40 2.85
The weighted average share price in respect of options exercised during the year was `524.51.
During the years ended, 31 March, 2019 and 31 March, 2018, no cost has been incurred by the Bank on ESOPs
issued to the employees of the Bank and employees of subsidiaries under the intrinsic value method.
The fair value of the options is estimated on the date of the grant using the Black-Scholes options pricing model, with
the following assumptions:
Volatility is the measure of the amount by which a price has fluctuated or is expected to fluctuate during a period.
The measure of volatility used in the Black-Scholes options pricing model is the annualised standard deviation of
the continuously compounded rates of return on the stock over a period of time. For calculating volatility, the daily
volatility of the stock prices on the National Stock Exchange, over a period prior to the date of grant, corresponding
with the expected life of the options has been considered.
The weighted average fair value of options granted during the year ended 31 March, 2019 is `164.10 (previous
year `155.53).
On 27 March, 2019, the Nomination and Remuneration Committee of the Board of Directors of the Bank has
approved the grant of upto 10,500,000 stock options to eligible employees. As on 31 March, 2019, there have been
no allotments of options under this grant. Accordingly, these options have not been considered in the above disclosure
and for disclosure of proforma net profit and EPS under fair value method for FY 2018-19.
The Board of Directors, in their meeting held on 25 April, 2019 have proposed a final dividend of `1 per equity
share amounting to `283.08 crore, inclusive of corporate dividend tax. The proposal is subject to the approval of
shareholders at the Annual General Meeting.
The business of the Bank is divided into four segments: Treasury, Retail Banking, Corporate/Wholesale Banking and
Other Banking Business. These segments have been identified and based on RBI’s revised guidelines on Segment
Reporting issued on 18 April 2007 vide Circular No. DBOD.No.BP.BC.81/21.04.018/2006-07. The principal
activities of these segments are as under.
Segment Principal Activities
Treasury Treasury operations include investments in sovereign and corporate debt, equity
and mutual funds, trading operations, derivative trading and foreign exchange
operations on the proprietary account and for customers. The Treasury segment
also includes the central funding unit.
Retail Banking Constitutes lending to individuals/small businesses through the branch network and
other delivery channels subject to the orientation, nature of product, granularity
of the exposure and the quantum thereof. Retail Banking activities also include
liability products, card services, internet banking, mobile banking, ATM services,
depository, financial advisory services and NRI services.
Corporate/Wholesale Banking Includes corporate relationships not included under Retail Banking, corporate
advisory services, placements and syndication, project appraisals, capital market
related services and cash management services.
Other Banking Business Includes para banking activities like third party product distribution and other
banking transactions not covered under any of the above three segments.
Business segments in respect of operations of the subsidiaries have been identified and reported taking into account
the customer profile, the nature of product and services and the organisation structure.
Revenues of the Treasury segment primarily consist of fees and gains or losses from trading operations and interest
income on the investment portfolio. The principal expenses of the segment consist of interest expense on funds
borrowed from external sources and other internal segments, premises expenses, personnel costs, other direct
overheads and allocated expenses.
Revenues of the Corporate/Wholesale Banking segment consist of interest and fees earned on loans given to
customers falling under this segment and fees arising from transaction services and merchant banking activities such
as syndication and debenture trusteeship. Revenues of the Retail Banking segment are derived from interest earned
on loans classified under this segment and fees for banking and advisory services, ATM interchange fees and cards
products. Expenses of the Corporate/Wholesale Banking and Retail Banking segments primarily comprise interest
expense on deposits and funds borrowed from other internal segments, infrastructure and premises expenses for
operating the branch network and other delivery channels, personnel costs, other direct overheads and allocated
expenses.
Segment income includes earnings from external customers and from funds transferred to the other segments. Segment
result includes revenue as reduced by interest expense and operating expenses and provisions, if any, for that
segment. Segment-wise income and expenses include certain allocations. Inter segment interest income and interest
expense represent the transfer price received from and paid to the Central Funding Unit (CFU) respectively. For
this purpose, the funds transfer pricing mechanism presently followed by the Bank, which is based on historical
matched maturity and internal benchmarks, has been used. Operating expenses other than those directly attributable
to segments are allocated to the segments based on an activity-based costing methodology. All activities in the Bank
are segregated segment-wise and allocated to the respective segment.
(` in crores)
31 March, 2019
Treasury Corporate/ Retail Banking Other Total
Wholesale Banking
Banking Business
Segment Revenue
Gross interest income (external customers) 13,874.76 18,442.28 23,726.61 - 56,043.65
Other income 2,254.14 4,686.91 5,447.93 1,799.77 14,188.75
Total income as per Profit and Loss Account 16,128.90 23,129.19 29,174.54 1,799.77 70,232.40
Add/(less) inter segment interest income 57,991.83 6,175.11 20,249.77 0.01 84,416.72
Total segment revenue 74,120.73 29,304.30 49,424.31 1,799.78 154,649.12
Less: Interest expense (external customers) 16,956.96 1,661.64 15,264.87 - 33,883.47
Less: Inter segment interest expense 54,359.22 13,520.57 16,536.06 0.87 84,416.72
Less: Operating expenses 425.22 4,048.91 11,459.17 786.89 16,720.19
Operating profit 2,379.33 10,073.18 6,164.21 1,012.02 19,628.74
Less: Provision for non-performing assets/others* 686.64 9,081.46 2,248.59 20.00 12,036.69
Segment result 1,692.69 991.72 3,915.62 992.02 7,592.05
Less: Provision for tax 2,544.96
31 March, 2019
Treasury Corporate/ Retail Banking Other Total
Wholesale Banking
Banking Business
Net Profit before minority interest and earnings
from Associate 5,047.09
Less: Minority Interest 8.50
Add: Share of Profit in Associate -
Extraordinary profit/loss -
Net Profit 5,038.59
Segment assets 283,240.38 251,253.06 269,476.17 535.04 804,504.65
Unallocated assets 9,541.32
Total assets 814,045.97
Segment liabilities 276,546.85 135,914.54 332,680.34 154.52 745,296.25
Unallocated liabilities(1) 947.10
Total liabilities 746,243.35
Net assets 6,693.53 115,338.52 (63,204.17) 380.52 67,802.62
Capital Expenditure for the year 15.63 205.48 695.24 26.33 942.68
Depreciation on fixed assets for the year 12.48 161.62 545.56 17.50 737.16
(1)
Includes minority interest of `84.61 crores
* represents material non-cash items other than depreciation
(` in crores)
31 March, 2018
Treasury Corporate/ Retail Banking Other Total
Wholesale Banking
Banking Business
Segment Revenue
Gross interest income (external customers) 11,858.83 15,398.90 19,356.33 - 46,614.06
Other income 2,867.70 3,365.49 4,196.21 1,433.22 11,862.62
Total income as per Profit and Loss Account 14,726.53 18,764.39 23,552.54 1,433.22 58,476.68
Add/(less) inter segment interest income 49,386.08 5,402.38 17,298.22 - 72,086.68
Total segment revenue 64,112.61 24,166.77 40,850.76 1,433.22 130,563.36
Less: Interest expense (external customers) 13,375.62 1,155.22 13,072.85 - 27,603.69
Less: Inter segment interest expense 45,761.40 12,352.62 13,972.08 0.58 72,086.68
Less: Operating expenses 393.83 4,004.78 9,941.65 448.10 14,788.36
Operating profit 4,581.76 6,654.15 3,864.18 984.54 16,084.63
Less: Provision for non-performing assets/others* 1,763.26 11,894.90 1,860.58 - 15,518.74
Segment result 2,818.50 (5,240.75) 2,003.60 984.54 565.89
Less: Provision for tax 101.86
Net Profit before minority interest and earnings
from Associate 464.03
Less: Minority Interest 8.21
Add: Share of Profit in Associate -
Extraordinary profit/loss -
Net Profit 455.82
Segment assets 227,258.49 236,010.17 230,592.20 813.36 694,674.22
Unallocated assets 9,029.15
Total assets 703,703.37
(1)
Includes minority interest of `69.51 crores
* represents material non-cash items other than depreciation
Geographic Segments
(` in crores)
Domestic International Total
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
a) Promoters
The Bank has identified the following entities as its Promoters.
The details of transactions of the Group with its related parties during the year ended 31 March, 2019 are given
below:
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel#
Dividend paid - - - -
Interest paid 554.78 0.41 0.12 555.31
Interest received 0.13 1.09 - 1.22
Investment in non-equity instrument of related party 341.26 - - 341.26
Investment of related party in the Bank - 17.93 - 17.93
Investment of related party in Hybrid capital/Bonds of the - - - -
Bank
Redemption of Hybrid capital/Bonds of the Bank 1,510.00 - - 1,510.00
Purchase of investments 205.00 - - 205.00
Sale of investments 857.07 - - 857.07
Remuneration paid - 18.49 - 18.49
Contribution to employee benefit fund 17.00 - - 17.00
Repayment of security deposits by related party 0.12 - - 0.12
Non-funded commitments (issued) - - - -
Advance granted (net) - - - -
Advance repaid 0.45 7.38 - 7.83
Receiving of services 128.91 - - 128.91
Rendering of services 28.04 0.10 - 28.14
Sale of foreign exchange currency to related party - 1.35 0.01 1.36
Other reimbursements from related party 0.10 - - 0.10
Other reimbursements to related party 0.66 - - 0.66
# Details of transactions of the Bank with relatives of KMP are for the period during which the KMP are related parties of the Bank.
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel
The maximum balances payable to/receivable from the related parties of the Group during the year ended
31 March, 2019 are given below:
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel
Deposits with the Bank 17,078.36 22.86 5.49 17,106.72
Placement of security deposits 0.43 - - 0.43
Advances 154.79 19.66 0.17 174.62
Investment of related party in the Bank 135.32 0.52 - 135.84
Investment in non-equity instrument of related party 290.05 - - 290.05
Non-funded commitments 3.35 - - 3.35
Investment of related party in Hybrid capital/Bonds of the
Bank 4,300.00 - - 4,300.00
Payable under management contracts - 3.70 - 3.70
Other receivables (net) 0.03 - - 0.03
Other payables (net) - - - -
The details of transactions of the Group with its related parties during the year ended 31 March, 2018 are given
below:
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel#
Dividend paid 343.52 1.08 - 344.60
Interest paid 545.58 0.22 0.19 545.99
Interest received 0.02 0.77 - 0.79
Investment in non-equity instrument of related party 393.00 - - 393.00
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel#
Investment of related party in the Bank 1,200.00 33.75 - 1,233.75
Investment of related party in Hybrid capital/Bonds of the - - - -
Bank
Redemption of Hybrid capital/Bonds of the Bank - - - -
Purchase of investments 188.69 - - 188.69
Sale of investments 868.73 1.12 - 869.85
Remuneration paid - 12.18 - 12.18
Contribution to employee benefit fund 16.43 - - 16.43
Placement of security deposits 0.05 - - 0.05
Non-funded commitments (issued) 0.20 - - 0.20
Advance granted (net) - 7.99 - 7.99
Advance repaid 6.50 0.04 - 6.54
Receiving of services 110.29 - - 110.29
Rendering of services 32.64 0.13 - 32.77
Sale of foreign exchange currency to related party - 1.29 - 1.29
Other reimbursements from related party 6.09 - - 6.09
Other reimbursements to related party 0.75 - - 0.75
# Details of transactions of the Bank with relatives of KMP are for the period during which the KMP are related parties of the Bank.
The balances payable to/receivable from the related parties of the Group as on 31 March, 2018 are given below:
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel
(` in crores)
Items/Related Party Promoters Key Relatives of Key Total
Management Management
Personnel Personnel
The significant transactions between the Group and related parties during the year ended 31 March, 2019 and
31 March, 2018 are given below. A specific related party transaction is disclosed as a significant related party
transaction wherever it exceeds 10% of the aggregate value of all related party transactions in that category:
(` in crores)
Particulars Year ended Year ended
31 March, 2019 31 March, 2018
Dividend paid
Life Insurance Corporation of India - 165.04
Administrator of the Specified Undertaking of the Unit Trust of India - 137.42
Interest paid
Life Insurance Corporation of India 503.97 502.36
Interest received
Mr. Rajiv Anand 0.74 0.73
Mr Rajesh Dahiya 0.35 0.04
New India Assurance Co. Limited 0.13 0.02
Investment in non-equity instruments of related party
United India Insurance Co. Limited 241.26 393.00
The Oriental Insurance Co. Limited 100.00 -
Investment of related party in the Bank
Life Insurance Corporation of India - 1,200.00
Ms. Shikha Sharma 8.67 17.36
Mr Rajiv Anand 4.05 6.71
Mr Rajesh Dahiya 5.22 1.65
Redemption of Hybrid capital/Bonds of the Bank
Life Insurance Corporation of India 1,500.00 -
(` in crores)
Particulars Year ended Year ended
31 March, 2019 31 March, 2018
Purchase of investments
The Oriental Insurance Co. Limited 205.00 -
United India Insurance Co. Limited - 188.69
Sale of investments
New India Assurance Co. Limited 195.00 421.03
General Insurance Corporation Co. Limited 335.02 230.00
United India Insurance Co. Limited 141.29 157.44
The Oriental Insurance Co. Limited 145.76 25.25
Remuneration paid
Ms. Shikha Sharma 6.83 4.84
Mr. V. Srinivasan 4.53 3.12
Mr. Rajiv Anand 3.18 2.44
Mr. Rajesh Dahiya 2.68 1.78
Contribution to employee benefit fund
Life Insurance Corporation of India 16.53 16.16
Placement of deposits
Life Insurance Corporation of India - 0.05
Advance granted (net)
Mr. Rajesh Dahiya - 7.77
Advance repaid
Life Insurance Corporation of India 0.45 6.50
Mr Rajiv Anand 2.13 -
Mr. Rajesh Dahiya 5.23 -
Receiving of services
The Oriental Insurance Co. Limited 55.84 66.42
New India Assurance Co. Limited 52.72 27.22
Life Insurance Corporation of India 11.42 10.94
Rendering of services
Life Insurance Corporation of India 26.60 16.39
General Insurance Corporation Co. Limited 0.07 12.50
Sale of foreign exchange currency to related party
Ms. Shikha Sharma 1.14 1.29
Mr Amitabh Choudhry 0.15 N.A.
Other reimbursements to related party
Life Insurance Corporation of India 0.66 0.75
Other reimbursements from related party
New India Assurance Co. Limited 0.10 2.42
General Insurance Corporation Of India - 3.67
This comprise of office premises/ATMs, cash deposit machines, electronic data capturing machines and IT equipment.
(` in crores)
31 March, 2019 31 March, 2018
The terms of renewal/purchase options and escalation clauses are those normally prevalent in similar agreements.
1.1.10 The movement in fixed assets capitalized as application software (included in other Fixed Assets)
(` incrores)
Particulars 31 March, 2019 31 March, 2018
1.1.11 The major components of deferred tax assets and deferred tax liabilities arising out of timing differences are as under:
(` in crores)
As at 31 March, 2019 31 March, 2018
Deferred tax assets on account of provisions for doubtful debts 7,086.15 6,637.49
Deferred tax assets on account of amortisation of HTM investments 8.35 11.28
Deferred tax assets on account of provision for employee benefits 128.42 121.38
Deferred tax assets on account of other items 554.71 280.44
Deferred tax assets 7,777.63 7,050.59
Deferred tax liability on account of depreciation on fixed assets 62.31 103.46
Deferred tax liabilities on account of other items 27.64 35.81
Deferred tax liabilities 89.95 139.27
Net deferred tax asset 7,687.68 6,911.32
Provident Fund
Group
The contribution to the employee’s provident fund (including Employee Pension Scheme) of the Group amounted to
`189.45 crores for the year ended 31 March, 2019 (previous year `175.11 crores).
The following tables summarise the components of net benefit expenses recognised in the Profit and Loss Account and
funded status and amounts recognised in the Balance Sheet for the Provident Fund benefit plan.
(` in crores)
31 March, 2019 31 March, 2018
* includes contribution of `0.52 crores towards staff deputed at subsidiaries (previous year `0.46 crores)
Changes in the present value of the defined benefit obligation are as follows:
(` in crores)
31 March, 2019 31 March, 2018
Experience adjustments*
(` in crores)
31 March, 2019 31 March, 2018 31 March, 2017 31 March, 2016 31 March, 2015
Major categories of plan assets (managed by Insurers) as a percentage of fair value of total plan assets:
The Hon’ble Supreme Court of India (“SC”) by an order dated 28 February, 2019 in one case, set out the principles
based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes
of computation of Provident Fund contribution. Subsequently, a review petition against this decision has been filed
and is pending before the SC for disposal. Pending decision on the subject review petition and directions from the
Employees’ Provident Fund organisation, no effect has been given in the financial statements.
Superannuation
The Bank contributed `16.51 crores to the employee’s superannuation plan for the year ended 31 March, 2019
(previous year `16.12 crores).
(` in crores)
31 March, 2019
Group
Gratuity
The following tables summarize the components of net benefit expenses recognised in the Profit and Loss Account and
the funded status and amounts recognised in the Balance Sheet for the Gratuity benefit plan.
Balance Sheet
Details of provision for gratuity:
(` in crores)
31 March, 2019 31 March, 2018
Present Value of Funded Obligations (417.44) (361.43)
Present Value of un-funded Obligations (6.97) (5.56)
Fair Value of Plan Assets 403.44 336.33
Unrecognised Past Service Cost 2.33- 0.03
Net (Liability)/Asset (18.65) (30.63)
Amounts in Balance Sheet
Liabilities 18.65 30.63
Assets - -
Net Liability (included under Schedule 5 – Other Liabilities) (18.65) (30.63)
Changes in the present value of the defined benefit obligation are as follows:
(` in crores)
31 March, 2019 31 March, 2018
Change in Defined Benefit Obligation
Opening Defined Benefit Obligation 366.99 301.45
Current Service Cost 49.02 41.98
Interest Cost 30.88 23.92
Actuarial Losses/(Gains) 16.57 (10.56)
Past Service Cost 2.33 31.40
Liabilities Assumed on Acquisition 0.14 1.21
Liabilities transferred in 0.19 0.57
Benefits Paid (41.71) (22.98)
Closing Defined Benefit Obligation 424.41 366.99
The estimates of future salary increases considered take into account the inflation, seniority, promotion and other
relevant factors.
The expected rate of return on plan assets is based on the average long-term rate of return expected on investments
of the Fund during the estimated term of the obligations.
As the contribution expected to be paid to the plan during the annual period beginning after the balance sheet date
is based on various internal/external factors, a best estimate of the contribution is not determinable.
The above information is as certified by the actuary and relied upon by the auditors.
The major categories of plan assets* as a percentage of fair value of total plan assets 100.00 100.00
– Insurer Managed Funds
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
The overall expected rate of return on assets is determined based on the market prices prevailing on that date,
applicable to the period over which the obligation is to be settled.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
The major categories of plan assets* as a percentage of fair value of total plan assets 100.00 100.00
– Insurer Managed Funds
*composition of plan assets is not available
The estimates of future salary increases considered take into account the inflation, seniority, promotion and other
relevant factors.
The expected rate of return on plan assets is based on the average long-term rate of return expected on investments
of the Fund during the estimated term of the obligations.
The major categories of plan assets* as a percentage of fair value of total plan assets 100.00 100.00
– Insurer Managed Funds
*composition of plan assets is not available
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
A. Treds Ltd.
31 March, 2019 31 March, 2018
Principal actuarial assumptions at the balance sheet date:
Discount Rate 7.65% p.a. 7.80% p.a.
Expected rate of Return on Plan Assets 7.50% p.a. N.A.
Salary Escalation Rate 10.00% p.a. 7.00% p.a.
Employee Turnover
- 21 to 30 (age in years) 20.00% 20.00%
- 31 to 44 (age in years) 10.00% 10.00%
- 45 to 59 (age in years) 5.00% 5.00%
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
Subsidiaries
(` in crores)
Particulars 31 March, 2019 31 March, 2018
The Principal amount and the interest due thereon remaining unpaid to any supplier 0.02 -
The amount of interest paid by the buyer in terms of Section 16, along with the amount - -
of the payment made to the supplier beyond the due date
The amount of interest due and payable for the period of delay in making payment 0.02 -
(which have been paid but beyond the due date during the year) but without adding
the interest specified under MSMED Act, 2006
The amount of interest accrued and remaining unpaid 0.02 -
The amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues as above are actually paid to the small enterprise,
for the purpose of disallowed as a deductible expenditure under Section 23
a) Amount required to be spent by the Group on CSR during the year `139.72 crores (previous year `196.38
crores).
b) Amount spent towards CSR during the year and recognized as expense in the statement of profit and loss on
CSR related activities is `149.37 crores (previous year `143.33 crores), which comprise of following –
a) Movement in provision for frauds included under other liabilities is set out below:
(` in crores)
31 March, 2019 31 March, 2018
b) Other liabilities include provision for reward points made on actuarial basis, the movement of which is set out
below:
(` in crores)
31 March, 2019 31 March, 2018
Opening provision at the beginning of the year 143.94 110.45
Provision made during the year 127.22 89.05
Reductions during the year (65.26) (55.56)
Closing provision at the end of the year 205.90 143.94
(` in crores)
31 March, 2019 31 March, 2018
Opening provision at the beginning of the year 150.66 595.62
Provision made during the year 609.26 342.25
Reductions during the year (617.93) (787.21)
Closing provision at the end of the year 141.99 150.66
Closing provision includes provision for legal cases and other contingencies. Provisions made and reductions
during the year also include contingent provision for advances.
These represent claims filed against the Group in the normal course of business relating to various legal
cases currently in progress. These also include demands raised by income tax authorities and disputed
by the Group. Apart from claims assessed as possible, the Group holds provision of `56.06 crores as on
31 March, 2019 (previous year `43.28 crores) towards claims assessed as probable.
This represents amounts remaining unpaid towards liability for partly paid investments.
The Group enters into foreign exchange contracts, currency options/swaps, interest rate/currency futures
and forward rate agreements on its own account and for customers. Forward exchange contracts are
commitments to buy or sell foreign currency at a future date at the contracted rate. Currency swaps are
commitments to exchange cash flows by way of interest/principal in two currencies, based on ruling spot
rates. Interest rate swaps are commitments to exchange fixed and floating interest rate cash flows. Interest
rate futures are standardised, exchange-traded contracts that represent a pledge to undertake a certain
interest rate transaction at a specified price, on a specified future date. Forward rate agreements are
agreements to pay or receive a certain sum based on a differential interest rate on a notional amount for
an agreed period. A foreign currency option is an agreement between two parties in which one grants
to the other the right to buy or sell a specified amount of currency at a specific price within a specified
time period or at a specified future time. An Exchange Traded Currency Option contract is a standardised
foreign exchange derivative contract, which gives the owner the right, but not the obligation, to exchange
money denominated in one currency into another currency at a pre-agreed exchange rate on a specified
date on the date of expiry. Currency Futures contract is a standardised, exchange-traded contract, to
buy or sell a certain underlying currency at a certain date in the future, at a specified price. The amount
of contingent liability represents the notional principal of respective forward exchange and derivative
contracts.
As a part of its banking activities, the Bank issues guarantees on behalf of its customers to enhance their
credit standing. Guarantees represent irrevocable assurances that the Bank will make payments in the
event of the customer failing to fulfill its financial or performance obligations.
These include documentary credit issued by the Bank on behalf of its customers and bills drawn by the
Bank’s customers that are accepted or endorsed by the Bank.
Other items represent outstanding amount of bills rediscounted by the Bank, estimated amount of
contracts remaining to be executed on capital account, notional principal on account of outstanding
Tom/Spot foreign exchange contracts, commitments to venture capital funds/alternate investment funds,
commitments towards underwriting and investment in equity through bids under Initial Public Offering
(IPO) of corporates as at the year end, demands raised by statutory authorities (other than income tax)
and disputed by the Group and the amount transferred to Depositor Education and Awareness Fund
(DEAF).
The Group has a process whereby periodically all long term contracts (including derivative contracts) are
assessed for material foreseeable losses. At the year end, the Bank has reviewed and recorded adequate
provision as required under any law/accounting standards for material foreseeable losses on such long term
contracts (including derivative contracts) in the books of account and disclosed the same under the relevant
notes in the financial statements, where applicable.
Previous year figures have been regrouped and reclassified, where necessary to conform to current year’s
presentation.
Date: 25 April, 2019 Girish V. Koliyote Jairam Sridharan Rakesh Makhija Girish Paranjpe
Place: Mumbai Company Secretary Chief Financial Officer Director Director
Statement containing salient features of the financial statements of subsidiaries/associate companies/joint ventures
Axis Capital Axis Private Axis Trustee Axis Mutual Axis Asset Axis Bank Axis Axis A.Treds Ltd. Freecharge Accelyst Axis Capital
Ltd. Equity Ltd. Services Ltd. Fund Trustee Management UK Ltd. Finance Ltd. Securities Payment Solutions USA LLC.
Ltd. Company Ltd. (Refer Note a) Ltd. Technologies Private Ltd. (Refer Note b)
Private Ltd.
Reporting currency and Exchange rate as on the N.A. N.A. N.A. N.A. N.A. USD (US$ 1 NA NA NA NA NA USD (US$ 1
last date of the relevant Financial year in the case = `69.155) = `69.155)
of foreign subsidiaries
Share capital 73.50 1.50 1.50 0.05 210.11 553.24 480.75 144.50 45.00 581.05 679.68 4.88
Reserves & surplus 274.35 2.19 61.46 0.45 100.69 269.33 810.57 197.18 (24.43) (451.13) (650.09) (1.18)
Total assets (Fixed Assets + Investments + 746.11 3.71 69.35 0.54 464.23 5,726.55 8,231.27 610.04 24.32 153.33 125.51 4.12
Other Assets)
One Axis. Many Possibilities. 01-36
Total liabilities (Deposits + Borrowings + Other 398.27 0.02 6.38 0.04 153.43 4,903.98 6,939.95 268.35 3.75 23.40 95.93 0.42
Liabilities + Provision)
Investments 123.16 - 2.06 0.47 159.19 962.03 100.00 - - 25.51 1.44 3.81
Turnover (Total Income) 244.05 0.15 39.56 0.53 685.12 297.97 911.04 1,084.68 4.06 100.98 18.35 0.01
Profit/(Loss) before taxation 96.43 (0.17) 27.05 0.19 84.61 61.00 349.93 119.06 (15.89) (0.34) (77.99) (0.79)
Provision for taxation 32.85 - 8.04 0.04 29.78 11.94 123.25 41.60 - - - -
Statutory Reports
Profit/(Loss) after taxation 63.59 (0.17) 19.01 0.14 54.84 49.06 226.68 77.47 (15.89) (0.34) (77.99) (0.79)
Proposed Dividend and Tax (including cess 39.88 - 16.27 - - 31.12 144.89 40.00 - - - -
thereon) (Refer Note c)
% of shareholding 100% 100% 100% 75% 75% 100% 100% 100% 67% 100% 100% 100%
37-154
The audited financial statements of the above subsidiaries and the unaudited financial statements of the step down subsidiary have been drawn up to the same reporting date as that of
the Bank, i.e. 31 March, 2019.
Notes:
a. Asset/Liability items are stated in INR equivalent of USD ($1 = `69.155 as on 31 March, 2019). Profit and loss items reported in INR based on rates prevailing on the date of
transactions.
b. Axis Capital USA LLC. is a wholly owned subsidiary of Axis Capital Ltd. (a wholly owned subsidiary of Axis Bank Ltd.), Asset/Liability and Profit and loss items are stated in INR
equivalent of USD ($1 = `69.155 as on 31 March, 2019).
c. In terms of revised Accounting Standard (AS) 4 ‘Contingencies and Events occurring after the Balance Sheet date’ as notified by the Ministry of Corporate Affairs through
amendment to Companies (Accounting Standards) Amendment Rules, 2016, dated 30 March, 2016, proposed dividend has not been recognised as a liability by the subsidiaries
Financial Statements
as on 31 March, 2019.
1. Names of subsidiaries which are yet to commence operations: Nil
2. Names of subsidiaries which have been liquidated or sold during the year: Nil
In accordance with RBI circular DBR.No.BP.BC.1/21.06.201/2015-16 dated 1st July, 2015 on ‘Basel III Capital Regulations’ and
RBI circular DBR.No.BP.BC.80/21.06.201/2014-15 dated 31st March, 2015 on ‘Prudential Guidelines on Capital Adequacy
and Liquidity Standards Amendments’, banks are required to make Pillar 3 disclosures including leverage ratio and liquidity
coverage ratio under the Basel III framework. The Bank has made these disclosures which are available on its website under the
‘Regulatory Disclosure’ section at the following link:
http://www.axisbank.com/investor-corner/baselIII-disclosures.aspx
Notice
NOTICE is hereby given that the Twenty Fifth Annual General Meeting of the Members of Axis Bank Limited (the “Bank”) will be
held at 10.00 A.M. on Saturday, 20th July 2019 at H. T. Parekh Auditorium, AMA Complex, ATIRA, Dr. Vikram Sarabhai Marg,
Ahmedabad - 380 015, Gujarat, to transact the following businesses:
ORDINARY BUSINESS:
a. the audited standalone financial statements of the Bank, for the financial year ended 31st March 2019 and the Reports
of the Directors’ and the Auditors’ thereon; and
b. the audited consolidated financial statements, for the financial year ended 31st March 2019 and the Report of the
Auditors’ thereon.
2. To declare dividend on the equity shares of the Bank, for the financial year ended 31st March 2019.
3. To appoint a director in place of Smt. Usha Sangwan (DIN 02609263), who retires by rotation and being eligible, has
offered herself for re-appointment.
SPECIAL BUSINESS:
4. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the applicable provisions, if any, of the Companies Act, 2013 read with the relevant Rules
made thereunder (the “Act”), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “SEBI Listing Regulations”), the relevant provisions of the Banking Regulation Act, 1949, and the rules,
guidelines and circulars issued by the Reserve Bank of India (”RBI”), in this regard, from time to time, and any other applicable
laws (including any statutory amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in
force), the provisions of the Articles of Association of Axis Bank Limited (the “Bank”) and pursuant to the recommendation
of the Nomination and Remuneration Committee and the Board of Directors of the Bank, approval of the Members of the
Bank be and is hereby accorded to the appointment of Shri Rakesh Makhija (DIN 00117692), Independent Director, as the
Non-Executive (Part-time) Chairman of the Bank, for a period of 3 (three) years, with effect from 18th July 2019 up to 17th July
2022 (both days inclusive), subject to the approval of RBI.”
“RESOLVED FURTHER THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions,
if any, of the Act, Section 35B and other relevant provisions of the Banking Regulation Act, 1949, and the rules, guidelines
and circulars issued by the RBI, in this regard, from time to time, and any other applicable laws (including any statutory
amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force), the provisions of the
Articles of Association of the Bank and pursuant to the recommendation of the Nomination and Remuneration Committee
and the Board of Directors of the Bank, approval of the Members of the Bank, be and is hereby accorded to the payment of
remuneration to Shri Rakesh Makhija (DIN 00117692), as the Non-Executive (Part-time) Chairman of the Bank, with effect
from 18th July 2019, detailed as under, subject to the approval of the RBI:
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Twenty Fifth Annual Report 2018-19
Particulars Amount
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
5. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions, if any, of
the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), Section 35B and other relevant provisions
of the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve Bank of India (“RBI”) in this
regard, from time to time, and any other applicable laws (including any statutory amendment(s), modification(s), variation(s)
or re-enactment(s) thereto, for the time being in force), the provisions of the Articles of Association of Axis Bank Limited (the
“Bank”) and pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of Directors
of the Bank, approval of the Members of the Bank, be and is hereby accorded to the revision in the remuneration by way of
salary, allowances and perquisites payable to Shri Amitabh Chaudhry (DIN 00531120), as the Managing Director & CEO
of the Bank, with effect from 1st April 2019, detailed as under, subject to the approval of the RBI:
Particulars Amount
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Twenty Fifth Annual Report 2018-19
Particulars Amount
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
6. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions, if any,
of the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), Section 35B and other relevant
provisions of the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve Bank of India
(“RBI”) in this regard, from time to time, and any other applicable laws (including any statutory amendment(s), modification(s),
variation(s) or re-enactment(s) thereto, for the time being in force), the provisions of the Articles of Association of Axis Bank
Limited (the “Bank”) and pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of
Directors of the Bank, approval of the Members of the Bank, be and is hereby accorded to the revision in the remuneration
by way of salary, allowances and perquisites payable to Shri Rajiv Anand (DIN 02541753), as the Executive Director
(Wholesale Banking) of the Bank, for the remainder of his existing term i.e. from 1st April 2019 upto 3rd August 2019 (both
days inclusive), detailed as under, subject to the approval of the RBI:
Particulars Amount
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Twenty Fifth Annual Report 2018-19
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
7. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 196, 197 read with Schedule V and other applicable provisions,
if any, of the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), Section
35B and other applicable provisions of the Banking Regulation Act, 1949 and the rules, guidelines and circulars issued by
the Reserve Bank of India (“RBI”), in this regard, from time to time and any other applicable laws (including any statutory
amendment(s), modification(s), variation or re-enactment thereof, for the time being in force), the provisions of the Articles
of Association of Axis Bank Limited (the “Bank”) and pursuant to the recommendation of the Nomination and Remuneration
Committee and the Board of Directors of the Bank, approval of the Members of the Bank be and is hereby accorded to
the re-appointment of Shri Rajiv Anand (DIN 02541753) as the Whole Time Director designated as the ‘Executive Director
(Wholesale Banking)’ of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to 3rd August 2022
(both days inclusive), subject to the approval of the RBI AND THAT Shri Rajiv Anand (DIN 02541753) shall be liable to retire
by rotation during the said period, in terms of the provisions of Section 152(6) of the Act.”
“RESOLVED FURTHER THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions,
if any, of the Act, Section 35B and other relevant provisions of the Banking Regulation Act, 1949, and the rules, guidelines
and circulars issued by the RBI, in this regard, from time to time, and any other applicable laws (including any statutory
amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force), the provisions of the
Articles of Association of the Bank and pursuant to the recommendation of the Nomination and Remuneration Committee
and the Board of Directors of the Bank, approval of the Members of the Bank, be and is hereby accorded to the payment of
remuneration by way of salary, allowances and perquisites, to Shri Rajiv Anand (DIN 02541753), as the Executive Director
(Wholesale Banking) of the Bank, with effect from 4th August 2019, detailed as under, subject to the approval of the RBI:
Particulars Amount
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Twenty Fifth Annual Report 2018-19
Particulars Amount
Provident Fund : 12% of basic pay by the Bank or as may be decided upon by the Board/Trustees, from time to time.
Gratuity : One month’s salary for each completed year of service or part thereof (On pro-rata basis).
Superannuation : 10% of basic pay p.a.
Allowance/Fund
Travelling Allowances : As per the Bank’s Policy.
Medical benefits : (i) Group mediclaim facility as available to other employees of the Bank.
(ii) Reimbursement of full medical expenses for self and family.
Club fees : Membership of two clubs (excluding life membership fees). All official expenses in connection with such
membership incurred would be reimbursed by the Bank.
Conveyance & Telephone : As per the Bank’s Policy.
Personal Insurance : As per the Bank’s Policy.
Newspapers & Periodical : As per requirement.
Entertainment : Expenditure on official entertainment would be on the Bank’s account.
Utility Bills : To be reimbursed at actuals up to a limit of ` 1,32,000 p.a.
Furnishing Allowance : Reimbursement at actuals up to a limit of ` 15,00,000 for every 3 years.
Car : As per the Bank’s policy.
Leave : As per the Bank’s Rules.
Stock Options : Stock Options as may be decided by the Nomination and Remuneration Committee, from time to time,
subject to the approval of the Reserve Bank of India.
Variable Pay : As may be decided by the Nomination and Remuneration Committee/ Board, subject to the approval of
the Reserve Bank of India.
Loans : Loan facilities to be provided as per the Bank’s policy, at the rate of interest applicable to other employees.
Other terms : As per the Bank’s staff rules and as may be agreed by the Board, from time to time.”
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
8. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions, if any, of
the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), Section 35B and other relevant provisions
of the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve Bank of India (“RBI”) in this
regard, from time to time, and any other applicable laws (including any statutory amendment(s), modification(s), variation(s)
or re-enactment(s) thereto, for the time being in force), the provisions of the Articles of Association of Axis Bank Limited (the
“Bank”) and pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of Directors
of the Bank, approval of the Members of the Bank, be and is hereby accorded to the revision in the remuneration by way
of salary, allowances and perquisites payable to Shri Rajesh Dahiya (DIN 07508488), as the Executive Director (Corporate
Centre) of the Bank, for the remainder of his existing term i.e. from 1st April 2019 upto 3rd August 2019 (both days inclusive),
detailed as under, subject to the approval of the RBI:
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Twenty Fifth Annual Report 2018-19
Particulars Amount
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
9. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 196, 197 read with Schedule V and other applicable provisions, if any,
of the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), Section 35B and
other applicable provisions of the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve
Bank of India (“RBI”), in this regard, from time to time and any other applicable laws (including any statutory amendment(s),
modification(s), variation(s) or re-enactment(s) thereof, for the time being in force), the provisions of the Articles of Association
of Axis Bank Limited (the “Bank”) and pursuant to the recommendation of the Nomination and Remuneration Committee and
the Board of Directors of the Bank, approval of the Members of the Bank be and is hereby accorded to the re-appointment of
Shri Rajesh Dahiya (DIN 07508488) as the Whole Time Director designated as the ‘Executive Director (Corporate Centre)’
6
Twenty Fifth Annual Report 2018-19
of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to 3rd August 2022 (both days inclusive),
subject to the approval of the RBI AND THAT Shri Rajesh Dahiya (DIN 07508488) shall be liable to retire by rotation during
the said period, in terms of the provisions of Section 152(6) of the Act.”
“RESOLVED FURTHER THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions,
if any, of the Act, Section 35B and other relevant provisions of the Banking Regulation Act, 1949, and the rules, guidelines
and circulars issued by the RBI, in this regard, from time to time, and any other applicable laws (including any statutory
amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force), the provisions of the
Articles of Association of the Bank and pursuant to the recommendation of the Nomination and Remuneration Committee
and the Board of Directors of the Bank, approval of the Members of the Bank, be and is hereby accorded to the payment of
remuneration by way of salary, allowances and perquisites to Shri Rajesh Dahiya (DIN 07508488), as the Executive Director
(Corporate Centre) of the Bank, with effect from 4th August 2019, detailed as under, subject to the approval of the RBI:
Particulars Amount
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
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Twenty Fifth Annual Report 2018-19
10. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies
Act, 2013 read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the applicable provisions of
the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve Bank of India (“RBI”) in this
regard, from time to time and any other applicable laws (including any statutory amendment(s), modification(s), variation(s)
or re-enactment(s) thereto, for the time being in force), the provisions of the Articles of Association of Axis Bank Limited (the
“Bank”) and pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of Directors of
the Bank, Shri Pralay Mondal (DIN 00117994), be and is hereby appointed as a Director of the Bank, with effect from 1st
August 2019, subject to the approval of the RBI.”
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise in this regard, as he/she may in its sole
and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/ Officer(s) of the Bank, to give effect
to this Resolution.”
11. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 196, 197 read with Schedule V and other applicable provisions,
if any, of the Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), Section
35B and other relevant provisions of the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by
the Reserve Bank of India (”RBI”) in this regard, from time to time, and any other applicable laws (including any statutory
amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force), the provisions of the Articles
of Association of Axis Bank Limited (the “Bank”) and pursuant to the recommendation of the Nomination and Remuneration
Committee and the Board of Directors of the Bank, approval of the Members of the Bank be and is hereby accorded to
the appointment of Shri Pralay Mondal (DIN 00117994) as the Whole Time Director designated as the ‘Executive Director
(Retail Banking) of the Bank, for a period of 3 (three) years, with effect from 1st August 2019 up to 31st July 2022 (both
days inclusive), subject to the approval of the RBI AND THAT Shri Pralay Mondal (DIN 00117994) shall be liable to retire by
rotation during the said period, in terms of the provisions of Section 152(6) of the Act.”
“RESOLVED FURTHER THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions,
if any, of the Act, Section 35B and other relevant provisions of the Banking Regulation Act, 1949, and the rules, guidelines
and circulars issued by the RBI in this regard, from time to time, and any other applicable laws (including any statutory
amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force) and the provisions of the
Articles of Association of the Bank and pursuant to the recommendation of the Nomination and Remuneration Committee
and the Board of Directors of the Bank, approval of the Members of the Bank, be and is hereby accorded to the payment
of remuneration by way of salary, allowances and perquisites to Shri Pralay Mondal (DIN 00117994), as the Whole Time
Director designated as the ‘Executive Director (Retail Banking)’ of the Bank, with effect from 1st August 2019, on the terms
and conditions, detailed as under, subject to the approval of the RBI:
Particulars Amount
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Twenty Fifth Annual Report 2018-19
Particulars Amount
Gratuity : One month’s salary for each completed year of service or part thereof (On pro-rata basis).
Superannuation : 10% of basic pay p.a.
Allowance/Fund
Travelling Allowances : As per the Bank’s Policy.
Medical benefits : (i) Group mediclaim facility as available to other employees of the Bank.
(ii) Reimbursement of full medical expenses for self and family.
Club fees : Membership of two clubs (excluding life membership fees). All official expenses in connection with such
membership incurred would be reimbursed by the Bank.
Conveyance & Telephone : As per the Bank’s Policy.
Personal Insurance : As per the Bank’s Policy.
Newspapers & Periodical : As per requirement.
Entertainment : Expenditure on official entertainment would be on the Bank’s account.
Utility Bills : To be reimbursed at actuals up to a limit of ` 1,32,000 p.a.
Furnishing Allowance : Reimbursement at actuals up to a limit of ` 15,00,000 for every 3 years.
Car : As per the Bank’s policy.
Leave : As per the Bank’s Rules.
Stock Options : Stock Options as may be decided by the Nomination and Remuneration Committee, from time to time,
subject to the approval of the Reserve Bank of India.
Variable Pay : As may be decided by the Nomination and Remuneration Committee/ Board, subject to the approval of
the Reserve Bank of India.
Loans : Loan facilities to be provided as per the Bank’s policy, at the rate of interest applicable to other employees.
Other terms : As per the Bank’s staff rules and as may be agreed by the Board, from time to time.”
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
12. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section 42 and other applicable provisions, if any, of the Companies Act,
2013, read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange Board of India (Issue and
Listing of Debt Securities) Regulations, 2008 (the “SEBI ILDS Regulations”), the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the applicable provisions of
the Banking Regulation Act, 1949, and the rules, guidelines and circulars issued by the Reserve Bank of India (“RBI”) and/
or the Securities and Exchange Board of India (the “SEBI”), in this regard, from time to time, and any other applicable laws
(including any statutory amendment(s), modification(s), variation(s) or re-enactment(s) thereof, for the time being in force) and
the relevant provisions of the Memorandum of Association and the Articles of Association of Axis Bank Limited (the “Bank”)
and subject to receipt of such approval(s), consent(s), permission(s) and sanction(s) as may be necessary from the concerned
statutory or regulatory authority(ies), approval of the Members of the Bank be and is hereby accorded for borrowing/raising
of funds denominated in Indian rupees or any other permitted foreign currency, by issue of debt securities including, but not
limited to, long term bonds, green bonds, non-convertible debentures, perpetual debt instruments and Tier II Capital Bonds or
such other debt securities as may be permitted under the RBI guidelines, from time to time, on a private placement basis and/
or for making offers and/or invitations thereof, and/or issue(s)/issuances thereof, on a private placement basis, for a period
of one (1) year from the date hereof, in one (1) or more tranches and/or series and/ or under one (1) or more shelf disclosure
documents and/ or one (1) or more letters of offer, and on such terms and conditions for each series/tranches, including the
9
Twenty Fifth Annual Report 2018-19
price, coupon, premium, discount, tenor etc. as deemed fit by the Board of Directors of the Bank (hereinafter referred to as
the “Board”, which term shall be deemed to include any committee(s) constituted/to be constituted by the Board to exercise
its powers, including the powers conferred by this Resolution), as per the structure and within the limits permitted by the RBI,
upto an amount of ` 35,000 crore (Rupees Thirty Five Thousand crore only) in domestic and/or overseas market, within the
overall borrowing limits of the Bank.”
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
13. To consider, and if thought fit, to pass with or without modification(s), the following Resolution, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of the Sections 197 and 198 and other applicable provisions, if any, of the
Companies Act, 2013 read with the relevant Rules made thereunder (the “Act”), the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the applicable
provisions of the Banking Regulation Act, 1949 and the rules, guidelines and circulars issued by the Reserve Bank of India
(“RBI”), in this regard, from time to time, any other applicable laws (including any statutory amendment(s), modification(s),
variation(s) or re-enactment(s) thereto, for the time being in force) and the provisions of the Articles of Association of Axis Bank
Limited (the “Bank”), each of the Non-Executive Directors of the Bank [excluding the Non-Executive (Part-Time) Chairman]
in addition to sitting fees being paid/payable to them for attending the meetings of the Board of Directors of the Bank or
Committee(s) thereof, be entitled to be paid every year, for a period of five (5) years, with effect from 1st April 2020, a profit
related commission of an amount not exceeding `10 lacs or such higher amount as may be prescribed by the RBI, from time
to time, and as may be determined by the Board of Directors of the Bank, subject to an overall ceiling of 1% (one percent) of
the net profits of the Bank (computed in the manner referred to under Section 198 of the Act).”
“RESOLVED FURTHER THAT the Directors of the Bank be and are hereby severally authorized to execute all such agreements,
documents, instruments and writings as deemed necessary, file requisite forms or applications with statutory/regulatory
authorities, with the power to settle all questions, difficulties or doubts that may arise, in this regard, as he/she may in its
sole and absolute discretion deem fit and to do all such acts, deeds, matters and things as may be considered necessary and
appropriate and to delegate all or any of its powers herein conferred to any Director(s)/Officer(s) of the Bank, to give effect
to this Resolution.”
Girish V. Koliyote
Place: Mumbai Company Secretary
Date: 22nd May 2019 ACS 14285
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Twenty Fifth Annual Report 2018-19
Notes:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING (MEETING) IS ENTITLED TO APPOINT
A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND SUCH PROXY NEED NOT BE A MEMBER OF THE BANK. THE
INSTRUMENTS APPOINTING PROXIES IN ORDER TO BE VALID AND EFFECTIVE MUST BE DELIVERED AT THE REGISTERED
OFFICE OF THE BANK NOT LATER THAN FORTY-EIGHT HOURS BEFORE THE COMMENCEMENT OF THE MEETING.
2. Corporate Members intending to send their authorized representatives to attend the Meeting are requested to send to the
Registered Office of the Bank a certified copy of the latest Board Resolution/Power of Attorney authorizing their representative
to attend and vote at the Meeting on their behalf.
3. In case of Joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to
vote.
4. Proxy shall not have a right to speak at the Meeting and shall not be entitled to vote except on a poll.
5. A person appointed as Proxy shall act on behalf of not more than fifty (50) Members and holding in aggregate not more than
10% (ten percent) of the total share capital of the Bank carrying voting rights. However, a Member holding more than 10%
of the total share capital of the Bank carrying voting rights may appoint a single person as a Proxy and such Person shall not
act as a Proxy for any other Person or Member.
7. The Attendance at the Meeting will be regulated through the Attendance Slip and the same will be verified with the records
maintained with the Bank. Members who hold shares in dematerialised form are requested to quote their DP ID and Client ID
number(s) and those who hold shares in physical form are requested to quote their folio number(s) in the Attendance Slip to
facilitate their identification at the Meeting.
8. The relevant statement pursuant to the provisions of Section 102(1) of the Companies Act, 2013, read with relevant rules (the
“Act”), setting out material facts and reasons in respect of Item Nos. 4 to 13 of this Notice, is annexed herewith.
9. Pursuant to the provisions of Section 91 of the Companies Act, 2013, the Register of Members and the Share Transfer Books
of the Bank will remain closed from Saturday, 6th July 2019 up to Saturday, 20th July 2019 (both days inclusive), for the
purpose of the 25th Annual General Meeting of the Bank and payment of dividend.
In accordance with the provisions of Section 123 of the Companies Act, 2013, the dividend for the financial year ended
31st March 2019 as recommended by the Board of Directors of the Bank, if approved by the Members at the Meeting,
would be paid to those Members whose names appear in the Register of Members of the Bank/the Statements of Beneficial
Ownership maintained by the Depositories, as at the close of business hours on Friday, 5th July 2019. Remittance of the
said dividend through DCS/ECS and dispatch of the dividend warrants will commence from Monday, 22nd July 2019 and is
expected to be completed by Wednesday, 31st July 2019.
10. Members holding shares in physical form are requested to notify any change in their address, if any, to the Registrar
and Share Transfer Agents, Karvy Fintech Private Limited, Hyderabad (Karvy) at their address mentioned below or to the
Registered Office of the Bank, quoting their Folio number(s).
11. Members holding shares in dematerialised form are requested to intimate all changes pertaining to their Bank details, ECS
mandates, email addresses, nominations, power of attorney, change of address/name etc. to their Depository Participant
(DP). Any changes effected by the DP will be automatically reflected in the record maintained by the Depositories.
12. Members may avail of the Nomination facility available under Section 72 of the Companies Act, 2013. The relevant
Nomination Form can be downloaded from the website of the Bank or Members may write to the Bank at its Registered
Office, for the same.
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Twenty Fifth Annual Report 2018-19
13. Members seeking any information with regard to the financial statements of the Bank are requested to write to the Bank at its
Registered Office at an early date to enable the Management to clarify the same at the Meeting.
14. SEBI vide its circular dated 20th April 2018 has made it mandatory for the Bank to collect copy of Income Tax Permanent
Account Number (PAN) and bank account details of all securities holders holding securities in physical form. Accordingly, all
Shareholders holding shares in physical form are requested to submit to Karvy, the said documents duly attested.
15. In compliance with the provisions of Section 101 of the Companies Act, 2013 read with Rule 18 of the Companies
(Management and Administration) Rules, 2014, this Notice and the Annual Report of the Bank will be sent by e-mail to those
Members who have registered their email address with their DP (in case of electronic shareholding) or with Karvy (in case of
physical shareholding).
We, therefore request the Members to register their email ID with their DP (in case of electronic shareholding) or with Karvy
(in case of physical shareholding) mentioning your demat account / Folio no(s).
However, in case you wish to receive the above documents in physical form, you may write to Karvy at the address mentioned
below or send an email to [email protected], mentioning your demat account / Folio no(s), to enable Karvy to record
your decision and arrange to send physical copy of the said documents to your registered address, free of cost.
16. The Members may write to the Company Secretary at the Registered Office or to Karvy regarding transfer of shares held in
physical form or for conveying their grievances, if any, at below mentioned addresses:
I. In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the “Listing Regulations”) and Section 108 of the Companies Act, 2013, read with
Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, the Bank is pleased to provide
remote e-voting facility through Karvy, to enable its Members to cast their votes electronically on all the items as set out
in this Notice. Remote e-voting is optional.
II. The Bank has appointed Shri Nimai G. Shah (Membership No. 100932) Partner, Chandabhoy & Jassoobhoy, Chartered
Accountants or failing him Shri Gautam N. Shah (Membership No. 012679) Partner, Chandabhoy & Jassoobhoy,
Chartered Accountants as the Scrutinizer for conducting the remote e-voting process in a fair and transparent manner.
III. The voting rights of the shareholders shall be in proportion of their shareholding to the total issued and paid up equity
share capital of the Bank as on the cut-off date viz. Saturday, 13th July 2019, subject to the provisions of Section 12 of
the Banking Regulation Act, 1949 and RBI Circular No. 97/16.13.100/2015-16 dated 12th May 2016.
IV. A person who is not a Member as on the said cut-off date, will not be entitled to vote and should treat this Notice, for
information purpose only.
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Twenty Fifth Annual Report 2018-19
V. The instructions for remote e-voting, are as under:
(i) Enter the login credentials (i.e., User ID & Password) mentioned in the e-mail, your Folio No. / DP ID & Client
ID will be your USER ID. Please note that the password is an initial password.
(iii) Shareholders of the Bank holding shares either in physical form or in dematerialized form, as on the cut-off
date, may cast their vote electronically.
(iv) Enter the login credentials. Your Folio No/DP ID & Client ID will be your user ID.
(vi) You will reach the Password change menu wherein you are required to mandatorily change your password.
The new password shall comprise of minimum 8 characters with at least one upper case (A-Z), one lower case
(a-z), one numeric value (0-9) and a special character. The system will prompt you to change your password
and update any contact details like mobile number, email ID etc., on first login. You may also enter the secret
question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended
not to share your password with any other person and take utmost care to keep your password confidential.
(viii) On successful login, the system will prompt you to select the EVENT i.e., Axis Bank Limited.
(ix) On the voting page, enter the number of shares as on the said cut-off date under FOR/AGAINST or alternately
you may enter partially any number in FOR and partially any number in AGAINST but the total number in FOR/
AGAINST taken together should not exceed your total shareholding, as on the said cut-off date. You may also
choose the option ABSTAIN.
(x) Shareholders holding multiple folios/demat account shall choose the voting process separately for each folios/
demat account.
(xi) Cast your vote by selecting an appropriate option and click on SUBMIT. A confirmation box will be displayed.
Click OK to confirm else CANCEL to modify. Once you confirm, you will not be allowed to modify your vote.
During the voting period, Shareholders can login any number of times till they have voted on the Resolution.
(xii) Once the vote on the Resolution is cast by the Shareholder, he shall not be allowed to change it subsequently.
(xiii) Institutional Shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy
(PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. together with attested specimen
signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail to
[email protected] with a copy marked to [email protected] on or before Friday, 19th July 2019.
(xiv) The remote e-voting period shall commence on Tuesday, 16th July 2019 (9:00 A.M.) and will end on Friday, 19th
July 2019 (5.00 P.M.). During this period, Shareholders’ of the Bank, holding shares either in physical form or
in dematerialized form, as on the cut-off date of Saturday, 13th July 2019, may cast their vote electronically. The
remote e-voting module shall be disabled by Karvy for voting thereafter. Once the vote on a Resolution is cast
by the Shareholder, the Shareholder shall not be allowed to change it subsequently. Further, the Shareholders
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Twenty Fifth Annual Report 2018-19
who have cast their vote electronically may also attend the Meeting, however they shall not be able to vote
again at the Meeting.
(xv) In case of any queries, you may refer to the Frequently Asked Questions (FAQs) for Shareholders and remote
e-voting User Manual for Shareholders available at the download section of http://evoting.karvy.com or
contact Karvy Fintech Private Limited at Tel No. 1800 345 4001 (toll free).
(i) Initial password is provided, as below, in the attendance slip of the Meeting.
(ii) Please follow the steps stated at serial Nos. V (ii) to (xv) above, to cast your vote by electronic means.
VI. Voting will also be conducted after conclusion of the Meeting by way of Poll, to enable any Shareholder who has not
cast their vote through remote e-voting, in accordance with Rule 20 of the Companies (Management and Administration)
Rules, 2014, as amended.
VII. The Scrutinizer shall, immediately after the conclusion of voting at the Meeting, first count the votes cast at the Meeting,
thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in employment of
the Bank and submit not later than 48 hours of the conclusion of the Meeting i.e. not later than Monday, 22nd July 2019,
a Consolidated Scrutinizer’s Report of the total votes cast in favor and against, if any, to any one of the Directors duly
authorized by the Board, in this regard, who shall countersign the same.
VIII. The Results declared along with the Scrutinizer’s Report will be communicated to the Stock Exchanges immediately after
the said Results are declared by any one of the Directors duly authorized by the Board, in this regard, not later than
Monday, 22nd July 2019 and will be uploaded on the Bank’s website i.e. www.axisbank.com and Karvy’s website i.e.
www.karvycomputershare.com. The Results will also be displayed at the Registered and Corporate Offices of the Bank
in accordance with the Secretarial Standards -2 on General Meetings issued by the Institute of Company Secretaries of
India.
18. All documents referred to in this Notice and the Statements setting out material facts in respect of the Item nos. 4 to 13 of the
Notice and other Statutory Registers are open for inspection by the Members at the Registered Office of the Bank from 11.00
a.m. to 1.00 p.m. on all working days except Saturdays, Sundays, Public Holidays and National Holidays, from the date
hereof upto and including the date of this Meeting.
19. Route Map for the venue of the Meeting is attached herewith, for your ready reference.
20. The Bank is pleased to provide the facility of live webcast of proceedings of AGM. Members who are entitled to participate in
the AGM can view the proceedings of AGM by logging on the e-voting website of Karvy at https://evoting.karvy.com using
their secure login credentials. Members are encouraged to use this facility of live webcast.
Girish V. Koliyote
Place: Mumbai Company Secretary
Date: 22nd May 2019 ACS 14285
14
Twenty Fifth Annual Report 2018-19
STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 SETTING OUT ALL THE MATERIAL FACTS RELATING TO
THE SPECIAL BUSINESS AS SET OUT IN ITEMS NOS. 4 TO 13 OF THIS NOTICE.
Item No. 4:
As the current tenure of Dr. Sanjiv Misra, Non-Executive (Part-time) Chairman of the Bank, is due to expire on 17th July 2019
and as part of the succession planning process of the Bank, the Nomination and Remuneration Committee (“the Committee”) of
Directors of Axis Bank Limited (the “Bank”) at its meeting held on 12th March 2019, considered and approved the appointment
of Shri Rakesh Makhija, Independent Director, as the Non-Executive (Part-time) Chairman of the Bank, for a period of 3 (three)
years, with effect from 18th July 2019 up to 17th July 2022 (both days inclusive) and the terms and conditions relating to the said
appointment, including remuneration payable to Shri Rakesh Makhija, as the Non-Executive (Part-time) Chairman of the Bank and
recommended the same for the approval of the Board of Directors (the “Board”) of the Bank.
Pursuant to the said recommendation, the Board at its meeting held on 12th March 2019, had approved the said appointment and
the terms and conditions in respect thereof, including remuneration, more particularly set out in Item No. 4 of this Notice, subject
to the approval of the RBI and the Members of the Bank.
The Committee has determined that Shri Rakesh Makhija is a fit and proper person to be appointed as a director of the Bank
and as the Non-Executive (Part-time) Chairman of the Bank, as per the norms prescribed by the Reserve Bank of India (the “RBI”).
The Bank has also received a declaration from Shri Rakesh Makhija that he meets the criteria of independence as prescribed
under Section 149(6) of the Companies Act 2013 (the “Act”) and Regulation 16 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”). The Board has established
the veracity of the said declaration as provided by Shri Rakesh Makhija and based on the said declaration submitted by him, the
Board has opined that Shri Rakesh Makhija is independent from the Management. During the said tenure, Shri Rakesh Makhija
shall not be liable to retire by rotation, in terms of the provisions of Section 149(13) of the Act.
Shri Rakesh Makhija is not disqualified from being appointed as a Director, in terms of Section 164 of the Act and has given
his consent to act as a Director of the Bank. In the opinion of the Board, he fulfils the conditions for the said appointment as
prescribed under the relevant provisions of the Act and the relevant Rules made thereunder, the SEBI Listing Regulations, the
Banking Regulation, Act, 1949 and the Guidelines issued by the RBI, in this regard, from time to time.
Shri Rakesh Makhija has the requisite qualifications, skills, experience and expertise in specific functional areas, which are
beneficial to the Bank. The brief profile of Shri Rakesh Makhija, in terms of Regulation 36(3) of the SEBI Listing Regulations and
the Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, have been provided
after this Notice.
As on 31st March 2019, Shri Rakesh Makhija does not hold any equity shares of the Bank. Shri Rakesh Makhija is not related to
any other Director or Key Managerial Personnel of the Bank.
The Board recommends passing of the Ordinary Resolution as set out in Item No. 4 of this Notice, for the approval of the Members.
Except for Shri Rakesh Makhija and his relatives, none of the other Directors or the Key Managerial Personnel of the Bank and
their relatives are in any way financially or otherwise concerned or interested in the passing of this Ordinary Resolution as set out
in Item No. 4 of this Notice.
Item No. 5:
Pursuant to the recommendation of the Nomination and Remuneration Committee (“the Committee”) of the Directors of Axis Bank
Limited (“the Bank”), the Board of Directors (“the Board”) at its meeting held on 9th July 2018, shortlisted the candidature of Shri
Amitabh Chaudhry for the post of the Managing Director & CEO of the Bank, with effect from 1st January 2019 and recommended
the same for the approval of the Reserve Bank of India (“RBI”). Thereafter, the RBI granted its approval to the appointment of Shri
Amitabh Chaudhry as the Managing Director & CEO, of the Bank, for a period of 3 (three) years, with effect from 1st January
2019 upto 31st December 2021 (both days inclusive) and to the terms and conditions relating to the said appointment, including
remuneration.
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Twenty Fifth Annual Report 2018-19
In order to facilitate smooth transition and help Shri Amitabh Chaudhry familiarize with the business and operations of the Bank,
the Board at its meeting held on 2nd November 2018, approved the appointment of Shri Amitabh Chaudhry, as the Managing
Director (Designate) in executive position of the Bank, with effect from 19th November 2018 upto 31st December 2018 (both days
inclusive).
Thereafter, pursuant to the recommendation of the Committee, the Board at its meeting held on 8th December 2018, approved the
appointment of Shri Amitabh Chaudhry as the Managing Director & CEO of the Bank, for a period of 3 (three) years, with effect
from 1st January 2019 up to 31st December 2021 (both days inclusive) on the terms and conditions, including remuneration, as
approved by the RBI. The said appointment of Shri Amitabh Chaudhry as the Managing Director & CEO of the Bank and the terms
and conditions in respect thereof, including remuneration was also approved by the Shareholders of the Bank, through Postal
Ballot on 17th January 2019.
Basis the outcome of the performance evaluation conducted by the Committee and in line with the Comprehensive Remuneration
Policy of the Bank, the Committee at its meeting held on 14th May 2019, reviewed the remuneration being paid to Shri Amitabh
Chaudhry as the Managing Director & CEO of the Bank, in comparison with the remuneration of the CEOs of other peer group
banks, and recommended a revision in the remuneration by way of salary, allowance and perquisites payable to Shri Amitabh
Chaudhry as the Managing Director & CEO of the Bank, for the approval of the Board.
Pursuant to the said recommendation, the Board at its meeting held on 22nd May 2019, considered and approved the revision in
the remuneration by way of salary, allowance and perquisites payable to Shri Amitabh Chaudhry as the Managing Director &
CEO of the Bank, with effect from 1st April 2019, more particularly set out in Item No. 5 of this Notice, subject to the approval of
the RBI and the Members of the Bank.
The brief profile of Shri Amitabh Chaudhry, in terms of the Regulation 36(3) of the SEBI Listing Regulations and the Secretarial
Standards on General Meetings (SS-2), issued by the Institute of Company Secretaries of India, and details of his remuneration
last drawn, have been provided after this Notice.
As on 31st March 2019, Shri Amitabh Chaudhry does not hold any equity shares in the Bank. Shri Amitabh Chaudhry is not
related to any other Directors or Key Managerial Personnel of the Bank.
The Board recommends passing of the Ordinary Resolution, as set out in Item No. 5 of this Notice, for the approval of the
Members.
Except for Shri Amitabh Chaudhry and his relatives, none of the other Directors and the Key Managerial Personnel of the Bank
and their relatives, are in any way financially or otherwise concerned or interested in the passing of the Ordinary Resolution, as
set out in Item No. 5 of this Notice.
Shri Rajiv Anand was appointed as the Executive Director (Retail Banking) of Axis Bank Limited (“the Bank”), for a period of 3
(three) years, with effect from 4th August 2016, in terms of the approvals granted by the Reserve Bank of India (“RBI”) and the
Members of the Bank.
Pursuant to Shri V. Srinivasan’s retirement as the Deputy Managing Director of the Bank, with effect from the close of business hours
on 20th December 2018 and considering Shri Rajiv Anand’s wealth of experience in capital markets which led to rapid growth in
the Retail businesses of the Bank and his leadership in building a retail franchise and as part of the succession planning process
of the Bank, the Nomination and Remuneration Committee (“the Committee”) of the Directors of the Bank felt that Shri Rajiv Anand
was the best candidate to pivot the Wholesale Banking business of the Bank to gain market leadership position and to drive this
change. Accordingly, Shri Rajiv Anand assumed charge as the Executive Director (Wholesale Banking) of the Bank, with effect
from 21st December 2018, on the same terms and conditions relating to his appointment as the Executive Director (Retail Banking),
including remuneration, as approved by the RBI and Members of the Bank. The current tenure of Shri Rajiv Anand as the Executive
Director (Wholesale Banking) of the Bank, will expire at the close of the business hours on 3rd August 2019.
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Twenty Fifth Annual Report 2018-19
Considering the remuneration trends in peer private sector banks and basis the outcome of the performance evaluation, the
Committee at its meeting held on 14th May 2019, considered and approved revision in the remuneration by way of salary,
allowance and perquisites payable to Shri Rajiv Anand as the Executive Director (Wholesale Banking) of the Bank, for the
remainder of his existing term i.e. from 1st April 2019 upto 3rd August 2019 (both days inclusive) and recommended the same for
the approval of the Board. The Committee also considered and approved his re-appointment as the Executive Director (Wholesale
Banking) of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to 3rd August 2022 (both days inclusive)
on the same terms and conditions, including remuneration and recommended the same for the approval of the Board of Directors
(“the Board”) of the Bank.
The Committee has determined that Shri Rajiv Anand is a fit and proper person to be re-appointed as a Director of the Bank, as
per the norms prescribed by the Reserve Bank of India (the “RBI”). During his tenure, Shri Rajiv Anand shall be liable to retire by
rotation, in terms of the provisions of Section 152(6) of the Companies Act 2013 (the “Act”).
Shri Rajiv Anand is not disqualified from being appointed as a Director, in terms of Section 164 of the Act and has given
his consent to act as a Director of the Bank. In the opinion of the Board, he fulfils the conditions for the said re-appointment
as prescribed under the relevant provisions of the Act and the relevant Rules made thereunder, the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the Banking
Regulation, Act, 1949 and the Guidelines issued by the RBI, in this regard, from time to time.
Pursuant to the recommendation of the Committee, the Board at its meeting held on 22nd May 2019, considered and approved
revision in the remuneration by way of salary, allowance and perquisites payable to Shri Rajiv Anand as the Executive Director
(Wholesale Banking) of the Bank for the remainder of his existing term as aforesaid and the re-appointment of Shri Rajiv Anand
as the Executive Director (Wholesale Banking) of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to
3rd August 2022 (both days inclusive) on the same terms and conditions including remuneration, more particularly set out in Item
Nos. 6 and 7 of this Notice, subject to the approval of the RBI and the Members of the Bank.
Shri Rajiv Anand has the requisite qualification, skills, experience and expertise in specific functional areas, which are beneficial
to the Bank. The brief profile of Shri Rajiv Anand, in terms of the Regulation 36(3) of the SEBI Listing Regulations and the Secretarial
Standards on General Meetings (SS-2), issued by the Institute of Company Secretaries of India, and details of his remuneration last
drawn, have been provided after this Notice.
As on 31st March 2019, Shri Rajiv Anand held 3,76,069 equity shares of ` 2/- each of the Bank, allotted to him under various
employee stock option scheme(s) of the Bank. Shri Rajiv Anand is not related to any other Directors or Key Managerial Personnel
of the Bank.
The Board recommends passing of the Ordinary Resolutions, as set out in Item Nos. 6 and 7 of this Notice, for the approval of
the Members.
Except for Shri Rajiv Anand and his relatives, none of the other Directors and the Key Managerial Personnel of the Bank and their
relatives, are in any way financially or otherwise concerned or interested in the passing of the Ordinary Resolution, as set out in
Item Nos. 6 and 7 of this Notice.
Shri Rajesh Dahiya was appointed as the Executive Director (Corporate Centre) of Axis Bank Limited (“the Bank”), for a period of
3 (three) years, with effect from 4th August 2016, in terms of the approval granted by the Reserve Bank of India (“RBI”) and the
Members of the Bank. The current term of Shri Rajesh Dahiya, Executive Director (Corporate Centre) of the Bank, will expire at the
close of the business hours on 3rd August 2019.
Pursuant to the outcome of the performance evaluation conducted by the Nomination and Remuneration Committee (“the
Committee”) of the Directors of the Bank and as part of the succession planning process of the Bank, the Committee felt that
Shri Rajesh Dahiya has effectively managed the broader role as Head - Corporate Centre and the set of diverse Portfolios which
included Internal Audit, Human Resources, Compliance, Company Secretary, Corporate Affairs, Administration, Corporate Real
Estate Services, Chief Business Relations Officer (CBRO), Financial Crime Management, Law and Retail & Wholesale Banking
Operations. In addition, Shri Rajesh Dahiya also oversees the functioning of the Axis Bank Foundation.
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Twenty Fifth Annual Report 2018-19
Considering the remuneration trends in peer private sector banks and basis the outcome of the performance evaluation, the
Committee at its meeting held on 14th May 2019, considered and approved revision in the remuneration by way of salary,
allowance and perquisites payable to Shri Rajesh Dahiya as the Executive Director (Corporate Centre) of the Bank, for the
remainder of his existing term i.e. from 1st April 2019 upto 3rd August 2019 (both days inclusive) and recommended the same for
the approval of the Board. The Committee also considered and approved his re-appointment as the Executive Director (Corporate
Centre) of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to 3rd August 2022 (both days inclusive)
on the same terms and conditions, including remuneration and recommended the same for the approval of the Board of Directors
(“the Board”) of the Bank.
The Committee has determined that Shri Rajesh Dahiya is a fit and proper person to be re-appointed as a Director of the Bank, as
per the norms prescribed by the Reserve Bank of India (the “RBI”). During his tenure, Shri Rajesh Dahiya shall be liable to retire
by rotation, in terms of the provisions of Section 152(6) of the Companies Act 2013 (the “Act”).
Shri Rajesh Dahiya is not disqualified from being appointed as a Director, in terms of Section 164 of the Act and has given
his consent to act as a Director of the Bank. In the opinion of the Board, he fulfils the conditions for the said re-appointment
as prescribed under the relevant provisions of the Act and the relevant Rules made thereunder, the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the Banking
Regulation, Act, 1949 and the Guidelines issued by the RBI, in this regard, from time to time.
Pursuant to the recommendation of the Committee, the Board at its meeting held on 22nd May 2019, considered and approved
revision in the remuneration by way of salary, allowance and perquisites payable to Shri Rajesh Dahiya as the Executive Director
(Corporate Centre) of the Bank for the remainder of his existing term as aforesaid and the re-appointment of Shri Rajesh Dahiya
as the Executive Director (Corporate Centre) of the Bank, for a period of 3 (three) years, with effect from 4th August 2019 up to
3rd August 2022 (both days inclusive) on the same terms and conditions including remuneration, more particularly set out in Item
Nos. 8 and 9 of this Notice, subject to the approval of the RBI and the Members of the Bank.
Shri Rajesh Dahiya has the requisite qualification, skills, experience and expertise in specific functional areas, which are beneficial
to the Bank. The brief profile of Shri Rajesh Dahiya, in terms of the Regulation 36(3) of the SEBI Listing Regulations and the
Secretarial Standards on General Meetings (SS-2), issued by the Institute of Company Secretaries of India, and details of his
remuneration last drawn, have been provided after this Notice.
As on 31st March 2019, Shri Rajesh Dahiya does not hold any equity shares in the Bank. Shri Rajesh Dahiya is not related to any
other Directors or Key Managerial Personnel of the Bank.
The Board recommends passing of the Ordinary Resolutions, as set out in Item Nos. 8 and 9 of this Notice, for the approval of
the Members.
Except for Shri Rajesh Dahiya and his relatives, none of the other Directors and the Key Managerial Personnel of the Bank and
their relatives, are in any way financially or otherwise concerned or interested in the passing of the Ordinary Resolutions, as set
out in Item Nos. 8 and 9 of this Notice.
Shri Rajiv Anand assumed charge as the Executive Director (Wholesale Banking) of the Bank, with effect from 21st December
2018. Pursuant to the change in the organisation structure of the Bank and as part of the succession planning process of the Bank,
the Nomination and Remuneration Committee (“the Committee”) of Directors of Axis Bank Limited (“the Bank”), at its meeting
held on 26th March 2019, recommended the appointment of Shri Pralay Mondal, as the Group Executive (Retail Banking) of the
Bank, with effect from 1st April 2019, for the approval of the Board, which was duly approved by the Board at its meeting held on
26th April 2019.
Considering Shri Pralay Mondal’s vast experience of over 30 years in retail banking, business banking, products and technology
and given the fact that Shri Pralay Mondal would be managing a set of diverse Portfolios, which includes Branch Banking, Retail
Lending, Cards and Acquiring, Affluent, NRI Business & Retail Forex, Liabilities Product and Digital Banking, Marketing, Retail
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Twenty Fifth Annual Report 2018-19
Underwriting and Collections, the Committee at its meeting held on 14th May 2019, felt that it would be in the business interest
of the Bank to appoint Shri Pralay Mondal as the Executive Director (Retail Banking) of the Bank. Accordingly, the Committee
considered and approved the appointment of Shri Pralay Mondal as a Director of the Bank and as the Whole Time Director
designated as the ‘Executive Director (Retail Banking) of the Bank, for a period of 3 (three) years, with effect from 1st August 2019
up to 31st July 2022 (both days inclusive) and the terms and conditions relating to the said appointment, including remuneration
and recommended the same for the approval of the Board of Directors (“the Board”) of the Bank.
The Committee has determined that Shri Pralay Mondal is a fit and proper person to be appointed as a Director of the Bank, as
per the norms prescribed by the Reserve Bank of India (the “RBI”). During his tenure, Shri Pralay Mondal shall be liable to retire
by rotation, in terms of the provisions of the Section 152(6) of the Act.
Since the said appointment has been recommended by the Committee, the requirement of submission of a Notice by a Member
proposing the candidature of Shri Pralay Mondal as a Director of the Bank, under the provisions of Section 160 of the Companies
Act, 2013 (the “Act”), is not applicable.
Shri Pralay Mondal is not disqualified from being appointed as a Director, in terms of Section 164 of the Act and has given his
consent to act as a Director of the Bank. In the opinion of the Board, he fulfils the conditions for the said appointment as prescribed
under the relevant provisions of the Act and the relevant Rules made thereunder, the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), the Banking Regulation Act,
1949 and the Guidelines issued by the RBI, in this regard, from time to time.
Pursuant to the recommendation of the Committee, the Board at its meeting held on 22nd May 2019, considered and approved
the appointment of Shri Pralay Mondal as a Director of the Bank and as the Whole Time Director designated as the “Executive
Director (Retail Banking)” of the Bank and the terms and conditions relating to the said appointment, including remuneration by
way of salary, allowance and perquisites payable to Shri Pralay Mondal as the Executive Director (Retail Banking) of the Bank,
more particularly set out in Item Nos. 10 and 11 of this Notice, subject to the approval of the RBI and the Members of the Bank.
Shri Pralay Mondal has the requisite qualification, skills, experience and expertise in specific functional areas, which are beneficial
to the Bank. The brief profile of Shri Pralay Mondal, in terms of Regulation 36(3) of the SEBI Listing Regulations and the Secretarial
Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, and details of his remuneration last
drawn, have been provided after this Notice.
As on 31st March 2019, Shri Pralay Mondal does not hold any equity shares of the Bank. Shri Pralay Mondal is not related to any
other Directors or Key Managerial Personnel of the Bank.
The Board recommends passing of the Ordinary Resolutions, as set out in Item Nos. 10 and 11 of this Notice, for the approval
of the Members.
None of the Directors and the Key Managerial Personnel of the Bank and their relatives, are in any way financially or otherwise
concerned or interested in the passing of the Ordinary Resolutions, as set out in Item Nos. 10 and 11 of this Notice.
Section 42 of the Companies Act, 2013 read with Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules,
2014 provides that a company can issue securities, including but not limited to non-convertible debentures (“NCDs”), on a private
placement basis, subject to the condition that the proposed offer of debt securities or invitation to subscribe to debt securities has
been previously approved by the Members of the company, by means of a special resolution, for each of the offers or invitations.
It further provides that in case of an offer or invitation for NCDs, it shall be sufficient if the company passes a special resolution
only once in a year for all offer(s) or invitation(s) for issue of such NCDs on a private placement basis, during the period of one
(1) year, from the date of passing of such special resolution.
Keeping in view the projections of the Bank in domestic and overseas operations, the Bank may need to raise additional funds in
one or more tranches in Indian as well as overseas market in the form of capital to maintain the desired capital to risk weighted
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Twenty Fifth Annual Report 2018-19
assets ratio (CRAR) by issue of debt securities denominated in Indian rupees or any other permitted foreign currency (including
but not limited to long term bonds, green bonds, masala bonds, non-convertible debentures, perpetual debt instruments and Tier
II capital bonds or such other debt securities as may be permitted by the Reserve Bank of India (“RBI”) in this regard, from time to
time), on a private placement basis and/or for making offers and/or invitations thereof and /or issue(s)/ issuances thereof, on a
private placement basis, during the period of one (1) year, from the date of passing of this special resolution.
Considering the above, the Board of Directors of the Bank at its meeting held on 26th April 2019 has proposed to obtain
the consent of the Members of the Bank for borrowing/raising funds in Indian currency/ foreign currency by issue of debt
securities (including, but not limited to, long term bonds, green bonds, masala bonds, non-convertible debentures, perpetual
debt instruments and Tier II capital bonds or such other debt securities as may be permitted under the RBI guidelines issued in
this regard, from time to time) in domestic and/ or overseas market, in one (1) or more tranches as per the structure and within
the limits permitted by the RBI and other regulatory authorities to eligible investors of an amount not exceeding ` 35,000 crore,
on a private placement basis, during a period of one (1) year from the date of passing of the special resolution. The said debt
securities would be issued by the Bank in accordance with the applicable statutory guidelines, for cash either at par or premium
or at a discount to face value depending upon the prevailing market conditions, rates prevailing for risk free instruments,
rates on other competing instruments of similar rating and tenor in the domestic or overseas market, investor appetite for such
instruments etc., as would be approved by the Board or Committee of the Board. The said limit of ` 35,000 crore shall be within
the overall borrowing limit of ` 200,000 crore as approved by the Members of the Bank at the 24th Annual General Meeting
of the Bank held on 20th June 2018.
The Board recommends passing of the Special Resolution, as set out in Item No. 12 of this Notice.
None of the Directors and Key Managerial Personnel of the Bank and their relatives are in any way financially or otherwise
concerned or interested in the passing of the Special Resolution, as set out in Item No. 12 of this Notice.
The Reserve Bank of India (the “RBI”) vide circular no. RBI/2014-15/617/DBR.NO.BC.97/29.67.001/2014-15 dated 1st June,
2015 had issued guidelines on compensation for Non-Executive Directors (NED) (other than Non-Executive Chairman) of Private
Sector Banks.
In terms of the said RBI Circular, the Board of Directors (“the Board”) of the Bank in consultation with the Nomination & Remuneration
Committee (“the Committee”) of Directors of Axis Bank Limited (“the Bank”), formulated and adopted a Comprehensive
Remuneration Policy for its Non-Executive Directors (“NED”), in compliance with the relevant provisions of the Companies Act,
2013. In terms of the said Policy, compensation can be paid to each NED of the Bank (other than Non-Executive Chairman) in the
form of profit related commission, subject to the Bank making profits and within the overall limit of ` 10 lacs p.a.
In terms of the said RBI Circular and the Comprehensive Remuneration Policy of the Bank, the Members of the Bank at the 22nd
Annual General Meeting held on 22nd July 2016, had approved the payment of profit related commission of an amount not
exceeding ` 10 lacs, to be paid to each of the NEDs of the Bank (excluding Non-Executive (Part-time) Chairman). The profit related
commission was approved to be paid every year, subject to the Bank making profits, for a period of five (5) years, with effect
from 1st April 2015. The profit related commission would be payable in addition to sitting fees being paid/payable to them for
attending the meetings of the Board / Committee(s) thereof.
The Board at its meeting held 26th April 2019, had considered and approved the payment of profit related commission of an
amount not exceeding `10 lacs to be paid every year [subject to an overall ceiling of 1% (one percent) of the net profits of the
Bank computed in the manner referred to under Section 198 of the Act], for a further period of five (5) years, with effect from
1st April 2020, to the NEDs of the Bank [excluding Non-Executive (Part-Time) Chairman], subject to the outcome of their performance
evaluation and availability of profits every year, in addition to the sitting fees being paid/payable to them for attending the
meetings of the Board or Committee(s) thereof, subject to the approval of the Members of the Bank.
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Twenty Fifth Annual Report 2018-19
Accordingly, the approval of the Members of the Bank is sought by means of an Ordinary Resolution as set out in Item No. 13
of this Notice.
The Board recommends passing of the Ordinary Resolution as set out in Item No. 13 of this Notice.
Except for the NEDs (other than the Non-Executive (Part-time) Chairman) of the Bank and their relatives, none of the other Directors
nor the Key Managerial Personnel of the Bank and their relatives are in any way, concerned or interested, financially or otherwise,
in the passing of this Ordinary Resolution.
Girish V. Koliyote
Place: Mumbai Company Secretary
Date: 22nd May 2019 ACS 14285
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Twenty Fifth Annual Report 2018-19
BRIEF PROFILE OF DIRECTORS BEING APPOINTED/RE-APPOINTED OR WHOSE REMUNERATION IS BEING REVISED, AS SET OUT IN
THIS NOTICE, IN TERMS OF THE REGULATION 36(3) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS
AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND THE SECRETARIAL STANDARDS ON GENERAL MEETINGS (SS-2),
ISSUED BY THE INSTITUTE OF THE COMPANY SECRETARIES OF INDIA.
Smt. Usha Sangwan, 60 years, is a Non-Executive (Nominee) Director of the Bank since 17th October 2013.
Smt. Usha Sangwan, was the first ever woman Managing Director of Life Insurance Corporation of India (LIC), since its incorporation
in 1956. Smt. Usha Sangwan, retired as the Managing Director of LIC w.e.f. 30th September 2018, though she continues to be the
nominee of LIC on the Board of the Bank. She is Post Graduate in Economics, Post Graduate Diploma holder in Human Resource
Management and Licentiate from the Insurance Institute of India. She joined LIC as Direct Recruit Officer in 1981.
Smt. Usha Sangwan has worked in all core areas of Life Insurance. She has a vast operational and Board level experience of
Financial Sector including Banking, Housing Finance, Stock Exchange, Cards, Mutual Funds, General Insurance and Reinsurance.
Within Life Insurance, she has experience in Marketing and Product Development, Investments (Operations, Monitoring and
Accounting, Risk Management and Research), Personnel, Product Development, Information technology, Customer Relationship
Management, HRD/OD, Training, Direct Marketing, Corporate Communication, Corporate Planning, Board Sectt., Estate
Management, Engineering, Finance and Accounts, Marketing all Channels, Group Business, New Business and Reinsurance,
Actuarial, Social Media Management, International Operations, Legal, RTI, Audit, Inspection and Mission Office for Digital India.
Her expertise lies in analytics, strategy, execution, people skill, customer centricity, use of technology particularly in marketing
and servicing and setting up of systems.
Smt. Usha Sangwan is presently a Member of the Risk Management Committee, the Special Committee of the Board of Directors
for Monitoring of Large Value Frauds and the Customer Service Committee of Directors of the Bank.
The details of attendance of Smt. Usha Sangwan at the meetings of the Board and the said Committees, during the FY 2018-19,
are as under:
Particulars FY 2018-19
Smt. Usha Sangwan was holding executive position as Managing Director of LIC, the largest insurance company in India and the
promoter of the Bank, upto 30th September 2018. During that period, she was actively engaged in the business and operations
of LIC. At the same time, she was also representing LIC on the Board of various group companies of LIC and other listed entities.
As such, she was able to attend fewer meetings of the Board and Committees of the Bank. She had requested and was granted
leave of absence for the meetings which she could not attend.
Smt. Usha Sangwan was paid sitting fees of ` 1,00,000 for every meeting of the Board and ` 50,000 for every meeting of the
Committees of the Board attended by her. Sitting fees paid for meetings attended by her upto 30th September 2018, have been
credited to the designated bank account of LIC. Further, the sitting fees paid for meetings attended by her after 30th September
2018, being the date of her retirement from the services of LIC have been credited to her designated bank account.
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Twenty Fifth Annual Report 2018-19
The details of directorships held by Smt. Usha Sangwan in other companies, are as under:
The details of Membership/Chairmanships held by Smt. Usha Sangwan in Committees of other companies, are as under:
Sr. No. Name of the Company Name of the Committee Nature of interest
Shri Rakesh Makhija, 67 years is an Engineer from the Indian Institute of Technology, New Delhi.
Shri Rakesh Makhija is an Independent Director on the Board of Axis Bank Limited since 27th October 2015. Shri Rakesh Makhija
is also a Director on the Board of Tata Technologies Limited, Tata Marcopolo Motors Limited and A.TREDS Limited.
During his career spanning over four decades, Shri Rakesh Makhija has been an active contributor to the Industrial and Technology
sectors, both internationally and in India. Shri Rakesh Makhija has held a number of top management positions within the SKF
Group. He was the President for the Industrial Market (Strategic Industries) and a member of the Group Executive Committee,
based in Gothenburg, Sweden. Prior to this, he was President of SKF Asia with overall responsibility for China and India based in
Shanghai. He was the Managing Director of SKF India from 2002 till 2009. He was recipient of the prestigious ‘CNBC Business
Leader Award for Talent Management’ in 2007.
Prior to joining SKF, Shri Rakesh Makhija was the CEO and Managing Director of Tata Honeywell Limited. He was subsequently
appointed as the Country Manager and Managing Director of Honeywell International, with responsibilities for company’s
business in South Asia. Prior to Honeywell, Shri Rakesh Makhija worked with Kinetics Technology International BV (now Technip),
a process engineering and contracting company in the Netherlands for over eight years.
Shri Rakesh Makhija is presently the Chairman of the Nomination and Remuneration Committee and a Member of the Audit
Committee, the Special Committee of the Board of Directors for Monitoring of Large Value Frauds and the Acquisition, Divestment
and Merger Committee of Directors of the Bank.
The details of attendance of Shri Rakesh Makhija at the meetings of the Board and the said Committees, during the FY 2018-19,
are as under:
Particulars FY 2018-19
Shri Rakesh Makhija was paid sitting fees of ` 1,00,000 for every meeting of the Board and ` 50,000 for every meeting of the
Committee of the Board attended by him.
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Twenty Fifth Annual Report 2018-19
The details of directorships held by Shri Rakesh Makhija in other companies, are as under:
The details of Membership/Chairmanships held by Shri Rakesh Makhija in Committees of other companies, are as under:
Sr. No. Name of the Company Name of the Committee Nature of interest
Shri Amitabh Chaudhry, 54 years, was the Managing Director & CEO of HDFC Standard Life Insurance Company Ltd (’HDFC
Life’). He was associated with HDFC Life since January 2010.
Shri Amitabh Chaudhry is an Engineer from the Birla Institute of Technology & Science, Pilani and is an alumnus of Indian Institute
of Management, Ahmedabad.
Shri Amitabh Chaudhry started his career with Bank of America in 1987, where he worked in diverse roles ranging from Head of
Technology Investment Banking for Asia, Regional Finance Head for Wholesale Banking and Global Markets and Chief Finance
Officer (Bank of America, India). Shri Amitabh Chaudhry moved to Credit Lyonnais Securities in 2001, where he headed their
Investment Banking Franchise in South East Asia and Structured Finance practice for Asia. Prior to joining HDFC Life, Shri Amitabh
Chaudhry was the Managing Director & CEO of Infosys BPO Ltd. and the head of testing unit of Infosys Technologies Limited.
Shri Amitabh Chaudhry assumed charge as the Managing Director & CEO of the Bank w.e.f. 1st January 2019. Consequently,
Shri Amitabh Chaudhry was appointed as the Chairman of the Review Committee and the Committee of Whole Time Directors
and inducted as a Member of the Committee of Directors, the Risk Management Committee, the Special Committee of the Board
of Directors for Monitoring of Large Value Frauds, the IT Strategy Committee, the Acquisition, Divestment and Merger Committee
and the Customer Service Committee of Directors of the Bank, with effect from 1st January 2019.
The details of attendance of Shri Amitabh Chaudhry at the meetings of the Board and the said Committees, w.e.f. 1st January 2019
upto 31st March 2019, are as under:
Particulars FY 2018-19
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Twenty Fifth Annual Report 2018-19
The details of directorships held by Shri Amitabh Chaudhry in other companies, are as under:
Shri Amitabh Chaudhry does not hold Committee Membership/Chairmanships in other companies.
The details of the remuneration last drawn by Shri Amitabh Chaudhry, as the Managing Director & CEO of the Bank, as approved
by the RBI and the Members of the Bank, are as under:
All other terms and conditions including perquisites and other allowances being paid to Shri Amitabh Chaudhry, as the Managing
Director & CEO of the Bank, remain unchanged and are in terms of the Comprehensive Remuneration Policy of the Bank.
Shri Rajiv Anand, 53 years, joined the Bank on 1st May 2013 from its Asset Management arm, Axis Asset Management Co. Ltd.,
where he was the Managing Director & CEO.
He was appointed as the President (Retail Banking) and was thereafter elevated as the Group Executive (Retail Banking) of the
Bank in 2014. He was appointed as the Executive Director (Retail Banking) of the Bank, for a period of 3 (three) years, w.e.f.
4th August 2016. Subsequently, he took over as the Executive Director (Wholesale Banking) of the Bank, with effect from 21st
December 2018.
Over a career spanning more than 28 years, Shri Rajiv Anand has focused on various facets of the financial services industry
having held key management positions at leading global financial institutions. He has also been very successful as a debt fund
manager and has won several accolades for the same. He brings strength in capital markets and building new businesses to his
responsibilities at the Bank.
Shri Rajiv Anand is presently a Member of the Committee of Directors, the Risk Management Committee, Committee of Whole
Time Directors, the IT Strategy Committee and the Corporate Social Responsibility Committee of Directors of the Bank.
The details of attendance of Shri Rajiv Anand at the meetings of the Board and the said Committees, during the FY 2018-19, are
as under:
Particulars FY 2018-19
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Twenty Fifth Annual Report 2018-19
The details of directorships held by Shri Rajiv Anand in other companies, are as under:
The details of Membership/Chairmanships held by Shri Rajiv Anand in Committees of other companies, are as under:
Sr. No. Name of the Company Name of the Committee Nature of interest
The details of the remuneration last drawn by Shri Rajiv Anand, as the Executive Director (Wholesale Banking) of the Bank, as
approved by the RBI and the Members of the Bank, are as under:
All other terms and conditions including perquisites and other allowances being paid to Shri Rajiv Anand as the Executive Director
(Wholesale Banking) of the Bank, remain unchanged and are in terms of the Comprehensive Remuneration Policy of the Bank.
Shri Rajesh Dahiya, 51 years, was appointed as the Executive Director (Corporate Centre) of the Bank, for a period of 3 (three)
years w.e.f. 4th August 2016. Prior to his appointment as the Executive Director (Corporate Centre) of the Bank, he was the
Group Executive & Head – Corporate Centre of the Bank. He is a qualified engineer with a Masters in Management from Punjab
University.
Before joining the Bank on 1st June 2010, he was associated with Tata Group for 20 years where he handled various responsibilities
across functions such as agricultural input distribution, Human Resources, Manufacturing, Exports, Distribution and Institutional
Sales.
In his current role, he supervises all functions under Corporate Centre viz. Internal Audit, Human Resources, Compliance, Company
Secretary, Corporate Communications, Administration & Security, Corporate Real Estate Services, Corporate Social Responsibility,
Ethics & Sustainability and Law. In addition, Shri Dahiya also oversees the functioning of the Axis Bank Foundation.
Shri Rajesh Dahiya is presently a Member of the Committee of Whole Time Directors, Stakeholders Relationship Committee,
the Special Committee of the Board of Directors for Monitoring of Large Value Frauds and the Corporate Social Responsibility
Committee of Directors of the Bank.
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Twenty Fifth Annual Report 2018-19
The details of attendance of Shri Rajesh Dahiya at the meetings of the Board and the said Committees, during the FY 2018-19,
are as under:
Particulars FY 2018-19
The details of directorships held by Shri Rajesh Dahiya in other companies, are as under:
Shri Rajesh Dahiya does not hold Committee Memberships in other companies.
The details of the remuneration last drawn by Shri Rajesh Dahiya, as the Executive Director (Corporate Centre) of the Bank, as
approved by the RBI and the Members of the Bank, are as under:
All other terms and conditions including perquisites and other allowances being paid to Shri Rajesh Dahiya, as the Executive
Director (Corporate Centre) of the Bank, remain unchanged and are in terms of the Comprehensive Remuneration Policy of the
Bank.
Shri Pralay Mondal, 53 years, is an engineer from IIT, Kharagpur and a management graduate from IIM, Calcutta. He has rich
and varied experience of over 30 years in Retail Banking, Business Banking, Products and Technology.
Before joining Axis Bank, Shri Pralay Mondal was Senior Group President - Retail & Business Banking at YES Bank Limited
(“YES Bank”). He was entrusted with the responsibility of building the entire Retail Franchise of Yes Bank, which included entire
Retail Liability, Branch Banking, Retail Assets, Retail Fees and Payments Franchise including Credit Cards and Merchant Acquiring.
He was also overseeing the Rural Banking Assets, PSL Portfolio, Micro Finance businesses & SME/Business Banking.
Shri Pralay Mondal created a robust scalable franchise through the best in class and committed senior leadership team, and built
a strong delivery channel through technology and operations which was the backbone to support the business growth. Shri Pralay
Mondal also used to frequently meet the Investors and Analysts and have been part of the core group engaging with relevant
people in India or overseas to represent Yes Bank for raising capital. He was on the Board of YES Securities (India) Limited, wholly
owned subsidiary of YES Bank.
Before joining YES Bank, Shri Pralay Mondal was Group Head, Retail Assets & Payments Business at HDFC Bank Limited
(“HDFC Bank”) (2000 – 2012), prior to which he had built the Liability Sales Franchise in HDFC Bank. He was also on the Board
of HDB Financial (NBFC & 100% subsidiary of HDFC Bank) and HBL Global, holding Sales Company of HDFC Bank. Shri Pralay
Mondal was part of the 4 member Senior Management Team, comprising of the MD, ED and CFO of HDFC Bank, who used to
interact with Global and Local Investors and Analysts.
27
Twenty Fifth Annual Report 2018-19
Shri Pralay Mondal started his career as a Management Trainee in Colgate Palmolive and also worked in Wipro Infotech and
Digital Equipment (India) Limited before taking up his career in Banking with Standard Chartered Bank in 1996.
The details of directorships held by Shri Pralay Mondal in other companies, are as under:
The details of the remuneration last drawn by Shri Pralay Mondal, as the Group Executive (Retail Banking) of the Bank, are as
under:
Subsequent to Shri Pralay Mondal’s proposed elevation as the Executive Director (Retail Banking) of the Bank, w.e.f. 1st August
2019, his compensation structure will be aligned to that of other Whole Time Directors of the Bank, in terms of the Comprehensive
Remuneration Policy of the Bank, details of which are set out in Item No. 11 of this Notice.
28
Twenty Fifth Annual Report 2018-19
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29
Twenty Fifth Annual Report 2018-19
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30
Twenty Fifth Annual Report 2018-19
Form No. MGT – 11
Proxy Form
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014, as amended]
25th Annual General Meeting - Saturday, 20th July 2019
CIN L65110GJ1993PLC020769
Name of the Company Axis Bank Limited
Registered Office Address ‘Trishul’, 3rd Floor,
Opp. Samartheshwar Temple,
Law Garden, Ellisbridge,
Ahmedabad – 380 006. Gujarat.
Phone No.: +91-79-6630 6161;
Fax No.: +91-79-2640 9321
Email Address: shareholders @axisbank.com;
Website: www.axisbank.com
Name of the Member(s):
Registered Address:
E-mail ID:
Folio No. /Client ID: DP ID:
I/We, being the holder(s) of .............................................. equity shares of the above named Bank, hereby appoint
1. Name:
Address:
E-mail ID:
Signature: or failing him
2. Name:
Address:
E-mail ID:
Signature: or failing him
3. Name:
Address:
E-mail ID:
Signature:
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 25th Annual General Meeting of the Bank,
to be held on Saturday, 20th July 2019 at 10.00 a.m. at H. T. Parekh Auditorium, AMA Complex, ATIRA, Dr. Vikram Sarabhai
Marg, Ahmedabad - 380 015, Gujarat and at any adjournment(s) thereof, in respect of the ordinary/special resolution(s), as
indicated below:
1. To receive, consider and adopt : 2. To declare dividend on equity shares of the Bank for the
financial year ended 31st March 2019.
(a) the audited standalone financial statements of the Bank for
the Financial Year ended 31st March 2019 and the Reports
of the Directors and the Auditors thereon; and
3. To appoint a director in place of Smt. Usha Sangwan (DIN 4. Appointment of Shri Rakesh Makhija (DIN 00117692),
02609263), who retires by rotation and being eligible, has Independent Director, as the Non-Executive (Part-time)
offered herself for re-appointment. Chairman of the Bank, for a period of 3 (three) years, with
effect from 18th July 2019 up to 17th July 2022 (both days
inclusive) and the terms and conditions relating to the said
appointment including the remuneration, subject to the
approval of the RBI.
5. Revision in the remuneration payable to Shri Amitabh Chaudhry 6. Revision in the remuneration payable to Shri Rajiv Anand
(DIN 00531120) as the Managing Director & CEO of the Bank, (DIN 02541753) as the Executive Director (Wholesale
w.e.f. 1st April 2019, subject to the approval of the RBI. Banking) of the Bank, w.e.f. 1st April 2019 upto 3rd August
2019 (both days inclusive), subject to the approval of the
RBI.
7. Re-appointment of Shri Rajiv Anand (DIN 02541753) as the 8. Revision in the remuneration payable to Shri Rajesh Dahiya
Whole Time Director designated as the ‘Executive Director (DIN 07508488) as the Executive Director (Corporate
(Wholesale Banking)’ of the Bank, for a period of 3 (three) Centre) of the Bank, w.e.f. 1st April 2019 upto 3rd August
years, with effect from 4th August 2019 up to 3rd August 2022 2019 (both days inclusive), subject to the approval of the
(both days inclusive), and the terms and conditions relating to RBI.
the said re-appointment, including remuneration, subject to the
approval of the RBI.
9. Re-appointment of Shri Rajesh Dahiya (DIN 07508488) as 10. To approve the appointment of Shri Pralay Mondal (DIN
the Whole Time Director designated as the ‘Executive Director 00117994) as a Director of the Bank, w.e.f. 1st August 2019.
(Corporate Centre)’ of the Bank, for a period of 3 (three) years,
with effect from 4th August 2019 up to 3rd August 2022 (both
days inclusive), and the terms and conditions relating to the said
re-appointment, including remuneration, subject to the approval
of the RBI.
11. Appointment of Shri Pralay Mondal (DIN 00117994) as the 12. Borrowing/Raising funds in Indian Currency/Foreign
Executive Director (Retail Banking) of the Bank for a period of Currency by issue of Debt Securities including but not
3 years, w.e.f. 1st August 2019, and the terms and conditions limited to long term bonds, green bonds, non-convertible
relating to the said appointment, including remuneration, subject debentures, perpetual debt instruments and Tier II Capital
to the approval of the RBI. bonds or such other debt securities as may be permitted
under the RBI guidelines, from time to time, on a private
placement basis, for an amount of up to ` 35,000 crore
during a period of one year from the date of passing of this
Special Resolution.
13. Payment of Profit Related Commission to the Non-Executive
Directors (excluding the Non-Executive (Part-Time) Chairman) of the
Bank, for a period of five (5) years, with effect from 1st April 2020.
Affix Revenue
Signature of Shareholder: ___________________________________________________
Stamp
Note: This form of proxy in order to be effective should be duly stamped, signed, completed in all respects and deposited at the
Registered Office of the Bank, not less than 48 hours before the commencement of this Annual General Meeting.
32
‘Axis House’, C-2,
Wadia International Centre,
Pandurang Budhkar Marg,
Worli, Mumbai - 400 025
Tel. No.: 022-2425 2525
Fax No.: 022-2425 1800
aicl.in