hdfc life · company name hdfc standard life insurance company limited date of the agm i egm i...

January 3, 2019

Ref. No: HDFC Life/CA/2018-19/51

National Stock Exchange of India limited Exchange Plaza, Plot No C/1, Block G, Bandra-Kurla Complex, Bandra-East, Mumbai- 400 051

NSE Symbol: HDFCLIFE

Kind Attn.: Head- Listing

Dear Sir/Madam,

BSE limited, Sir PJ Towers, Dalal Street, Mumbai - 400 001

BSE Security Code: 540777

Kind Attn .: Sr. General Manager - DCS

Listing Department

Sub: Declaration of Voting Results of Postal Ballot of the Company

HDFC Life

Ref: Regulations 30 and 44(3) of the SEBI (list ing Obligations and Disclosure Requirements) Regulations. 2015 ('SEBilist ing Regulations' ).

We refer to the Postal Ballot Notice dated November 22, 2018 circulated to the members of the Company seeking approval on the following resolutions proposed t here under:

1. Appointment of Ms Vibha Padalkar (DIN : 01682810) as the Managing Director & Chief Executive Officer of the Company

2. Appointment of Mr Suresh Badami (DIN: 08224871} as the Whole-Time Director of the Company {designated as Executive Director}

3. Change of Name of the Company from "HDFC Standard Life Insurance Company Limited" to "HDFC Life Insurance Company Limit ed" and consequential alteration to Memorandum of Associat ion and Articles of Association oft he Company

In this regard, please find enclosed herewith the following in compliance with the SEBI Listing Regulations:-

1. Voting results in the prescribed format; and

2. Report dated January 3, 2019 on e-voting and postal ballot issued by Mr. Surjan Singh Rauthan, a Pract ising Company Secretary (PCS), Proprietor of S. S. Rau.than & Associates, Company Secretaries, Scrutinizer.

Based on the Scrutinizer's Report, we wish to inform you that the resolutions mentioned in the said Postal Ballot Notice have been passed by the Members of the Company with requisite majority.

The aforesaid documents will also be made available on the Company's website at www.hdfclife.com

H DFC STANDARD LIFE INSURANCE COMPANY LIMITED

Corporate & Registered Office:

131h Floor, Lodha Excel us, Apollo Mills Compound,

N. M. Joshi Marg. Mahalaxmi. Mumba1 - 400011

'; l t I

0 +9122 6751 6666

0 1860·267-9999 A •• -Me> S.t trom!Oamm7pm(Localchar!!f<aj)C)Iy) DONOTPf~">fu ~nycountrycodee9 •91or00

• www.hdfclife.com

HDFC Life

On issuance of the fresh certificat e of incorporation by the Registrar of Companies, consequent to change of name, the amended Memorandum of Association and Articles of Associat ion of the Company will be submitted with the Stock Exchange.

You are requested to kindly take the above submission on record.

Thanking you,

For HDFC Standard Life Insurance Company Limited

Naren ra Gangan 0 -EVP, Company Secretary & \.2.JHead- Compliance & Legal

HDFC STANDARD LIFE INSURANCE COMPANY LIMITED

Corporate & Registered Off ice:

13'h Floor, Lodha Excelus, Apollo Mills Compound,

N. M.joshi Marg, Mahalaxmi. Mumbai - 400011

~ ( I' I ,.; I <1\11121'0111'! l 12 ' <

0 +9122 67516666

0 1860·267-9999 Ava1lable Mon Sat frotn 10 am to 7 pm (Local charges apply) DO NOT prefix any counlry tode e 9· +91 or 00

• www.hdfclife.com

Company Name HDFC Standard life Insurance Company limited Date of the AGM I EGM I Postal Ballot January 01, 2019 (Date of Resolut ions passed through Postal Ballot) Total number of shareholders on record date 389522 (Cut off Date : November 23, 2018)

No. of shareholders present in the meeting Not Applicable

either in person or through proxy Promoters and Promoter Group: -

Public: -No. of Shareholders attended the meeting

Not Applicable through Video Conferencing

Promoters and Promoter Group: -Public: -

Resolution required : (Ordinary/ ORDINARY - Appointment of Ms Vibha Padalkar (DIN: 01682810) as t he Managing Director & Chief Executive Officer ofthe Company

Special) Whether promoter/ promoter

group are interested in the No

agenda/resolution?

No. of shares No. of votes %of Votes Polled on No. of Votes- in No. of Votes-%of Votes in %of Votes

Category Mode of

held polled outstanding shares favour against favour on votes against on votes

Voting polled polled (1) (2) (3)=[(2)/{1)]"' 100 (4) (S)

(6)=((4)/(2)]"'100 (7)=[(5)/(2)]"'100 E-Voting 1628140340 100.0000 1628140340 0 100.0000 0.0000

Promoter and Promoter Group Poll 1628140340 0 0.0000 00 0 0.0000 0.0000 Postal Ballot 0 0.0000 00 0 0.0000 0.0000 Total 1628140340 100.0000 1628140340 0 100.0000 0.0000 E-Voting 140720031 65.7329 140528769 191262 99.8641 0.1359

Public- Institutions Poll

214078672 0 0.0000 00 0 0.0000 0.0000

Postal Ballot 0 0.0000 00 0 0.0000 0.0000 Total 140720031 65.7329 140528769 191262 99.8641 0.1359 E-Voting 2111875 1.2137 2070577 41298 98.0445 1.9555

Public- Non Inst itutions Poll 174002685 0 0.0000 00 0 0.0000 0.0000 Postal Ballot 61607 0.0354 60055 1552 97.4808 2.5192 Total 2173482 1.24911 2130632 42850 98.0285 1.9715

Tota l 2016221697 1771033853 87.8392 1770799741 234112 99.9868 0.0132

Resolution reauired: (Ordinary/ ORDINARY - Appointment of Mr Suresh Badami (DIN: 08224871) as the Wrole-Time Director of the Company (designated as Executive

Special) Director)

1Whether promoter/ promoter gro~p are interested in the No agenda/resolution?

No. of shares No. of votes % of Votes Polled on No. of Votes - in No. of Votes-%of Votes in %of Votes

Mode of favour on votes against on votes Category held polled outstanding shares favour against

Voting (1) (2) (3)=((2)/(1)]* 100 (4) (5)

polled polled (6)=[(4)/(2))*100 (7)=[(5)/(2))*100

E-Voting 1628140340 100.0000 1628140340 0 100.0000 0.0000

Promoter and Promoter Group Poll

1628140340 0 0.0000 00 0 0.0000 0.0000


Public- Institutions Poll 214078672 0 0.0000 00 0 0.0000 0.0000 Postal Ballot 0 0.0000 00 0 0.0000 0.0000 Total 136321556 63.6783 133569950 2751606 97.9815 2.0185 E-Voting 3525829 2.0263 3486854 38975 98.8946 1.1054

Public- Non Institutions Poll 174002685 0 0.0000 00 0 0.0000 0.0000 Postal Ballot 61307 0.0352 59705 1602 97.3869 2.6131 Total 3587136 2.06154 3546559 40577 98.8688 1.1312

Total 2016221697 1768049032 87.6912 1765256849 2792183 99.8421 0.1579

Resolut ion required: (Ordinary/ SPECIAL - Cnange of Name of the Coli'pany from "HDFC Standard Life lnsurar.ce Company Limited" to "HDFC life Insurance Company Limited"

Special) and consequential alteration to Memorandum of Association and Articles of Association of the Company Whether promoter/ promoter

group are interested in the No

agenda/ resolution?

No. of shares No. of votes %of Votes Polled on No. of Votes - in No. of Votes-%of Votes in % of Votes

Mode of favour on votes Category held polled outstanding shares favour against

against on votes

Voting polled polled (1) (2) (3)=[(2)/(1)]* 100 (4) (5)

I '(6)=((4)/(2)]*100 (7)=[(5)/(2)]*100

E-Voting 1628140340 100.0000 1628140340 0 100.0000 0.0000

Promoter and Promoter Group Poll

1628140340 0 0.0000 00 0 0.0000 0.0000


Public- Institutions Poll

214078672 0 0.0000 00 0 0.0000 0.0000


Public- Non Institutions Poll

174002685 0 0.0000 00 0 0.0000 0.0000

Postal Ballot 61427 0.0353 61327 100 99.8372 0.1628 Total 3600510 2.06923 3597576 2934 99.9185 0.0815

Total 2016221697 1772460881 87.9100 1772457947 2934 99.9998 0.0002

S. S. Rauthan & Associates

CS Surjan Singh Rauthan B.Com. , F.C.S.

To, The Chairman

Company Secretaries

SCRUTINIZER'S REPORT

HDFC STANDARD LIFE INSURANCE COMPANY LIMITED 13th Floor, Lodha Excelus, Apollo Mills Compound, N.M. Joshi Marg, Mahalaxmi, Mumbai- 400 011.

Dear Sir,

Sub: Passing of Resolutions through Postal Ballot and E-Voting.

OS

Pursuant to the resolution passed by the Board of Directors of HDFC Standard Life Insurance Company Lim ited (hereinafter referred as 'the Company'), I have been appointed as a Scrutinizer to receive, process and scrutinize the Postal Ballot papers in respect of the two Ordinary Resolutions and one Special Resolution as circulated in the Postal Ballot Notice dated November 22, 2018.

I submit my report as under;

1. To enable wider participation of shareholders, pursuant to the provisions of Section 108 of the Companies Act, 2013 and Rules framed thereunder vide Companies (Management and Administration) Rules, 2014 and pursuant to Regu lation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Companies listed on Stock Exchanges, are required to provide E-Voting facility to their shareholders on all resolutions to be passed at General Meeting or through Postal Bal lot. The equity shares of the Company are listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE).

In view of the above provisions, the Company had provided for e-voting facility to its shareholders in respect of the shareholders approval sought through Postal Ballot.

2. The Company accordingly has made arrangements with the 'System Provider' Karvy Fintech Private Limited (Karvy) for providing e-voting facilities in secure manner. The Company has also made arrangements through its Registrar and Transfer Agent, Karvy Fintech Private Limited (hereinafter referred as RTA) to set up the E-Voting facility on the Karvy's E-Voting website https://evoting.karvy.com

3. The Company through its RTA has also uploaded the resolutions together with the explanatory statements on which E-Voting is required and for generating Electronic Voting Sequence Number (EVSN) by the system provider. All necessary fO~Il]CJ.!i.t.ies in compliance with the requirements for passing resolutions through postaf b' n~

Page 1 of l2

703, Navjivan Commercial Premises Co-op. Soc. Ltd., Lamington Road, Mumbai- 400 0 . <v0", Tel. : +91 -22-2301 2626 • Telefax. : 91 -22-2309 1275 • Mob. : +91 -84528 65509, 9987 4 ·458~9 .___ .__... E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia.in


US Surjan Singh Rauthan B.Com .. F.C.S.

Company Secretaries OS e-voting, has been done by the Company through its RTA. Necessary instructions in this regard to be followed by the shareholders have also been duly mentioned in the Postal Ballot notice dated November 22, 2018 sent to the shareholders by email and by Courier. The Register of Members was made up, for the purpose of dispatch of Postal Ballot Notice to the shareholders as of November 23, 2018.

4. The Postal Ballot Notice dated November 22, 2018, was dispatched to the shareholders whose email ids are not registered with the Company/RTA by Courier aggregating to 63,300 numbers along with self-addressed prepaid Business Reply Envelope on December 2, 2018.

5. In addition to the above, Postal Ballot Notices were also sent via electronic mode by RTA to 3,26,222 shareholders on December 2, 2018 at their email address registered with the Depositories and RiA as per the data downloaded from the Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL) as on November 23, 2018 (cut-off-date). The details of such cases have been provided to me by RTA. I further report that as stated in the Notice sent to the shareholders, the Company had fixed 5.00 p.m. on Tuesday, the January 1, 2019 as the last date for receipt of Postal Ballots and for E-Voting.

6. As stated in sub-rule (3) of Rule 20 under the Chapter VII of Companies "Management and Administration" Rules, 2014, an advertisement was published by the Company in " Business Standard", English Newspaper, and "Sakal" Marathi edition Newspaper, on December 3 & 4, 2018, informing about the completion of dispatch of the Postal Ballot Notices, both by Courier and by email, wherever applicable, to the shareholders along with other related matters mentioned therein.

7 . I have received the Postal Ballot forms from the shareholders during the period starting from 9:00 a.m., Monday, December 3, 2018, till 5:00 p.m., Tuesday, January 1, 2019 . All the Postal Ballot forms together with all votes cast by E-Voting through Karvy received up to 5.00 p.m. Tuesday, January 1, 2019, being the last date fixed by the Company for receipt of the ballot forms/e-voting, were considered for my scrutiny. I did not find any defaced I mutilated I Invalid Ballot Papers.

8. E-Voting facility was provided by Karvy, the details of the E-Voting exercised by the shareholders as also the votes exercised through Postal Ballots, which were duly scrutinized and processed, were duly complied by the RTA. While the details of the EVoting were provided by Karvy, the compilation of the Register, in respect of Postal Ballots containing the statement of shareholders name, folio number, postal ballot number, number of shares held, number of votes exercised, votes in favour/assent, votes against/dissent and those votes which were rejected, were generated by the RTA which have been duly scrutinized . , . .

Page 2 of 12

703, Navjivan Commercial Premises Co-op. Soc. Ltd., Lamington Road, Mumbai - 400 008. Tel. : +91 -22-2301 2626 • Telefax.: 91-22-2309 1275 • Mob. : +91-84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia.in

S. S. Rauthan & Associates OS llS Surjan Singh Rauthan

B.Com., FC.S

Company Secretaries

9. At 5.00 p.m. on January 1, 2019, I have downloaded and unblocked the e- voting portal of the https://evoting.karvy.com website by using the Scrutinizer's login ID and Password.

lO.On scrutiny, I report that out of 3,89,522 shareholders, 789 shareholders have exercised their vote through E-Voting and 213 shareholders have exercised their votes through Postal Ballot Forms, as received. The details of polling results for the item placed for consideration by the members are given below:

Item No. 1 Ordinarv Resolution

ApPointment of Ms. Vibha Padalkar CDIN:01682810l as the Managing Director & Chief Executive Officer of the Company.

Total Number of Shareholders 3,89,522

Total Number of Shares as appearing in the Register of Members 2,016,221,697 /Statement of Beneficial ownership as on the close of business hours on Friday, November 23 2018

51. I No. of I Ofo o_~ total I Ofo of total pa1 up

No Particulars Ballot No. of Shares

equity votes

Forms capital polled

Physical Mode A Total Postal Ballot Forms received 213 61747 0.0031 100.0000

1- B Less: Less Voted 0 140 0.0000 0.2267,

1- c Less: Invalid Postal Ballot forms 0 0 0.0000 0.0000 - o.ooool D Less: Abstain 0 0 0.0000 -E Net Valid Postal Ballot in physical (A-B-C- 213 61607 0.0031 99.7733

D) Electronic Mode I

F Total Postal Ballot Forms received 789 1772755408 87.92461 100.0000

G Less: Less Voted 0 5 0.0000 0.0000 - i

H Less: Invalid Postal Ballot forms 0 0 0.0000 0.0000

I Less: Abstain 16 1783157 0.0884 0.1006 -

J Net Valid Postal Ballot in Electronic (F-G- 773 1770972246 87.8362 99.8994

I H-I)

K Total Net Valid Postal Ballot in *986 1771033853 87.8392 100.0000 ~ physical and electronic mode (E+ J)

L Postal Ballot Forms in Assent (For) to 204 60055 0.0030 0.0034 Ordinary Resolution - Physical

M Postal Ballot Forms in Assent (For) to 745 1770739686 87.8246 99.9834 Ordinary Resolution - Electronic

Page3of 12

703, Navjivan Commercial Premises Co-op Soc Ltd , Lam1ngton Road. Mumba1 - 400 008,. * Tel. : +91 -22-2301 2626 • Teletax.: 91-22-2309 1275 • Mob. : +91-84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • Webs1te : www.ssrgroupindia.if:l

S. S. Rauthan & Associates Company Secretaries

DS Surjan Singh Rauthan B.Com .. F.C.S

N Total Postal Ballot in ASSENT (FOR) through physical and electronic mode

0 Postal Ballot Forms in Dissent (Against) to Ordinary Resolution - Physical

p Postal Ballot Forms in Dissent (Against)

- to Ordinary Resolution - Electronic

Total Postal Ballot in DISSENT Q (AGAINST) through physical and

I electronic mode

949 1770799741

9 1552

31 232560

40 234112

I

87.8276

0.0001

0.0115

0.0116

HS

99.9868

0.0000

0.0132

0 .0132

* Three shareholders voted partially in favour and partially against the resolution.

Result of Postal Ballot & E-Voting

Votina Result in accordance with Regulation 44 C3l of Securities of Exchange Board of India CLjsting Obligation and Disclosure Requirements) Regulations. l.2.U

Company Name HDFC Standard Life Insurance Company Limited

Date of two Ordinary Resolutions and January 1, 2019 one Special Resolution passed through Postal Ballot. Total Number of Shareholders on Cut-off 3,89,522 Date. Number of Shareholders present in the NOT APPLICABLE meeting either in person or through proxy: Promoters and Promoter Group: -

Public: -Number of Shareholders attended the NOT APPLICABLE meeting through V ideo Conferencing. Promoters and Promoter Group: -Public : -

Page 4 of12

703, Nav)lvan Commercial Premises Co-op. Soc Ltd., Lam1ngton Road, Mumbai- 400 008. Tel. . +91-22-2301 2626 • Telefax.: 91-22-2309 1275 • Mob. +91 -84528 65509. 99874 45899 E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia in

S . S. Rauthan & Associates

US Surjan Singh Rauthan B Com., FC.S

Company Secretaries OS Item No.1; Aooojntment of Ms. Vibha padalkar COIN: 01682810) as the Manaqjnq Pi rector & Chief Executive Officer of the Comoany

Resolution required : (Ordinary /Special) Ordinary

Whether Promoter/ Promoter Group are interested in No the agenda/resolution?

category Mode of No. of shares No. of votes 0/o of No. of Votes No. of Ofo of 0/o of Voting held (1) polled (2) Votes - in favour Votes- Votes in Votes

Polled ( 4 ) against favour agains on ( 5 ) on votes ton

outst an polled vot es ding ( 6 ) =[ ( 4 polled

shares )/(2)] * ( 7 ) = [( ( 3 ) =[( 2 100 5 ) / ( 2 ) ) / (1)]* ] * 100

100 Promote E-Voting 1628140340 1628140340 100.0000 1628140340 0 100.0000 0.0000 rand

Poll 0 0.0000 0 0 0.0000 0.0000 Promote r Group Postal 0 0.0000 0 0 0 .0000 0.0000

Ballot (if applicable) Total 1628140340 1628140340 100.0000 1628140340 0 100.0000 0.0000

Public- E-Voting 214078672 140720031 65.7329 140528769 191262 99.8641 0.1359 Instituti

Poll 0 0 .0000 0 0 0 .0000 0.0000 ons Postal 0 0. 0000 0 0 0 .0000 0.0000 Ballot (if applicable) Total 214078672 140720031 65 .7329 140528769 191262 99.8641 0.1359

Public- E-Voting 174002685 2111875 1.2137 2070577 41298 98.044 5 1.9555 Non

Poll Instituti 0 0 .0000 0 0 0.0000 0.0000

ons Postal 61607 0.0354 60055 1552 97.4808 2.5192 Ballot (if applicable) Total 174002685 2173482 1.2491 2130632 42850 98.0285 1.9715

Total 2 016221697 1771033853 8 7 .8 3 92 1 770799741 234112 99.9868 0 .0132

Percentage of votes cast in favour 99.9868°/o Percentage of votes cast against: 0 .01320/o

RESULTS:-As the number of votes cast in favour of the said Resolution i. e. 99.9868% is more than the number of votes cast against i.e. 0.0132%, I report that t he Ordinary Resolution as set out in the Notice of Postal Ballot dated November 22, 2018, has been passed by the shareholders w ith requisite majority. The Resolution is deemed t o be passed as on the last date specified for receipt of duly completed Postal Bal lot form or e-voting i.e. Tuesday, January 1, 2019 . -

Page 5 of 12

703, Navjivan Commercial Premises Co-op Soc. Ltd., Lamtngton Road, Mumbai - 400 008 Tel +91-22-2301 2626 • Telefax. : 91-22-2309 1275 • Mob +91 -84528 65509. 99874 45899 E-mail [email protected] I [email protected] • Webstte WINW ssrgrouptndia.in

S. S . Rauthan & Associates HS US Surjan Singh Rauthan

BCom . FC.S

Company Secretaries

Item No.2 Ordinarv Resolution Aooojntment of Mr. Suresh Badami CDIN;08224871l as the Whole Time Director of the Comoanv Cdesianated as Executive Director)

Total No. of Shareholders

Total No. of Shares as appearing in the Register of Members I Statement of Beneficial ownership as on the close of business hours on Friday, November 23 2018

51 . No. of Particulars Ballot

No. Forms

Physical Mode A Total Postal Ballot Forms received 213 B Less: Less Voted 0

~ Less: Invalid Postal Ballot forms I 0 Less: Abstain D

E --------------------~--

0 213 Net Valid Postal Ballot in physical (A-B-C-

D) Electronic Mode

F Total Postal Ballot Forms received 789

G Less: Less Voted 0

H Less: Invalid Postal Ballot forms 0

I Less: Abstain 23

J Net Valid Postal Ballot in Electronic JH-I)

(F-G- 766

K Total Net Valid Postal Ballot in I

*979 physical and electronic mode (E+J }

L Postal Ballot Forms in Assent (For) to 201 Ordinary Resolution - Physical

No. of Shares

--61747

440 0 0

61307

1772755408

35

0

-4767648

1767987725

1768049032

59705

3,89,522

2,016,221,697

Ofo o_f total Ofo of total pa•d_up votes equ1ty 11 d capital po e

0.0031 100.0000 0 .0000 0. 7126 0.0000 0.0000 o.oooo' o.oooo 0.0030 99.2874

87 .9246 100.0000

0.0000 o.oooo1

I

0.0000 0.00001

0.2365 0.2689

87.6882 99.7311

87.6912 100.0000

0.0029 0.0034

M Postal Ballot Forms in Assent (For) to Ordinary Resolution - Electronic

N Total Postal Ballot in ASSENT (FOR) through physical and electronic mode

729 1765197144 87.54981 99.8387

9301 17652568491 87.55271 99.84211


10 1602 0.0001 0.0000

P Postal Ballot Forms in Dissent (Against) 43 2790581 0.1384 0 .1579 to Ordinary Resolution - Electronic

1----+T;....;..o_tal Postal Ballot in DISSENT 531 2792183 0.1385 0.1579 Q (AGAINST) through physical and _L

electronic mode .-.--.

* Four shareholders voted partially in favour and partially against the resol ,·

Page 6 of 12

703. NavJivan Commercral Premises Co-op. Soc. Ltd .. Lamington Road, Mumbai - 400 Q08. Tel +91 -22-2301 2626 • Telefax. : 91-22-2309 1275 • Mob .. +91 -84528 65509. 99874 45899 E-mail : [email protected] I [email protected] • Websrte : www.ssrgroupindia.in


r.s Surjan Singh Rauthan B.Com., F.C S.

Company Secretaries

Result of Postal Ballot & E-Voting

OS

Voting Result jn accordance w jth Regulation 44 C3l of Securities of Exchange Board of India (Listing Obljgatjon and Disclosure Requi rements) Regulations. 1Q.ll

Item No.2: Appointment of Mr. Suresh Badami (DIN:08224871l as the Whole Time Director of the Company (designated as Executive Director)

Resolution required :(Ordinary/ Special) Ordinary

Whether Prom oter / Prom oter Group are i nterested i n No the agenda/ resolution?

Catego ry Mo de of No. of s hares No . of votes 0/o of No . of Vot es No. of 0/o of % of Voting he ld (1) polled (2) Votes - In favour Votes - Votes i n Votes

Polled ( 4 ) against favour agains on (5) o n votes t o n

o utstan polled votes ding (6)=[(4 po lled

s hares )/(2)]* ( 7 ) =[ ( ( 3 ) =[ ( 2 100 5)/(2) )/(1 )]* ]* 100

100 Promote E-Voting 1628140340 1628140340 100.0000 1628140340 0 100.0000 0.0000 rand

Poll 0 0 .0000 0 0 0.0000 0.0000 Prom ote r Group Postal 0 0.0000 0 0 0.0000 0.0000


Public- E-Voting 214078672 136321556 63.6783 133569950 2751606 97.9815 2.0185 Instituti

Poll 0 0.0000 0 0 0.0000 0.0000 ons Postal 0 0.0000 0 0 0.0000 0.0000 Ballot (if applicable) Total 214078672 136321556 63.6783 133569950 2751606 97.9815 2.0185

Pub lic- E-Voting 174002685 3525829 2.0263 3486854 38975 98.8946 1.1054 Non

Poll 0 0.0000 0 0 0.0000 0.0000 Institut i o ns Postal 61307 0.0352 59705 1602 97.3869 2.6131


Total 2016221697 1768049032 87.6912 176525684 9 2792183 99.8421 0 .1 579

Percentage of votes cast in favour 99.8421 °/o Percentage of votes cast against: 0 .15790/o

Page 7 of 12

703, Navj1van Commerc1al Premises Co-op Soc Ltd , Lam1ngton Road, Mumbai - 400 008 Tel. . +91-22-2301 2626 • Telefax.: 91-22-2309 1275 • Mob · +91-84528 65509, 99874 45899 E-mail · [email protected] I [email protected] • Webs1te : www.ssrgroup1ndia.in

S . S. Rauthan & Associates OS CS Surjan Singh Rauthan

B.Com .. FC.S

RESULTS:-

Company Secretaries

As the number of votes cast in favour of the said Resolution i.e. 99.8421% is more than the number of votes cast against i. e. 0.1579%, I report that the Ordinary Resolution as set out in the Notice of Postal Ballot dated November 22, 2018, has been passed by the shareholders with requisite majority. The Resolution is deemed to be passed as on the last date specified for receipt of duly completed Postal Ballot form or e-voting i. e. Tuesday, January 1, 2019.

Item No.3 Soecial Resolution

Change of name of the Company f rom " HDFC Standard Life Insurance Com pany Limited" to "HDFC Life I nsurance Company Limited" and conseauential alterat ion to Memorandum of Association and Articles of Association of t he Comoany

Tota l No. of Shareho lders

Tota l No . of Shar es as appeari ng in the Regi ste r of Members I Stat em ent of Beneficia l owner sh ip as on the close of business hours on Fr iday, Nov ember 23 20 18

No. of Sl.

Particula rs Ballot No. of Shares No.

Forms

Physical Mode

A Total Postal Ballot Forms received 213 61747 B Less: Less Voted 0 320 c Less: Invalid Postal Ballot forms 0 0 D Less: Abstain 0 0

-t--E

F

G

H

I

J

Net Valid Postal Ballot in physical (A-B-C-D) Elect r onic Mode

Total Postal Ballot Forms received

Less: Less Voted

Less: Invalid Postal Ballot forms

Less: Abstain

-Net Vahd Postal Ballot m Electronic {F G H-I)

-

213 61427

'

I 789 1772755408

o, 5

ol 0

51 3559491

,I 784 1772399454

3,89,522

2,016,221,697

O!o of total 0/o of paid up total eq uity votes capital po lled

0.0031 100 .0000 0.0000 0.5182 0.0000 0.0000 0 .0000 0.000 0 .0030 99.4818

87.9246 100.0000

0 .0000 0.0000

0 .0000 0 .0000

0.0177 0.0201

87.9070 99.9799

K Tot a l Net Valid Postal Ballot in physical an d e lectron ic mode ( E+J)

* 997 1772460881 87.9100100.0000

L Postal Ballot Forms in Assent (For) to Ordinary Resolution - Physical

209

Page 8 of 12

61327 0.0030

703, Navjivan Commercial Premises Co-op Soc. Ltd .. Lamington Road. Mumbai - 400 008. Tel. . +91-22-2301 2626 • Telefax. : 91-22-2309 1275 • Mob · +91-84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • Webs1te : www.ssrgroupindia.in

S. S . Rauthan & Associates Company Secretaries

CS Surjan Singh Rauthan B.Com .. F.C.S

M Postal Ballot Forms in Assent (For) to Ordinary Resolution - Electronic

N Total Postal Ballot in ASSENT ( FOR) through physical and electron ic mode


p Postal Ballot Forms in Dissent (Against) to Ordinary Resolution - Electronic

Total Postal Ballot in DISSENT Q (AGAINST} through physical and

electronic mode

761 1772396620

970 1772457947

2 100

24 2834

26 2934

87.9068

87.9099

0.0000

0.0001

0.0001

OS 99.9964

99.9998

0.0000

0.0002

0 .0002

* One shareholder voted partially in favour and partially against the resolution.

Page 9 of 12

703, Navjivan Commercial Premises Co-op. Soc. Ltd., Lamington Road, Mumbai - 400 008. Tel. : +91-22-2301 2626 • Telefax.: 91 -22-2309 1275 • Mob. : +91-84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia.in


llS Surjan Singh Rauthan B.Com . FC S

Company Secretaries

Resylt of Postal Ballot & E-Voting

OS

Votina Resylt jn accordance w ith Regulation 44 (3) of Securit ies of Exchange Board of India (Listing Obligation and Disclosure Regyjrements) Regylatjons. 1!tll

Item No.3: Change of name of the Company from " HDFC Standard Lif e I nsurance Company Limited" to " HDFC Life Insur ance Company Limited" and consequent ial alteration to Memorandum of Association and Articles of Associat ion of the Company

Resolution required : ( Ordi nary / Special ) Special

Wheth er Promoter/ Promoter Group are interested in No t he age nda/resolution?

Cat egory Mode of No. of shar es No. of votes Ofo of No. of Votes No. of Ofo of Ofo of Voting held (1) polled (2) Votes -in favou r Votes - Votes i n Votes

Polled (4) against favour agains on (5) on votes t on

outstan polled votes ding (6)=[(4 polled

shar es ) /(2)]* (7)=[( (3)=[(2 100 5)/(2) } /(1)]* ]*100

100 Prom ote E-Voting 1628140340 1628140340 100 .0000 1628140340 0 100.0000 0.0000 r and

Poll 0 0 .0000 0 Pr omote 0 0 .0000 0 .0000

r Group Postal 0 0.0000 0 0 0.0000 0 .0000 Ballot (if applicable) Total 1628140340 1628140340 100.0000 1628140340 0 100.0000 0 .0000

Publ ic- E-Voting 214078672 140720031 65.7329 140720031 0 100.0000 0 .0000 I nsti t uti

Poll o ns 0 0 .0000 0 0 0.0000 0 .0000

Postal 0 0.0000 0 0 0 .0000 0.0000 Ballot (if applicable) Total 214078672 140720031 65.7329 140720031 0 100.0000 0 .0000

Public- E-Voting 174002685 3539083 2.0339 3536249 2834 99.9199 0 .0801 Non I nstituti Poll 0 0.0000 0 0 0.0000 0 .0000

o ns Postal 61427 0 .0353 61327 100 99.8372 0.1628 Ballot ( if applicable) Total 174002685 3600510 0 .0207 3597576 2934 99.9185 0 .0815

Total 2016221697 1772460881 87.9100 17724 5794 7 2934 99.9998 0 .0002

Page 10 of 12

703, Navjivan Commercial Premises Co-op. Soc. Ltd., Lamington Road, Mumbai - 40o 008. Tel. : +91-22-2301 2626 • Telefax.: 91-22-2309 1275 • Mob. : +91 -84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia.in


OS Surjan Singh Rauthan B.Com .. F.C.S.

RESULTS:-

Company Secretaries OS

As the number of votes cast in favour of the said Resolution i.e. 99 .9998% is more than the number of votes cast against i.e. 0 .0002%, I report that the Special Resolution as set out in the Notice of Postal Ballot dated November 22, 2018, has been passed by the shareholders with requisite majority. The Resolution is deemed to be passed as on the last date specified for receipt of duly completed Posta l Ba llot form or e-voting i.e. Tuesday, January 1, 2019.

I further report that as per the Postal Ballot Notice dated November 22, 2018 and as per resolution passed at the Board Meeting held on October 23, 2018, the Chairman or any person authorised by him, will declare and confirm the above results of voting by postal ballot and e-voting in respect of the resolutions referred herein. The results of Postal Ba llot together with the Scrutinizer's Report would be displayed on Company's website www.hdfclife.com and on the website of Karvy on Thursday, the January 3, 2019 and shall also be communicated to the Stock Exchanges.

I further report that the Company has complied with the requirements of Rule 22 of the Companies (Management and Admin istration) Rules, 2014. I further report that as per the said Rules, the records maintained by me including the data as obtained from Karvy, for the E-Voting facility extended by them as also a Register recording the consent or otherwise received from the shareholders, voting through postal ballot, which includes all the particulars of the shareholders such as the name, folio number/ DP ID/ Client ID, number of shares held, number of shares voted and number of shares assented, number of shares dissented, number of shares rejected, ballot papers and other related papers are in my safe custody which will be handed over to the Company Secretary of the Company after the Chairman approves and signs the minutes of the meeting.

Page 11 of 12

703, Navjivan Commercial Premises Co-op. Soc. Ltd ., Lamington Road, Mumbai - 400 008. Tel. : +91 -22-2301 2626 • Telefax.: 91 -22-23091275 • Mob.: +91 -84528 65509, 99874 ·45899 E-mail : [email protected] I [email protected] • Website : www.ssrgroupindia.in

S. S. Rauthan & Associates HS CS Surjan Singh Rauthan

B.Com .. FC.S

Company Secretaries

I thank you for the opportunity given to act as a Scrutinizer for the above Postal Ballot & E-Voting .

Thanking you, Yours faithfully,

/ . Surjan Singh Rauthan:

Proprietor ·. M.N. FCS:4807 COP No. :3233 Place: Mumbai Date: January 3, 2019

Page 12 ofl2

Countersigned

Na elidra Gangan EVP, Company Secretary & Head - Compliance & Legal

ACS 11770

703, Navjivan Commercial Premises Co-op. Soc Ltd , Lam~ngton Road, Mumbai - 400 008. Tel. : +91-22-2301 2626 • Telefax.: 91-22-2309 1275 • Mob.: +91-84528 65509, 99874 45899 E-mail : [email protected] I [email protected] • WebSite : www.ssrgroup1ndia.in

hdfc life · company name hdfc standard life insurance company limited date of the agm i egm i...

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