chapter 4 data analysis and...

CHAPTER 4

DATA ANALYSIS

AND

INTERPRETATION

CHAPTER 4

DATA ANALYSIS AND INTERPRETATION

Board of Directors

The composition of the Board of Directors of all banks is governed by the Companies

Act, 1956, the Banking Regulation Act, 1949 and the Clause 49 of the Listing

Agreement. The Bank’s Board comprises a combination of executive and non-

executive Directors. Its mix provides a combination of professionalism, knowledge

and experience required in the banking business. The Board is responsible for the

management of the Bank’s business. The functions, responsibilities, role and

accountability of the Board are well defined. In addition to monitoring corporate

performance, the Board also carries out functions such as taking care of all statutory

agenda, approving the Business Plan, reviewing and approving the annual budgets

and borrowing limits, and fixing exposure limits. It ensures that the Bank keeps

shareholders informed about plans, strategies and performance. The detailed reports

of the Bank’s performance are periodically placed before the Board.

The Board of Directors functions with the following main objectives:

i. To provide approvals for loans above certain stipulated limits, discuss strategic

issues in relation to credit policy and deliberate on the quality of the credit portfolio.

ii. To monitor the exposures (both credit and investment) of the Bank.

iii. To sanction expenditures above certain stipulated limits.

iv. To approve expansion of the location of the Bank’s Network of offices, branches,

extension counters, ATMs and Currency Chests.

v. To review investment strategy and approve investment related proposals above

certain limits.

vi. To approve proposals relating to the Bank’s operations covering all departments

and business segments.

vii. To ensure compliance with the statutory and regulatory framework, etc.; and

viii. To discuss issues relating to day to day affairs and problems and to take such

steps as may be deemed necessary for the smooth functioning of the Bank. All routine

matters other than the strategic matters and review of policies other than strategic

policies like Credit Policy, Investment Policy and other policies which the Committee

of Directors may consider necessary or Reserve Bank of India (RBI) may specifically

require to be reviewed by the Board.

Table No.4.1 Board of Directors

Sr.No. Name of the Bank

2009-2010 2010-2011 2011-2012

Executive

Director

Non Executive

Director

Executive

Director

Non Executive

Director

Executive

Director

Non Executive

Director

1 Axis Bank 05 07 06 08 05 06

2 Dhanlaxmi Bank 01 07 01 07 00 06

3 ICICI Bank 06 21 06 13 04 10

4 IndusInd Bank 02 07 02 06 02 07

5 Jammu and Kashmir Bank 03 11 04 11 03 10

6 Lakshmi Vilas Bank 02 13 02 10 01 09

7 South Indian Bank 01 10 01 13 01 08

8 Yes Bank 01 07 01 07 01 06

http://en.wikipedia.org/wiki/Axis_Bank

http://en.wikipedia.org/wiki/Dhanlaxmi_Bank

http://en.wikipedia.org/wiki/ICICI_Bank

http://en.wikipedia.org/wiki/IndusInd_Bank

http://en.wikipedia.org/wiki/Lakshmi_Vilas_Bank

Figure 4. 1

Details of Board of directors and the year wise composition of Executive and Non-

Executive directors in all banks was as follow:

Axis Bank

The composition of the Axis Bank's Board includes the representatives of the

Administrator of the Specified Undertaking of the Unit Trust of India (SUUTI), and the

Life Insurance Corporation of India, the Bank's promoters. The following members were

on the Board for 2009-10

Adarsh Kishore, Shikha Sharma, M. Agrawal, C. Singhal, J. R. Varma, R. H. Patil,

Rama Bijapurkar, R. B. L. Vaish, M. V. Subbiah, K. N. Prithviraj, V. R. Kaundinya B.

Mathur, Of these, all directors are independent except Dr. Adarsh Kishore, Smt. Shikha

Sharma, Shri R. B. L. Vaish, Shri K. N. Prithviraj and Shri M. M. Agrawal. Thus, the 7

Independent Directors constitute more than 1/3 of the Board's membership.

The composition of the Axis Bank’s Board for 2010-11 Adarsh Kishore, Shikha

Sharma, S. K. Chakrabarti, J. R. Varma, R. H. Patil, Rama Bijapurkar, R. B. L.

Vaish, M. V. Subbiah, K. N. Prithviraj, V. R. ,Kaundinya, S. B. Mathur, S. K.

Roongta, Prasad R. Menon, R. N. Bhattacharyya, Of these, all directors are

independent except Dr. Adarsh Kishore, Smt. Shikha Sharma, Shri S. K.

Chakrabarti, Shri R. B. L. Vaish, Shri K. N. Prithviraj and Shri R. N. Bhattacharyya.

Thus, the 8 Independent Directors constitute more than one-half of the Board’s

membership.

The composition of the Axis Bank’s Board for 2011-12 Adarsh Kishore, Shikha

Sharma, Rama Bijapurkar, K. N. Prithviraj, V. R. Kaundinya, S. B., Mathur, Prasad R.

Menon, R.N. Bhattacharyya, Samir K. Barua, A. K. Dasgupta, Som Mittal. Of these,

all directors are independent except Dr. Adarsh Kishore, Smt. Shikha Sharma, Shri

S. K. Chakrabarti, Shri R. B. L. Vaish, Shri K. N. Prithviraj and Shri R. N.

Bhattacharyya. Thus, the 8 Independent Directors constitute more than one-half of the

Board’s membership.

Dhanlaxmi Bank

Composition of the Board as on 31.03.2010 of Dhanlaxmi Bank Mr. Ghyanendra

Nath Bajpai, Mr. Amitabh Chaturvedi, Mr. Vidyadhara Rao Chalasani, Mr. K

Srikanth Reddy, Mr. Shailesh V. Haribhakti, Mr. S. Santhanakrishnan, Mr.

Ghanshyam Dass, Mr. Sateesh Kumar Andra, All directors except Mr. Amitabh

Chaturvedi, Managing Director and Chief Executive Officer, are non-executive

and independent Directors.

Composition of the Board as on 31.03.2011 Mr. Ghyanendra Nath Bajpai ,Mr.

Amitabh Chaturvedi, Mr. Vidyadhara Rao Chalasani, Mr. K. Srikanth Reddy, Mr.

Shailesh V. Haribhakti, Mr. S. Santhanakrishnan, Mr. Ghanshyam Dass, Mr. Sateesh

Kumar Andra.

All directors except Mr. Amitabh Chaturvedi, Managing Director and Chief Executive

Oficer are Non-Executive and Independent Directors.

Composition of the Board as on 31.03.2012, Mr. Ghyanendra Nath Bajpai , Mr. K.

Srikanth Reddy, Mr. Shailesh V. Haribhakti, Mr. S. Santhanakrishnan, Mr. Ghanshyam

Dass, Mr. Sateesh Kumar Andra

All directors are Non-Executive and independent.

ICICI Bank

The composition of the ICICI Bank’s Board for 2009-2010 K. V. Kamath, N.

Vaghul, Sridar Iyengar, Homi Khusrokhan , L. N. Mittal, Narendra Murkumbi,

Anupam Puri, Anup K. Pujari, M. S. Ramachandran, K. Sharma, P. M. Sinha, V. Sridar,

Marti G. Subrahmanyam, T. S. Vijayan, V. Prem Watsa, Chanda D. Kochhar, Sandeep

Bakhsh, V. Vaidyanathan, N. S. Kannan, K. Ramkumar, Sonjoy Chatterjee .

All directors except Chanda D. Kochhar, Sandeep Bakhsh, V. Vaidyanathan, N. S.

Kannan, K. Ramkumar, Sonjoy Chatterjee are Non-Executive and Independent

directors.

The composition of the ICICI Bank’s Board for 2010-2011 K. V. Kamath, Sridar

Iyengar, Homi Khusrokhan, L. N. Mittal (upto May 2, 2010), Narendra Murkumbi

(upto June 28, 2010), Anupam Puri (upto May 2, 2010), Anup K. Pujari, M. S.


Ramachandran, Tushaar Shah (w.e.f May 03, 2010), M. K. Sharma (upto January 30,

2011), V. Sridar, Marti G. Subrahmanyam (upto May 2, 2010), V. Prem Watsa,

Chanda Kochhar, N.S. Kannan, K. Ramkumar, Rajiv Sabharwal (w.e.f June 24,

2010), Sandeep Bakhshi (upto July 31, 2010), Sonjoy Chatterjee (upto April 29,

2010).

All directors except Chanda D. Kochhar, Sandeep Bakhsh, V. Vaidyanathan, N. S.

Kannan, K. Ramkumar, Sonjoy Chatterjee, Rajiv Sabharwal are Non-Executive and

Independent directors.

The composition of the ICICI Bank’s Board for 2011-12 K. V. Kamath, Sridar

Iyengar, Homi Khusrokhan, Arvind Kumar (w.e.f. July 22, 2011), Swati Piramal

(w.e.f. January 31,2012), Anup K. Pujari (upto July 22, 2011), M. S. Ramachandran,

Tushaar Shah, V. Sridar, V. Prem Watsa (upto June 27, 2011), Chanda Kochhar, N. S.

Kannan, K. Ramkumar, Rajiv Sabharwal.

All Directors except Chanda D. Kochhar, N. S. Kannan, K. Ramkumar, Rajiv

Sabharwal are Non-Executive and Independent Directors.

IndusInd Bank

Board of Directors of IndusInd bank for 2009-2010 Mr. R. Seshasayee, Mr. R.

Sundararaman, Mr. T. Anantha Narayanan, Dr. T.T. Ram Mohan, Mr. Premchand

Godha, Mr. Ajay Hinduja, Mr. S.C. Tripathi, Mr. Ashok Kini, Mr. Romesh Sobti.

All Directors are Non-Executive and Independent Directors except Mr. R. Seshasayee,

and Mr. Romesh Sobti.

Board of Directors of IndusInd bank for 2010-2011 Mr. R. Seshasayee, Mr. T.

Anantha Narayanan, Dr. T.T. Ram Mohan, Mr. Premchand Godha, Mr. Ajay Hinduja,

Mr. S.C. Tripathi, Mr. Ashok Kini, Mr. Romesh Sobti.

All Directors are Non-Executive and Independent Directors except Mr. R. Seshasayee,


Board of Directors of IndusInd bank for 2011-2012 Mr. R. Seshasayee, Mr. T.

Anantha Narayanan, Dr. T.T. Ram Mohan, Mr. Ajay Hinduja, Mr. S.C. Tripathi,

Mr. Ashok Kini, Mrs. Kanchan Chitale Mrs. Kanchan Chitale , Mr. Romesh Sobti.

All directors are Non-Executive and Independent Directors except Mr. R. Seshasayee,


Jammu and Kashmir Bank

Board of Directors of Jammu and Kashmir Bank for 2009-2010 Dr. Haseeb A.

Drabu, Mr. M. S. Verma, Mr. Sudhanshu Pandey, IAS Mr. A. K. Mehta, Mr. Abdul

Majid Mir, Mr. B. L. Dogra, Mr. G. M. Dug (upto 26-09-2009), Mr. G. P. Gupta

(upto 09-06-2009), Mr. Mohammad Ibrahim Shahdad (from 26-09-2009) Mr. Vikrant

Kuthiala (from 26-09-2009) Prof. Nisar Ali (from 26-09-2009) Mr. Abdul Majid

Matto (from 26-09-2009),Mr. R. K. Gupta (from 26-09-2009), Mr. Nihal C. Garware

(from 01-10-2009), Mr. Arnab Roy (from 05-11-2009).

All directors are Non-Executive and Independent Directors except Dr. Haseeb A.

Drabu, IAS Mr. A. K. Mehta, Mr. Abdul Majid Mir.

Board of Directors of Jammu and Kasshmir Bank for 2010-2011 Mr. Mushtaq

Ahmad (from 06.10.2010), Mr. Mushtaq Ahmad (from 22.09.2010 to 05.10.2010),

Dr. Haseeb A Drabu (upto 27.08.2010),Mr. M.S. Verma, (upto 31.07.2010), Mr.

Sudhanshu Pandey, Mr. Sudhanshu Pandey, Mr. Arnab Roy , Mr. A. K. Mehta, Mr.

Abdul Majid Mir, Mr. B. L. Dogra, Mr. Mohammad Ibrahim Shahdad, Mr. Vikrant

Kuthiala, Prof. Nisar Ali, Mr. Abdul Majid Matto Mr. R. K. Gupta,Mr. Nihal C.

Garware.


Drabu, IAS Mr. A. K. Mehta, Mr. Abdul Majid Mir, Mr. Mushtaq Ahmad.

Board of Directors of Jammu and Kasshmir Bank for 2011-2012 Mr. Mushtaq

Ahmad, Mr. Sudhanshu Pandey,Mr. Arnab Roy (up to 06-10-2011), Mr. Hari

Narayan Iyer (from 07-10-2011),Mr. A. K. Mehta (up to 31-05-2011), Mr. Abdul

Majid Mir (up to 30-06-2011), Mr. B. L. Dogra (up to 02-06-2011), Mr. M. I.

Shahdad, Prof. Nissar Ali, Mr. A. M. Matto, Mr. Vikrant Kuthiala , Mr. R. K.Gupta,

Mr. Nihal Garware.


Drabu, IAS Mr. A. K. Mehta, Mr. Abdul Majid Mir.

Lakshami Vilas Bank

Board of Directors of Lakshami Vilas Bank for 2009-2010 S. Narayan, V.S. Reddy

(Till 25.01.2010), K.S.R. Anjaneyulu, M.P. Shyam (Till 8.03.2010), K. Balaji, N.

Saiprasad, K. Ravindrakumar, Kusuma R Muniraju, D.L.N. Rao, B.K. Manjunath,

K.R. Pradeep, S.G. Prabhakharan, S. Dattathreyan (From 08.03.2010), V. Prakash,

Rajat Baldhi.

All Directors except V. Prakash, Rajat Baldhi are Non-Executive and Independent

Directors.

Board of Directors of Lakshami Vilas Bank for2010-11 S. Narayan (Till 27.01.

2011), K.S.R. Anjaneyulu (Till 02.08.2010), P.R. Somasundaram (From 02.08.2010),

K. Balaji (Till 19.07.2011), N. Saiprasad, K. Ravindrakumar, Kusuma R Muniraju,

D.L.N. Rao, B.K. Manjunath K.R. Pradeep ,S.G. Prabhakharan S. Dattathreyan,

K.S.R. Anjaneyulu V. Prakash, Rajat Baldhi.

All directors except K.S.R. Anjaneyulu V. Prakash, Rajat Baldhi are Non-Executive

and Independent Directors.

Board of Directors of Lakshami Vilas Bank for 2011-2012 P.R. Somasundaram, N.

Saiprasad, K. Ravindrakumar, Kusuma R Muniraju, D.L.N. Rao, B.K. Manjunath,

K.R. Pradeep, S.G. Prabhakharan, Dattathreyan, R.Sharan (From 30.05.2012),

A.Satish Kumar (From 30.05.2012), K.S.R. Anjaneyulu.

All directors except K.S.R. Anjaneyulu are Non-Executive and Independent Directors.

South Indian Bank

Board of Directors of South Indian Bank for 2009-2010 Sri. G. A. Shenai, Dr. V.A.

Joseph, Dr. John Joseph Sri. A. S. Narayanamoorthy, Sri. Davy K. Manavalan, Dr. C.

J. Jose, Sri. Jose Alapatt Sri. Paul Chalissery, Sri. Mathew L. Chakola, Dr. N. J.

Kurian, Sri. Mohan E. Alappat.

All directors except Dr. V.A. Joseph are Non-Executive and Independent Directors.

Board of Directors of South Indian Bank for 2010-2011 Sri Amitabha Guha, Dr. V.A.

Joseph, Sri G.A. Shenai, Sri A.S. Narayanamoorthy, Dr. C.J. Jose, Sri Davy K.

Manavalan, Sri Jose Alapatt, Sri Paul Chalissery, Sri Mathew L. Chakola, Dr. N.J.

Kurian, Sri Mohan E. Alapatt, Sri K. Thomas Jacob, Sri H. Suresh Prabhu.


Board of Directors of South Indian Bank for 2011-2012 Sri Amitabha Guha, Dr. V.

A. Joseph, Sri Jose Alapatt, Sri Paul Chalissery, Sri Mathew L. Chakola, Dr. N. J.

Kurian, Sri Mohan E. Alapatt, Sri K. Thomas Jacob, Sri H. Suresh Prabhu.


YES Bank Board of Directors of Yes Bank for 2009-2010 Mr. S. L. Kapur, Mr. Bharat Patel,

Mr. Arun K. Mago, Mr.Wouter Kolff, Ms. Radha Singh, Mr. Ajay Vohra, Mr. Rana

Kapoor, Mr. Sipko Schat.

All directors except Rana Kapoor are Non-Executive and Independent Directors.

Board of Directors of Yes Bank for 2010-2011 Mr. Bharat Patel, Mr. Arun K. Mago,

Mr. Wouter Kolff, Ms. Radha Singh, Mr. Ajay Vohra, Mr. Rana Kapoor, Mr. S. L.

Kapur, Mr. Sipko Schat (up to June 22, 2010).

All directors except Rana Kapoor are Non-Executive and Independent Directors.

Board of Directors of Yes Bank for 2011-2012 Mr. Bharat Patel, Mr. Arun Mago,

Mr. Wouter Kolff, Ms. Radha Singh, Mr. Ajay Vohra, Dr. Rana Kapoor, Mr. S. L.

Kapur.

All Directors except Rana Kapoor are Non-Executive and Independent Directors.

Table No.4.2 No. of Board Meetings held during the year

Sr.No. Name of the Bank 2009-2010 2010-2011 2011-2012

1 Axis Bank 08 10 10

2 Dhanlaxmi Bank 10 10 12

3 ICICI Bank 06 09 06

4 IndusInd Bank 08 09 07

5 Jammu and Kashmir Bank 14 14 11

6 Lakshmi Vilas Bank 16 15 11

7 South Indian Bank 09 09 12

8 Yes Bank 04 04 04






http://en.wikipedia.org/wiki/South_Indian_Bank

Figure 4. 2

Details of year wise number of meetings of board of directors of various banks as e as the following

Axis Bank

In 2009-2010, besides Annual General Meeting, 8 meetings of the Board were held.

The dates meeting are as follows:

20 April 2009, 14 May 2009, 1 June 2009, 13 July 2009, 4 August 2009, 24

September 2009, 12 October 2009 and 15 January 2010.

Smt. Rama Bijapurkar and Shri R. B. L. Vaish attended all the eight meetings. Shri

N. C. Singhal attended seven meetings. Shri M. V. Subbiah and Shri K. N. Prithviraj

attended six meetings. Smt. Shikha Sharma attended all the six meetings for which she

was eligible. Shri J. R. Varma attended five meetings. Dr. R. H. Patil attended two

meetings. Shri Ramesh Ramnathan attended two out of the four meetings for which he

was eligible. Dr. P. J. Nayak, Dr. Adarsh Kishore, Shri A. T. Pannir Selvam, Shri V. R.

Kaundinya, and Shri S. B. Mathur attended the only one meeting for which they were

eligible.

In all, 10 meetings of the Board were held during the FY year 2010-2011 on the

following dates:

20 April, 2010, 8 June, 2010, 15 July, 2010, 16 July, 2010, 17 September, 2010, 9

October, 2010, 14 October, 2010, 17 November, 2010, 12 December, 2010 and 17

January, 2011.

Dr. Adarsh Kishore, Smt. Shikha Sharma, Shri R. B. L. Vaish, Shri K. N. Prithviraj,

Shri S. B. Mathur attended all the ten meetings. Shri J. R. Varma attended eight

meetings. Shri S. K. Roongta attended all the eight meetings for which he was eligible.

Smt. Rama Bijapurkar attended seven meetings. Shri V. R. Kaundinya attended six

meetings. Dr. R. H. Patil attended five meetings. Shri S. K. Chakrabarti attended all the

five meetings for which he was eligible. Shri M. M. Agrawal attended all the four

meetings for which he was eligible. Shri M. V. Subbiah attended four meetings. Shri

Prasad R. Menon attended three meetings out of the four meetings for which he was

eligible. Shri N. C. Singhal attended one meeting for which he was eligible. Shri M. S.

Sundara Rajan could not attend any of the meetings.




In 2011-2012 , 10 meetings of the Board were held during the year on 22nd April, 2011,

17th June, 2011, 21st July, 2011, 22nd July, 2011, 5th September, 2011, 16th September,

2011, 21st October, 2011, 22nd October, 2011, 20th January, 2012 and 13th February,

2012.

Adarsh Kishore, Smt. Shikha Sharma, Smt. Rama Bijapurkar and Shri R. N.

Bhattacharyya attended all the ten meetings. Shri K. N. Prithviraj and Shri S. B. Mathur

attended nine meetings. Shri V. R. Kaundinya and Shri Prasad R. Menon attended

seven meetings. Shri S. K. Chakrabarti attended all the six meetings for which he was

eligible. Shri M. V. Subbiah attended five meetings. Shri R. B. L. Vaish attended all the

four meetings for which he was eligible. Prof. Samir K. Barua and Shri A. K. Dasgupta

attended four meetings out of six meetings for which they were eligible. Dr. R. H. Patil

(who expired on 12th April, 2012) could attend only three meetings. Shri. J. R. Varma

attended one meeting for which he was eligible. Shri S. K. Roongta and Shri Som Mittal

attended one meeting out of two meetings for which they were eligible

Dhanlaxmi Bank

During the year 2009-10, 10 Board meetings were held on the following dates:

29.04.2009, 27.05.2009, 31 .07.2009, 27.08.2009, 06.10.2009, 24.10.2009,

14.12.2009, 11.01 .2010, 23.01.2010 and 06.03.2010.


11.05.2010, 15.07.2010, 15.07.2010, 13.08.2010, 13.09.2010, 28.10.2010, 08.12.2010,

21.01.2011, 01.03.2011 and 23.03.2011.


23.04.2011, 16.05.2011, 22.06.2011, 25.07.2011, 22.09.2011, 20.10.2011, 09.12.2011,

30.12.2011, 06.02.2012, 14.02.2012, 21.02.2012 and 28.03.2012.

ICICI Bank

There were six Meetings of the Board during fiscal year 2009-2010 - on April

25, June 29, July 25 and October 30 in 2009 and January 21 and March 6-7 in

2010.



There were nine Meetings of the Board during fiscal year2010- 2011 - on

April 24, April 30, May 18, May 23, June 28, July 31 and October 29 in

2010 and January 24 and February 17-18 in 2011.

There were six Meetings of the Board during fiscal year 2011-2012 - on April 28,

July 29, September 15-16 and October 31 in 2011 and January 31 and February 9-10

in 2012.

IndusInd Bank

During the year ended on March 31, 2010, eight meetings of the Board were held, on

May 5, 2009, May 28, 2009, July 3, 2009, July 8, 2009, August 28, 2009, October 14,

2009, January 15, 2010 and March 23, 2010. Details of attendance at the Board

Meetings and the previous Annual General Meeting is maintained.

During the year ended on March 31, 2011, 9 meetings of the Board were held, on

April 16, 2010, May 10, 2010, June 28, 2010, July 9, 2010, October 11, 2010,

December 10, 2010, January 17, 2011, February 7, 2011 and March 22, 2011.

During the year ended on March 31, 2012, 7 meetings of the Board were held, on

April 18, 2011, May 23, 2011, July 8,2011, October 18, 2011, December 8, 2011,

January 10, 2012 and March 27, 2012. Details of attendance at the Board Meetings

and the previous Annual General Meeting, other Directorships, Membership and

Chairmanship of Committees pertaining to each Director is provided in annual report.


During the Financial year 2009- 10,14 Board meetings were held, in due compliance

with statutory provisions, on the following dates:

31-05-2009; 10-06-2009; 09-07-2009; 14-07-2009; 17-08-2009; 24-08-2009; 25-09-

2009; 01-10-2009; 30-10-2009; 19-11-2009; 18-12-2009; 11-01-2010; 28-01-2010

and 25-02-2010 Details of attendance is provided in annual report.

During the Financial year 2010- 11, fourteen Board Meetings were held, in due

compliance with statutory provisions, on the following dates:


15.04.2010; 15.05.2010; 15.06.2010; 31.07.2010; 27.08.2010; 30.08.2010;

22.09.2010; 06.10.2010; 25.10.2010; 29.11.2010; 03.01.2011; 29.01.2011;

28.02.2011 and 18.03.2011.

During the Financial year 2011- 12, eleven Board Meetings were held, in due

compliance with statutory provisions, on the following dates:

25-4-2011:14-05-2011:15-06-2011:10-07-2011:30-07-2011:07-09-2011:26-09-

2011:31-10-2011:12-12-2011:28-01-2012:10-03-2012.

Lakshmi Vilas Bank

During the Financial year 2009- 10, 16 Board meetings were held, in due compliance

with statutory provisions.


with statutory provisions.


with statutory provisions. Details of attendance at the Board Meetings and the

previous Annual General Meeting, other Directorships, Membership and

Chairmanship of Committees pertaining to each Director is provided in annual report.

South Indian Bank

A total of 9 Board Meetings were held during the2009-10 on the following dates:

30/04/09, 16/06/09, 15/07/09, 21/08/09, 11/10/09, 21/11/09, 14/01/10, 01/03/10 and

31/03/10.

A total of 9 Board Meetings were held during the year 2010-11 and their dates are:

30/04/10, 25/05/10, 14/07/10, 31/08/10, 21/10/10, 01/12/10, 20/01/11, 05/03/11 and

0/03/11.

A total of 12 Board Meetings were held during the year 2011-12 and their dates are:

02/05/11, 21/05/11, 30/06/11, 14/07/11, 27/09/11, 17/10/11, 28/11/11, 28/12/11,

16/01/12, 16/02/12, 17/03/12 and 29/03/12. Details of attendance provided in annual

report.


Yes Bank

Four Board Meetings were held during the Financial Year ended on March 31, 2010

on the following dates: April 22, 2009, July 21, 2009, October 21, 2009 and January

20, 2010.


on the following dates: April 27, 2010; July 21, 2010; October 20, 2010 and January

20, 2011.


on the following dates: April 20, 2011, July 21, 2011, October 20, 2011 and January

24, 2012.

The board meetings are held for minimum 6 and maximum 16 times in a year. It

complies with the mandatory requirement of the board to be held at least 4 times in a

year with a maximum time gap of 4 months between two meetings.


Table No. 4.3 Attendance Record of Directors

Sr. No. Name of the Bank Record of Attendance of Directors Provided in

Board meeting

1 Axis Bank Yes

2 Dhanlaxmi Bank Yes

3 ICICI Bank Yes

4 IndusInd Bank Yes

5 Jammu and Kashmir Bank Yes

6 Lakshmi Vilas Bank Yes

7 South Indian Bank Yes

8 Yes Bank Yes

The record of attendance of directors in Board meeting is provided in all the banks studied.







Table No.4.4 No. Of Committees Constituted by Board

Sr. No. Name of the Bank 2009-2010 2010-2011 2011-2012

1 Axis Bank 08 10 11

2 Dhanlaxmi Bank 10 11 12

3 ICICI Bank 15 15 15

4 IndusInd Bank 11 12 12

5 Jammu and Kashmir Bank 10 10 10

6 Lakshmi Vilas Bank 10 10 12

7 South Indian Bank 11 11 12

8 Yes Bank 08 08 08







Figure 4. 3

The details of the number of committees constituted by the board of directors are

given below. The number of committees varies from 3 to 13

Axis Bank

2009-2010

1. Committee of Directors

2. Audit Committee

3. Risk Management Committee

4. Shareholders/Investors Grievance Committee

5. Remuneration and Nomination Committee

6. Special Committee of the Board of Directors for Monitoring of Large

Value Frauds

7. Customer Service Committee

8. Committee of Whole-Time Directors

2010-2011


2. Audit Committee


4. Shareholders/Investors Grievance Committee

5. HR and Remuneration Committee

6. Nomination Committee

7. Special Committee of the Board of Directors for Monitoring of Large Value

Frauds


9. Committee of Whole-Time Directors

10. Special Committee of the Board for Strategic Oversight of Integration of

Businesses

2011-2012

1. Committee of directors

2. Audit Committee


4. Shareholders/investors Grievance Committee

5. H R and remuneration Committee


7. Special Committee of the board of directors for Monitoring of Large Value

frauds

8. Customer service Committee

9. Committee of Whole-Time directors

10. Acquisitions, divestments and Mergers Committee

11. IT strategy Committee

Dhanlaxmi Bank

The committees of Directors functioning in the bank during the year ended on

31.03.2010 were as under:

1. Audit Committee

2. Remuneration Committee

3. Shareholders’ Grievance Redressal Committee

4. Large Value Fraud Monitoring Committee




8. Management Committee

9. Human Resources Development Committee

10. Information Technology Committee


The Committees of Directors functioning in the Bank during the year ended on


1. Audit Committee


3. Shareholders’ Grievance Redressal Committee






9. Human Resources Development Committee



The Committees of Directors functioning in the Bank during the year ended on


1. Audit Committee


3. Shareholders’ Grievance Redressal committee






9. Human Resources Development Committee.


11. Committee of Directors (Proposals)

12. Committee of Directors (MD & CEO)

ICICI Bank

The Committees of Directors functioning in the Bank during the all three years i.e.

2009-10, 2010-11 and for 2011-12.

1. Audit Committee

2. Board Governance, Remuneration & Nomination Committee

3. Corporate Social Responsibility Committee

4. Credit Committee


6. Fraud Monitoring Committee

7. Risk Committee

8. Share Transfer & Shareholders’/Investors’ Grievance Committee

9. Committee of Executive Directors

10. Operational Risk Management Committee

11. Asset-Liability Management Committee

12. Committee for Identification of Wilful Defaulters

13. Grievance Redressal Committee for borrowers identified as Wilful

Defaulters

14. Committee of Executives,

15. Compliance Committee

IndusInd Bank

2009-2010


2. Audit Committee of the Board


4. Stakeholders Relations Committee

5. Special Committee of the Board (for monitoring large value frauds)

6. Compensation Committee



9. Finance Committee

10. Vigilance Committee




2010-2011





5. Special Committee of the Board (for monitoring large value frauds)







12. Human Resources Committee

2011-12











11. Human Resources Committee


The Committees of Directors functioning in the Bank during the all three years 2009-

2010, 2010-2011 and for 2011-2012.

1. Audit Committee


3. Integrated Risk Management Committee


5. Shareholders / Investors Grievance Committee

6. Monitoring of Large value frauds Committee



9. IT Committee

10. Legal Committee

Lakshami Vilas Bank

2009-2010

1. Audit Committee







8. Share Transfer and Investors' Grievances committee

9. Infrastructure Development committee

10. Business Strategy Advisory Committee

2010-2011

1. Audit Committee










2011-12

1. Audit Committee










11. IT Strategy Committee


South Indian Bank

2009-2010


2. Audit Committee


4. N P A Review Committee

5. Compensation & Remuneration Committee



8. Committee to Prevent and Review Frauds in the Bank

9. Premises Committee



2010-2011


2. Audit Committee










2011-2012


2. Audit Committee










12. Capital Planning & Infusion Committee

Yes Bank

The Committees of Directors functioning in the Bank during the all three years i.e.

2009-2010, 2010-2011 and for 2011-2012

1. Audit & Compliance Committee

2. Risk Monitoring Committee

3. Board Remuneration Committee

4. Nominations & Governance Committee

5. Special Purpose Committee:


7. Service Excellence Committee

8. Investor Relations Committee

Management Committee

Pursuant to the Directions of the Reserve Bank of India, the Bank has constituted a

Management Committee of the Board which is vested with full powers for sanction /

ratification of all kinds of loans and advances normally falling within the purview of

the lending policies framed by the Board from time to time and full powers for

approving compromise proposals in respect of loans and advances normally falling

within the purview of the compromise policy framed by the bank from time to time

and approval of capital and revenue expenditure, acquisition and hiring of premises,

filing suits / appeals, investments, donations and any other matter referred to /

delegated to the Committee by the Board. The powers of the Committee include approval/renewal of credit proposals,

restructuring and settlement as per the authorisation approved by the Board, approval

of detailed credit norms related to individual business groups, approvals to facilitate

introduction of new products and product variants, programme lending within each

business segment and asset or liability category, including permissible deviations.

The Committee also approves and reviews from time to time limits on exposure to

any group or individual company as well as approves underwriting assistance to

equity or equity linked issues and subscription to equity shares or equity linked

products or preference shares. The Committee also exercises powers in relation to

borrowing and treasury operations as approved by the Board, empowers officials of

the Bank or its Group Companies through execution of Power of Attorney, if required

under the Common Seal of the Bank and further exercises powers in relation to

premises and property related matters.

Table No.4.5 Details of Management Committee

Sr.

No. Name of the Bank

Directors

Attendance

Details

2009-2010 2010-2011 2011-12

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

1 Axis Bank Yes 05 12 07 12 04 11

2 Dhanlaxmi Bank Yes 04 08 03 06 03 04

3 ICICI Bank No 04 N.A. 04 N.A. 04 N.A.

4 IndusInd Bank Yes 05 15 04 17 05 19

5 Jammu and Kashmir Bank Yes 07 09 07 13 06 09

6 Lakshmi Vilas Bank Yes 11 18 08 20 07 16

7 South Indian Bank Yes 04 19 05 16 05 20

8 Yes Bank No N.A. N.A. N.A. N.A. N.A. N.A.







Figure 4. 4

Year wise Details of management committee of all banks are as under.

Axis Bank

2009-2010

Committee Members are N. C. Singhal – Chairman, R. H. Patil, M. V. Subbiah,

Shikha Sharma, M. M. Agrawal

Meetings and Attendance during the year: 12 meetings of the Committee of Directors

were held during the year on 18 April 2009, 14 May 2009, 19 June 2009, 13 July

2009, 20 August 2009, 25 September 2009, 16 October 2009, 24 November 2009, 18

December 2009, 16 January 2010, 16 February 2010, and 24 March 2010. Shri N. C.

Singhal attended all the twelve meetings. Shri M. V. Subbiah attended nine meetings.

Dr. R. H. Patil attended eight meetings. Smt. Shikha Sharma attended nine out of ten

meetings for which she was eligible. Shri M. M. Agrawal attended the two meetings

for which he was eligible. Shri Ramesh Ramanathan attended one out of the two

meetings for which he was eligible. Dr. P. J. Nayak and Shri A. T. Pannir Selvam

attended the one meeting for which they were eligible.

2010-2011

Committee Members are H. Patil – Chairman, K. N. Prithviraj, V. R. Kaundinya,

B. Mathur, Prasad R. Menon, Shikha Sharma, S. K. Chakrabarti.

Meetings and Attendance during the year:12 meetings of the Committee of Directors

were held during the year on 21 April, 2010, 17 May, 2010, 7 June, 2010, 14 July,

2010, 23 August, 2010, 20 September, 2010, 9 October, 2010, 3 November, 2010, 7

December, 2010, 12 January, 2011, 18 February, 2011 and 21 March, 2011. Smt. Shikha

Sharma attended all the twelve meetings. Shri S. B. Mathur attended all the nine

meetings for which he was eligible. Dr. R. H. Patil attended eight meetings. Shri V. R.

Kaundinya attended six meetings out of nine meetings for which he was eligible. Shri

K. N. Prithviraj and Shri M. M. Agrawal attended all the five meetings for which they

were eligible. Shri S. K. Chakrabarti attended four meetings out of six meetings for

which he was eligible. Shri Prasad R. Menon attended all the three meetings for which he

was eligible. Shri N. C. Singhal attended one meeting for which he was eligible, Shri M.

V. Subbiah attended one meeting out of seven meetings for which he was eligible and


Shri M. S. Sundara Rajan could not attend any meeting out of the four meetings for

which he was eligible.

2011-2012

Committee members were Shikha Sharma,S. B. Mathur, K. N. Prithviraj, Prasad R.

Menon.

Meetings and Attendance during the year:11 meetings of the Committee of Directors

were held during the year on 25th April, 2011, 31st May, 2011, 24th June, 2011, 27th July,

2011, 1 9th August, 2011, 1 5th September, 2011, 8th November, 2011, 1 9th December,

2011, 30th January, 2012, 27th February, 2012 and 20th March, 2012. Smt. Shikha Sharma

attended all the eleven meetings. Shri S. B. Mathur attended ten meetings. Shri K. N.

Prithviraj attended nine meetings. Dr. R. H. Patil and Shri Prasad R. Menon attended seven

meetings. Shri S. K. Chakrabarti attended all the six meetings for which he was eligible.

Shri V. R. Kaundinya attended one meeting out of two meetings for which he was

eligible.

Dhanlaxmi Bank

2009-2010

Committee members were Mr. Amitabh Chaturvedi, Mr. K. Srikanth Reddy, Mr.

S. Santhanakrishnan, Mrs. Nandini Rangaswamy, In all 8 Meetings are held

during the financial year 2009-2010 on following dates 29.04.2009, 27.05.2009,

31.07.2009, 27.08.2009, 06.10.2009, 14.12.2009, 23.01.2010 and 06.03.2010.

2010-2011

Committee members were Mr. Amitabh Chaturvedi, Mr. K. Srikanth Reddy, Mr.

S. Santhanakrishnan, , In all 6 Meetings are held during the 2010-2011 financial

year on following dates11.05.2010, 27.05.2010, 21.08.2010, 12.10.2010, 08.12.2010 and

28.02.2011, All members attended all six meetings.

2011-2012

Committee members were Mr. Amitabh Chaturvedi, Mr. K. Srikanth Reddy, Mr. S.

Santhanakrishnan. In all 4 Meetings are held during the 2011-2012 financial year

on following dates 23.04.2011, 22.09.2011, 09.12.2011 and 03.03.2012. Amitabh

Chaturvedi, attended three meetings out of four meetings for which he was eligible,

and other two members attended all four meetings.

ICICI Bank

In the financial year 2009-10 Committee of Executive Directors comprised of all four

whole time Directors and is chaired by Chanda D. Kochhar, Managing Director &

CEO. The other Members are Sandeep Bakhshi, N. S. Kannan and K. Ramkumar.

Details of number of meetings and attendance is not provided in the annual report of

the bank.


wholetime Directors and is chaired by Chanda D. Kochhar, Managing Director &

CEO. The other Members are Rajiv Sabharwal , N. S. Kannan and K. Ramkumar.


the bank.


wholetime Directors and is chaired by Chanda D. Kochhar, Managing Director &

CEO. The other Members are Rajiv Sabharwal , N. S. Kannan and K. Ramkumar.


the bank.

IndusInd Bank

In the financial year 2009-10 Committee comprised of five members viz., Mr. R.

Seshasayee (Chairman), Mr. R. Sundararaman, Mr. T. Anantha Narayanan, Dr. T.T.

Ram Mohan, Mrs. Pallavi Shroff (resigned on September 9, 2009) and Mr. Romesh

Sobti.

The Committee met for fifteen times during the financial year 2009-10, viz., on May

14, 2009 (Mr. R. Seshasayee and Mrs. Pallavi Shroff were unable to attend), June 12,

2009 (Mr. R. Seshasayee, Mrs. Pallavi Shroff and Mr. Romesh Sobti were unable to

attend); July 27, 2009 (Mr. R. Seshasayee and Mrs. Pallavi Shroff were unable to

attend), August 31, 2009 (Dr. T. T. Ram Mohan, Mrs. Pallavi Shroff and Mr.

Romesh Sobti [participated via video conference] were unable to attend), September

12, 2009 (Mr. R. Seshasayee [participated via video conference], Dr. T. T. Ram

Mohan and Mrs. Pallavi Shroff were unable to attend), September 25, 2009 (Mr. R.

Seshasayee and Mr. R. Sundararaman were unable to attend), November 4, 2009 (Mr.

Romesh Sobti [participated via video conference] was unable to attend), November 25,

2009 (Mr. R. Sundararaman, Dr. T. T. Ram Mohan and Mr. Romesh Sobti

[participated via video conference] were unable to attend), December 1, 2009 (Dr. T.

T. Ram Mohan and Mr. Romesh Sobti were unable to attend), December 15, 2009 (Mr.

R. Sundararaman, Dr. T. T. Ram Mohan and Mr. Romesh Sobti [participated via video

conference] were unable to attend), December 21, 2009 (Mr. R. Sundararaman, Dr.

T. T. Ram Mohan and Mr. Romesh Sobti were unable to attend), January 28, 2010

(Mr. Romesh Sobti was unable to attend ), February 25, 2010 (Mr. R. Seshasayee and

Mr. R. Sundararaman were unable to attend), March 17, 2010 (Dr. T. T. Ram Mohan

and Mr. Romesh Sobti [participated via video conference] were unable to attend) and

March 26, 2010 (Dr. T. T. Ram Mohan and Mr. Romesh Sobti [participated via video

conference] were unable to attend). Except as indicated within the brackets, all the

members had attended these meetings.

In the financial year 2010-11 Committee comprised of four members viz., Mr. R.

Seshasayee (Chairman), Mr. R. Sundararaman (ceased to be Director w.e.f. 30th

October 2010, on completion of eight years on the Board), Mr. T. Anantha

Narayanan, Dr. T. T. Ram Mohan and Mr. Romesh Sobti.

The Committee met for 17 times during the financial year 2010-11, viz., on May 10,

2010, June 23, 2010, July 21, 2010, August 6, 2010, August 26, 2010, September 14,

2010, September 23, 2010, October 26, 2010, November 16, 2010, November 30,

2010, December 21, 2010, January 11, 2011, January 27, 2011, February 11, 2011,

February 21, 2011, March 3, 2011 and March 22, 2011.

The attendance details of the members are as : Mr. R. Seshasayee (Chairman),

attended seven meetings, Mr. R. Sundararaman attended five meetings , Mr. T.

Anantha Narayanan attended twelve meetings, Dr. T. T. Ram Mohan and Mr.

Romesh Sobti, also attended twelve meetings during the year.

In the financial year 2011-12 Committee comprised of five members, viz., Mr. R.

Seshasayee (Chairman), Mr. T. Anantha Narayanan (ceased to be Director w.e.f.

March 18, 2012, on completion of eight years in the Board), Dr. T. T. Ram Mohan

and Mr. Romesh Sobti. Mr. R. S. Sharma has since been inducted in the Committee

on April 19, 2012.

Meetings: May 23, 2011, June 10, 2011, June 14, 2011, June 24, 2011, July 29, 2011,

August 16, 2011, September 9, 2011, September 26, 2011, October 20, 2011,

November 17, 2011, December 8, 2011, December 15, 2011, January 17, 2012,

February 6, 2012, February 29, 2012, March 22, 2012 and March 26, 2012

Mr. R. Seshasayee has attended 14 meetings, Mr. T. Anantha Narayanan has attended

14 meetings, Dr. T. T. Ram Mohan has attended 15 meetings and Mr. Romesh Sobti

attended 13 meetings but Mr. R. S. Sharma does not attended any meetings.

Jammu and Kashmir Bank In the financial year 2009-10 Committee comprised of seven members viz., Dr.

Haseeb A. Drabu (Chairman), Mr. Abdul Majid Mir, Mr. B. L. Dogra, Prof. Nisar Ali,

Mr. A. M. Matto, Mr. R. K. Gupta, Mr. Nihal C. Garware.

The Management Committee met for nine times during the year on the following

dates:

01-06-2009; 09-07-2009; 24-08-2009; 31-10-2009; 19-11-2009; 19-12-2009; 11-01-

2010; 28-01-2010; and 26-02-2010

All committee members attended all meetings for which they were eligible, except Mr.

Nihal C. Garware who attended five meetings out of six meetings for which he was

eligible.

In the financial year 2010-11 Committee comprised of seven members viz Mr.

Mushtaq Ahmad, Mr. Sudhanshu Pandey, IAS Mr. M. I. Shahdad, Mr. Vikrant

Kuthiala, Mr. A. M. Matto, Mr. R. K. Gupta, Mr. Nihal C. Garware.

The Management Committee met for thirteen times during the year on the following

dates: 16.04.2010; 16.05.2010; 16.06.2010; 31.07.2010; 31.08.2010; 22.09.2010;

26.10.2010; 29.11.2010; 30.11.2010; 03.01.2011; 29.01.2011; 28.02.2011 and 18.03.2011

Mr. Mushtaq Ahmad, Mr. Vikrant Kuthiala, Mr. R. K. Gupta attended all meetings

for which they was eligible, Mr. Sudhanshu Pandey, IAS and Mr. M. I. Shahdad

attended seven meetings out of nine, Mr. M. I. Shahdad, attended eight out of nine,

Mr. Motto attended eleven out of twelve meetings and Mr. Gerware attended twelve

out of thirteen meetings.

In the financial year 2011-12 Committee comprised of six members viz Mr. Mushtaq

Ahmad (Chairman), Mr. M. I. Shahdad, Mr. Vikrant Kuthiala, Mr. A. M. Matto, Mr.

R. K. Gupta, Mr. Nihal C. Garware.

The Management Committee met for Nine times during the year on the following

dates:

25-04-2011;15-06-2011;10-07-2011;30-07-2011;07-09-2011;31-10-2011;12-12-

2011;28-01-2012;10-03-2012.

Mr. Mushtaq Ahmad, Mr. M. I. Shahdad, Mr. R. K. Gupta, Mr. A. M. Matto, attended

all meetings for which they were eligible, Mr. Vikrant Kuthiala and Mr. Nihal C.

Garware attended eight out of nine meetings.

Lakshmi Vilas Bank

Management committee members for 2009-10 were V.S. Reddy (Till 25.01.2010),

K.S.R. Anjaneyulu, M.P. Shyam (Till 8.03.2010), N. Saiprasad, K. Ravindrakumar,

Kusuma R Muniraju, R.Mohan, B.K. Manjunath, K.R. Pradeep, S.G. Prabhakharan,

S. Dattathreyan (From 08.03.2010), Committee met for 18 times during the year.

V.S. Reddy attended 14 meetings out 18, K.S.R. Anjaneyulu attended 4 meetings out

18, M.P. Shyam attended 16 meetings out 18, N. Saiprasad and K. Ravindrakumar

attended 17 meetings out 18,Kusuma R Muniraju attended 16 meetings out 18,

R.Mohan attended 3 meetings out 18, B.K. Manjunath attended only 1 meetings out

18, K.R. Pradeep attended 16 meetings out 18, S.G. Prabhakharan attended 7

meetings out 18, S. Dattathreyan attended only 1 meeting out 18 meetings.

Management committee members for 2010-11 were K.S.R. Anjaneyulu (Till

02.08.2010), P.R. Somasundaram (From 02.08.2010) N. Saiprasad, K. Ravindrakumar,

B.K. Manjunath K.R. Pradeep ,S.G. Prabhakharan S. Dattathreyan

K.S.R. Anjaneyulu attended 5 meetings out of 20, P.R. Somasundaram attended 15

meetings out of 20, N. Saiprasad attended 2 meetings out of 20, K. Ravindrakumar

attended only 1 meeting out of 20, B.K. Manjunath K.R. Pradeep ,S.G. Prabhakharan

and S. Dattathreyan are attended 2 meetings out of 20 meetings.

Management committee members for 2011-12 were P.R. Somasundaram, N.

Saiprasad, K. Ravindrakumar, Kusuma R Muniraju, K.R. Pradeep ,S.G.

Prabhakharan S. Dattathreyan.

P.R. Somasundaram, N. Saiprasad, K. Ravindrakumar, K.R. Pradeep, S.

Dattathreyan attended all 16 meetings and Kusuma R Muniraju and S.G.

Prabhakharan attended 12 meetings out of 16 during the year.

South Indian Bank

The members of the Committee as on March 31, 2010 were Sri. G. A. Shenai -

Chairman, Dr. V. A. Joseph, Sri. A. S. Narayanamoorthy and Sri. Paul Chalissery.

A total of 19 meetings were held during the year. Sri. G. A. Shenai and Dr. V. A.

Joseph attended all 19 meetings and Sri. A. S. Narayanamoorthy attended 16 meetings

and Sri. Paul Chalissery attended 18 meetings out 19.

The members of the Committee as on March 31, 2011 were Sri Amitabha Guha,

Chairman, Dr. V. A. Joseph, Sri H. Suresh Prabhu, Sri K. Thomas Jacob and Sri Paul

Chalissery.

A total of 16 meetings were held during the year, All committee members attended all

meetings for which they were eligible.

The members of the Committee as on March 31, 2012 were Sri Amitabha Guha,

Chairman, Dr. V. A. Joseph, Sri Paul Chalissery, Sri K. Thomas Jacob and Sri H.

Suresh Prabhu.

A total of 20 meetings were held during the year. All committee members attended all

meetings for which they were eligible, except Thomas Jacob who attended 19

meetings out of 20 meetings during the year.

Yes Bank

Yes Bank in all three years not formed a management committee so other details are

not available.

The management committee is setup in the above banks as per clause 13 of the

nationalized bank scheme 1980 and exercises all the powers vested in the board with

respect to financial sanctions, compromises / write off proposals, filing of suits /

appeals.

The Audit Committee

The Audit Committee provides direction to the audit function and monitors the

quality of internal and statutory audit. The responsibilities of the Audit Committee

include overseeing the financial reporting process to ensure fairness, sufficiency

and credibility of financial statements, recommendation of appointment and

removal of central and branch statutory auditors and chief internal auditor and

fixation of their remuneration, approval of payment to statutory auditors for other

permitted services rendered by them, review of functioning of Whistle Blower

Policy, review of the quarterly and annual financial statements before submission

to the Board, review of the adequacy of internal control systems and the internal

audit function, review of compliance with inspection and audit reports and reports

of statutory auditors, review of the findings of internal investigations, review of

statement of significant related party transactions, review of management

letters/letters on internal control weaknesses issued by statutory auditors, reviewing

with the management, the statement of uses/application of funds raised through an

issue (public issue, rights issue, preferential issue, etc.), the statement of funds

utilised for the purposes other than those stated in the offer

document/prospectus/notice and the report submitted by the monitoring agency,

monitoring the utilisation of proceeds of a public or rights issue and making

appropriate recommendations to the Board to take steps in this matter, discussion

on the scope of audit with external auditors and examination of reasons for

substantial defaults, if any, in payment to stakeholders. The Audit Committee is also

empowered to appoint/oversee the work of any registered public accounting firm,

establish procedures for receipt and treatment of complaints received regarding

accounting and auditing matters and engage independent counsel as also provide

for appropriate funding for compensation to be paid to any firm/advisors. In

addition, the Audit Committee also exercises oversight on the regulatory

compliance function of the Bank. The Audit Committee is also empowered to

approve the appointment of the CFO (i.e., the whole-time Finance Director or any

other person heading the finance function or discharging that function) after

assessing the qualifications, experience and background, etc. of the candidate.

Table No. 4.6 Details of Audit Committee

Sr. No. Name of the Bank

Attendance

Records of

Directors

2009-2010 2010-2011 2011-12

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

1 Axis Bank Yes 04 12 04 11 04 12


3 ICICI Bank Yes 04 08 04 07 04 07



06 09 05 10 04 14



8 Yes Bank Yes 04 06 04 06 04 06







Figure 4. 5

All the banks have the audit committee. The number of members varies from 3 to 7.

The number of meetings held varies from 6 to 12. It complies with the mandatory

requirement of the audit committee and minimum 3 meetings with the gap of six

months. The details of it as under

Axis Bank

Audit Committee members for 2009-10 were N. C. Singhal – Chairman, R. H. Patil -

Vice-Chairman, R. B. L. Vaish, M. V. Subbiah.

Meetings and Attendance during the year:

12 meetings of the Audit Committee of the Board were held during the year on 18

April 2009, 11 May 2009, 19 June 2009, 13 July 2009, 20 August 2009, 25 September

2009, 12 October 2009, 16 November 2009, 14 December 2009, 15 January 2010, 15

February 2010 and 24 March 2010. Shri N. C. Singhal attended all the 12 meetings.

Shri R. B. L. Vaish attended eleven meetings. Dr. R. H. Patil attended seven meetings.

Shri M. V. Subbiah attended five out of the ten meetings for which he was eligible

and Shri Ramesh Ramanathan attended one out of the two meetings for which he was

eligible.

Audit Committee members for 2010-11 were S. B. Mathur - Chairman ,R. H. Patil, R.

B. L. Vaish, S. K. Roongta.


11 meetings of the Audit Committee were held during the year on 20 April, 2010, 23

June, 2010, 14 July, 2010, 10 August, 2010, 17 September, 2010, 14 October, 2010,

19 November, 2010, 17 December, 2010, 17 January, 2011, 28 February, 2011 and 22

March, 2011. Shri R. B. L. Vaish attended all the eleven meetings. Shri S. B. Mathur

attended nine meetings out of ten meetings for which he was eligible. Shri S. K.

Roongta attended all the six meetings for which he was eligible. Dr. R. H. Patil

attended four meetings. Shri M. V. Subbiah attended three meetings out of five

meetings for which he was eligible. Shri N. C. Singhal attended one meeting for

which he was eligible. Shri M. S. Sundara Rajan could not attend any meeting out of

four meetings for which he was eligible.

Audit Committee members for 2011-12 were S. B. Mathur - Chairman ,V. R.

Kaundinya, K. N. Prithviraj, Samir K. Barua .


12 meetings of the Audit Committee were held during the year on 21st April, 2011,

31st May, 2011, 24th June, 2011,21st July, 2011, 6th September, 2011, 10th October,

2011, 22nd October, 2011, 1st December, 2011, 19th December,2011, 19th January,

2012, 13th February, 2012 and 19th March, 2012. Shri S. B. Mathur attended all the

twelve meetings. Shri V. R. Kaundinya attended six meetings out of ten meetings for

which he was eligible. Shri K. N. Prithviraj attended all the five meetings for which

he was eligible. Shri R. B. L. Vaish attended all the four meetings for which he was

eligible. Prof. Samir K. Barua attended four meetings out of five meetings for which

he was eligible. Dr. R. H. Patil and Shri S. K. Roongta attended one meeting out of

two meetings for which they were eligible.

Dhanlaxmi Bank

On 31/03/20010 the Board of the Bank had constituted a five-member Audit

Committee. All five members of the committee were Non-Executive Directors, with

Mr. S Santhanakrishnan as its Chairman and Mr. Vidyadhara Rao Chalasani, Mr. K.

Srikanth Reddy, Mr. Shailesh V. Haribhakti and Mr. Sateesh Kumar Andra as other

members

They met for eight times during the year on 29.04.2009, 20.07.2009, 31.07.2009,

06.10.2009, 24.10.2009, 28.12.2009, 23.01.2010 & 05.03.2010

Mr. S Santhanakrishnan , Mr. Vidyadhara Rao Chalasani, Mr. Sateesh Kumar Andra

attended all meetings for which they were eligible and Mr. K. Srikanth Reddy

attended four meetings, Mr. Shailesh V. Haribhakti attended seven out of eight for

which he is eligible

On 31/03/20011 the Board of the Bank had constituted a five-member Audit

Committee. All the five members of the Committee were Non-Executive Independent

Directors, with Mr. S. Santhanakrishnan as its Chairman and Mr. Vidyadhara Rao

Chalasani, Mr. K. Srikanth Reddy, Mr. Shailesh V. Haribhakti and Mr. Sateesh

Kumar Andra as the other members.

They met for ten times during the year on 11.05.2010, 27.05.2010, 05.08.2010,

13.08.2010, 21.08.2010,12.10.2010, 28.10.2010, 08.12.2010, 21.01.2011 and

28.02.2011.

Mr. K. Srikanth Reddy attended all ten meetings, Mr. S. Santhanakrishnan attended

eight out of ten meetings, Mr. Vidyadhara Rao Chalasani, attended five out of ten

meetings, Mr. Shailesh V. Haribhakti attended nine out of ten meetings, and Mr.

Sateesh Kumar Andra attended six out of ten meetings.

On 31/03/20012 the Board of the Bank had constituted a four-member Audit

Committee. All the four members of the Committee were non-executive Directors,

with Mr. S. Santhanakrishnan as its Chairman and Mr. K Srikanth, Reddy, Mr.

Shailesh V. Haribhakti and Mr. Ghanshyam Dass as the other members.

They met for eight times during the year on 23.04.2011, 16.06.2011, 25.07.2011,

22.09.2011, 20.10.2011, 09.12.2011, 14.02.2012 and 28.03.2012.

All committee members attended all meetings for which they were eligible, except Mr.

Shailesh V. Haribhakti attended seven out of eight meetings.

ICICI Bank

In the year 2009-10 the Audit Committee comprised of four independent Directors

and was chaired by Sridar Iyengar. M. K. Sharma, Narendra Murkumbi, and V. Sridar

were as the members.

There were eight Meetings of the Committee during the year. Sridar Iyengar attended

six out of eight meetings. M. K. Sharma attended all eight meetings, Narendra

Murkumbi attended six out of eight meetings., V. Sridar did not attend any meeting

during the year.

In the year 2010-11 the Audit Committee comprised of four independent

Directors and is chaired by Sridar Iyengar, M.K. Sharma, Homi Khusrokhan,

V. Sridar were as the members.

There were seven Meetings of the Committee during the year

Sridar Iyengar and V. Sridar attended all seven meetings, M.K. Sharma and

Homi Khusrokhan attended six meetings during the year.

In the year 2011-12 the Audit Committee comprises four independent Directors

and is chaired by Sridar Iyengar, M. S. Ramachandran, Homi Khusrokhan, V.

Sridar were as the members.

There were seven Meetings of the Committee during the year Sridar Iyengar

and V. Sridar attended all seven meetings, and Homi Khusrokhan attended

four meetings, M. S. Ramachandran attended five meetings during the year.

IndusInd Bank

In the year 2009-10 the Committee comprised of four members, viz., Mr. T. Anantha

Narayanan (Chairman), Mr. S. C. Tripathi, Mr. Ashok Kini and Mr. Premchand

Godha.

Meetings The Committee met eight times during the financial year 2009-10, viz., on

May 5, 2009, May 27, 2009 (Mr. Premchand Godha was unable to attend), July 7,

2009, August 27, 2009 (Mr. T. Anantha Narayanan was unable to attend), September

24, 2009, October 14, 2009 (Mr. Premchand Godha was unable to attend), January 15,

2010, and March 22, 2010 (Mr. Premchand Godha and Mr. Ashok Kini were unable

to attend). Except as indicated within the brackets, all the members had attended these

meetings.

The Committee comprised of four members viz., Mr. T. Anantha Narayanan

(Chairman), Mr. S. C. Tripathi, Mr. Ashok Kini and Mr. Premchand Godha.

Meetings: The Committee met 6 times during the financial year 2010-11, viz., on

April 15, 2010, May 11, 2010, July 9, 2010, October 11, 2010, January 17, 2011 and

March 22, 2011.

Mr. T. Anantha Narayanan (Chairman) attended five meetings, Mr. S. C. Tripathi, and

Mr. Ashok Kini attended all six meetings and Mr. Premchand Godha attended four

out of six meetings during the year.

The Committee comprised three members, viz., Mr. T. Anantha Narayanan

(Chairman) (ceased to be Director w.e.f. March 18, 2012, on completion of the

maximum permissible tenure of eight years in the Board), Mr. S. C. Tripathi, Mr.

Ashok Kini, Mr. Premchand Godha (resigned from the Board from August 18, 2011)

and Mrs. Kanchan Chitale. Mr. R. S. Sharma has since been inducted in the

Committee on April 19, 2012.

They met six times during the year on 18th Apr.11, 23rd May 11, 8th July 11, 17th

Oct.11 and 10th Jan.12, 16th Mar.2012.

Mr. T. Anantha Narayanan, Mr. S. C. Tripathi, Mr. Ashok Kini, attended all six

meetings, and Mr. Premchand Godha and Mrs. Kanchan Chitale attended two

meetings for which they eligible but Mr. R. S. Sharma not attended any meetings

because he is included on 19th April 2012.

Jammu and Kashmir In financial year 2009-10 the audit committee comprised of six members, viz. Mr. M.

S. Verma (Chairman), Mr. A. K. Mehta, Mr. Abdul Majid Mir, Prof. Nisar Ali Mr. A.

M. Matto, Mr. R. K. Gupta.

They met Nine times during the year in due compliance with RBI and Listing

Agreement requirements, on the following dates:

04-05-2009; 31-05-2009; 09-06-2009; 14-07-2009; 30-10-2009; 08-11-2009; 20-11-

2009; 27-01-2010; 28-01-2010.

All committee members attended all meetings for which they were eligible. In financial year 2010-11 the audit committee comprised of five members, viz. Mr. R.

K. Gupta (Chairman), Mr. Arnab Roy, Mr. A. K. Mehta, Prof. Nisar Ali, Mr. A. M.

Matto.

The Audit Committee met Ten times during the year in due compliance with RBI and

Listing Agreement requirements, on the following dates:

15.04.2010; 15.05.2010; 31.07.2010; 23.09.2010; 25.10.2010; 14.12.2010;

04.01.2011; 06.01.2011; 28.01.2011 and 28.02.2011.

Mr. R. K. Gupta, Mr. A. K. Mehta, Prof. Nisar Ali attended all meeting for which

they are eligible Mr. A. M. Matto attended seven out of ten meetings and Mr. Arnab

Roy attended three out of four meeting for which he was eligible.

In financial year 2011-12 the audit committee comprised of four members, viz. Mr. R.

K. Gupta (Chairman), Prof. Nisar Ali, Mr. A. M. Matto, and Mr. Vikrant Kuthiala.

The Audit Committee met Fourteen times during the year in due compliance with RBI

and Listing Agreement requirements, on the following dates:

25-04-2011;13-05-2011;14-05-2011;26-06-2011;30-07-2011;23-10-2011;24-10-

2011;31-10-2011;31-10-2011;15-11-2011;26-12-2011;09-01-2012;27-01-2012;10-03-

2012.

Mr. R. K. Gupta , Mr. A. M. Matto, Mr. Vikrant Kuthiala attended all meetings which

they were eligible, Prof. Nisar Ali attended nine meetings out of fourteen meetings.

Lakshmi Vilas Bank

In financial year 2009-10 the audit committee comprised of B.K. Manjunath, K.Balaji,

K.Ravindrakumar, R. Mohan, Kusuma R. Muniraju, D.L.N. Rao, K.R. Pradeep.

They met eight times during the year, B.K. Manjunath, K.Balaji, K.Ravindrakumar, R.

Mohan, D.L.N. Rao attended all meetings for which they eligible and Kusuma R.

Muniraju, K.R. Pradeep attended seven meetings out of eight meetings during the year.

In financial year 2010-11 the audit committee comprised of B.K. Manjunath,

K.Balaji, K.Ravindrakumar, Kusuma R. Muniraju, D.L.N. Rao, K.R. Pradeep.

They met eight times during the year, B.K. Manjunath, K.Ravindrakumar, Kusuma R.

Muniraju attended all meetings for which they eligible and, D.L.N. Rao, K.Balaji

attended six meetings out of seven meetings during the year, K.R. Pradeep attended five

out of seven meetings during the year.

In financial year 2011-12 the audit committee comprised of K.Balaji,

K.Ravindrakumar, Kusuma R. Muniraju, D.L.N. Rao, K.R. Pradeep.

They met ten times during the year K.Balaji, K.Ravindrakumar, attended all meetings

for which they eligible and, D.L.N. Rao, attended six meetings out of ten meetings during

the year, Kusuma R. Muniraju attended seven meetings, K.R. Pradeep and B.K.

Manjunath, attended nine out of ten meetings during the year.

South Indian Bank

The Audit Committee of the Board is chaired by Sri. A.S Narayanamoorthy, who is a

Chartered Accountant by profession. The other members of the committee were Sri.

Paul Chalissery, Sri. Davy K. Manavalan and Dr. C. J. Jose as on March 31, 2010.

Committee met eight times during the year, All committee members attended all

meetings for which they eligible.

The Audit Committee of the Board is chaired by Sri K. Thomas Jacob, who is a

Chartered Accountant. The other members of the committee are Sri Mohan E. Alapatt

and Sri H. Suresh Prabhu as on March 31, 2011.

Committee met seven times during the year, All committee members attended all

meetings for which they eligible.

The Audit Committee of the Board is chaired by Sri K. Thomas Jacob, who is a

Chartered Accountant. The other members of the committee were Sri Mohan E. Alapatt

and Sri H. Suresh Prabhu as on March 31, 2012.

Committee met seven times during the year, All committee members attended all

meetings for which they eligible. Except Mohan E. Alapatt attended six out of seven

meetings during the year.

Yes Bank

In Financial Year ended on March 31, 2010 the Audit & Compliance Committee

comprises of 4 Non - Executive Directors, all of them are Independent Directors.

The Committee is chaired by Mr. S. L. Kapur, Mr.Wouter Kolff, Mr. Arun K.

Mago, Mr. Ajay Vohra.

Six meetings were held during the Financial Year ended March 31, 2010. Mr. S. L.

Kapur and Mr. Arun K. Mago,attended all meetings and Mr.Wouter Kolff

attended four and Mr. Ajay Vohra attended three meetings during the year.

In Financial Year ended on March 31, 2011 the Audit and Compliance Committee

comprises of 4 Non-Executive Directors, majority of them are Independent Directors,

The Committee is chaired by Mr. Ajay Vohra, other members are Mr. S. L. Kapur,

Mr. Wouter Kolff, Mr. Arun K. Mago.

Six meetings were held during the Financial Year ended March 31, 2011. Mr. Ajay

Vohra, Mr. S. L. Kapur and Mr. Arun K. Mago attended all meetings but Mr. Wouter

Kolff attended only three of them.

In Financial Year ended on March 31, 2012 the Audit and Compliance Committee

comprises of 4 Non-Executive Directors, majority of them are Independent Directors,

The Committee is chaired by Mr. Ajay Vohra, other members are Mr. S. L. Kapur,

Mr. Wouter Kolff, Mr. Arun K. Mago.

Six meetings were held during the Financial Year ended March 31, 2011. Mr. S. L.

Kapur and Mr. Arun K. Mago attended all meetings but Mr. Wouter Kolff and

Mr. Ajay Vohra, attended four out of six meetings during the year.

Risk Management Committee

The Committee is empowered to review Bank’s risk management policies in relation

to various risks (credit, market, liquidity, operational and reputation risks), investment

policies and strategy and regulatory and compliance issues in relation thereto. The

Committee is also empowered to review risk return profile of the Bank, capital

adequacy based on risk profile of the Bank’s balance sheet, Basel-II implementation,

business continuity plan and disaster recovery plan, key risk indicators and significant

risk exposures and implementation of enterprise risk management.

All banks had constituted an Integrated Risk Management Committee to manage

market risk, credit risk and operational risk in an integrated and efficient manner and

the committee performed the following essential functions:

1. Identify, monitor and measure the risk profile of the Bank.

2. Develop policies and procedures, verify the models that are used for pricing

complex products and also identify new risks.

3. Develop policies that clearly spell out the quantitative prudential limits on

various segments of Bank’s operations.

4. Effectively communicate the risk strategy and policies throughout the

organization

Table No. 4.7 Details of Risk Management Committee

Sr.

No. Name of the Bank

Attendance

Records of

Directors

2009-2010 2010-2011 2011-12

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

1 Axis Bank Yes 04 04 05 04 04 04


3 ICICI Bank Yes 06 07 06 05 07 06



05 03 06 03 04 03



8 Yes Bank Yes 05 04 05 04 05 04







Figure 4. 6

Risk Management committee is found in all the banks. The year wise detail as the

following.

Axis Bank

In financial year 2009-10 Risk Management Committee comprised of Adarsh

Kishore – Chairman, J. R. Varma, Shikha Sharma, M. M. Agrawal.


Four meetings of the Risk Management Committee were held during the year on 19

June 2009, 13 July 2009, 12 October 2009 and 15 January 2010. Shri J. R. Varma

attended all the four meetings. Smt. Shikha Sharma attended all the three meetings for

which she was eligible and Shri Ramesh Ramanathan attended the two meetings for

which he was eligible.

In financial year 2010-11 Risk Management Committee comprised of Adarsh

Kishore – Chairman, J. R. Varma, R. B. L. Vaish, Shikha Sharma , S. K. Chakrabarti.


Four meetings of the Risk Management Committee were held during the year on 20

April, 2010, 15 July, 2010, 9 October, 2010 and 17 January, 2011. Dr. Adarsh

Kishore and Smt. Shikha Sharma attended all the four meetings. Shri J. R. Varma

attended three meetings. Shri M. M. Agrawal attended two meetings for which he was

eligible. Shri S. K. Chakrabarti and Shri R. B. L. Vaish attended one meeting for

which they were eligible.

In financial year 2011-12 Risk Management Committee comprised of Adarsh Kishore

– Chairman, Shikha Sharma, K. N. Prithviraj, Samir K. Barua.


Four meetings of the Risk Management Committee were held during the year on 22nd

April, 2011, 21st July, 2011,5th December, 2011 and 13th February, 2012. Dr. Adarsh

Kishore and Smt. Shikha Sharma attended all the four meetings. Shri K. N. Prithviraj

attended all the three meetings for which he was eligible. Shri S. K. Chakrabarti and

Prof. Samir K. Barua attended two meetings for which they were eligible. Shri J. R.

Varma and Shri R. B. L. Vaish attended only one meeting for which they were

eligible.

Dhanlaxmi Bank In financial year 2009-10 Risk Management Committee comprised of Mr. G N

Bajpai, Mr. Amitabh Chaturvedi,Mr. V R Chalasani, Mr. Shailesh V Haribhakti,

Mr. S Santhanakrishnan, Mr. Ghanshyam Dass, Mrs. Nandini Rangaswamy.

Committee met four times and Mr. G N Bajpai, Mr. Amitabh Chaturvedi,

Mr. Shailesh V Haribhakti, Mr. S Santhanakrishnan, Mr. Ghanshyam Dass,

attended all meetings for which they eligible but V R Chalasani, and Mrs. Nandini

Rangaswamy does not attended any meeting during the year.

In financial year 2010-11 Risk Management Committee comprised of

Mr. Ghyanendra Nath Bajpai,Mr. Amitabh Chaturvedi, Mr. Vidyadhara Rao

Chalasani, Mr. Shailesh V. Haribhakti, Mr. S. Santhanakrishnan,Mr. Ghanshyam

Dass.

Committee met three times and Mr. Amitabh Chaturvedi, Mr. Shailesh V

Haribhakti, Mr. S Santhanakrishnan, Mr. Ghanshyam Dass, attended all meetings

for which they eligible, Mr. G N Bajpai, , Mr. Vidyadhara Rao Chalasani,Mr.

Shailesh V. Haribhakti attended two meeting during the year.

In financial year 2011-12 Risk Management Committee comprise of Mr. Ghyanendra

Nath Bajpai,Mr. Amitabh Chaturvedi, Mr. Vidyadhara Rao Chalasani,Mr. Shailesh V.

Haribhakti, Mr. S. Santhanakrishnan,Mr. Ghanshyam Dass.

Committee met three times and Mr. S Santhanakrishnan and Mr. Amitabh

Chaturvedi attended all meetings, Mr. Ghyanendra Nath Bajpai, Mr. Shailesh V.

Haribhakti, Mr. Ghanshyam Dass attended two out of three meetings, Mr. Vidyadhara

Rao Chalasani attended one meeting during the year.

ICICI Bank

On the 31.03.2010 Risk Committee comprised of N. Vaghul, Chairman (upto

April 30, 2009), K. V. Kamath, Chairman (w.e.f. May 1,2009), Sridar Iyengar,

Marti G. Subrahmanyam V. Prem Watsa, Anup K. Pujari (w.e.f. July 25,

2009),Chanda D. Kochhar (w.e.f. May 1, 2009).

There were seven meetings of the Committee during the year. K. V. Kamath

attended all meetings, Sridar Iyengar, Chanda D. Kochhar attended six

meetings and Marti G. Subrahmanyam attended five meetings, Anup K.

Pujari attended two meetings and N. Vaghul, V. Prem Watsa attended only

one meeting during the year.

On the31.3.2011 Risk Committee comprised of K. V. Kamath, Chairman ,

Sridar Iyengar, Marti G. Subrahmanyam V. Prem Watsa, Anup K.

Pujari,Chanda D. Kochhar, V. Sridar.

There were six meetings of the Committee during the year. K. V. Kamath

Chanda D. Kochhar, Sridar Iyengar attended five meetings, V. Sridar attended

four meetings and Anup K. Pujari attended two meetings and V. Prem Watsa

Marti G. Subrahmanyam attended only one meeting during the year.

In the financial year 2011-12 Risk Committee comprised of K. V. Kamath,

Chairman , Sridar Iyengar, Marti G. Subrahmanyam V. Prem Watsa, Anup K.

Pujari,Chanda D. Kochhar, V. Sridar.

There were six meetings of the Committee during the year. K. V. Kamath, V.

Sridar attended all meetings, Chanda D. Kochhar, Sridar Iyengar attended five

meetings Anup K. Pujari, V. Prem Watsa and Arvid Kumar does not

attended any meeting during the year.

IndusInd Bank

In financial year 2009-10 the Committee comprised of four members, viz., Mr. R.

Sundararaman, Mr. T. Anantha Narayanan, Dr. T.T. Ram Mohan, and Mr. Romesh

Sobti. A Non-executive Director is elected Chairman by the members present at the

meeting.

Meetings The Committee met twice during the financial year, viz., on September 25,

2009 (Mr. R. Sundararaman was unable to attend) and February 25, 2010 (Mr. R.

Sundararaman was unable to attend). Except as indicated within the brackets, all the

members had attended these meetings.

In financial year 2010-11 the Committee comprised of three members, viz., Mr. R.

Sundararaman (ceased to be Director w.e.f. 30th October 2010, on completion of

eight years on the Board), Mr. T. Anantha Narayanan, Dr. T. T. Ram Mohan, and

Mr. Romesh Sobti. A Non-executive Director is elected Chairman by the members

present at the meeting.

Meetings: The Committee met twice during the financial year, viz., on September 29,

2010 and January 11, 2011. Dr. T. T. Ram Mohan attended all two meetings and other

all members attended one meeting during the year.

In financial year 2011-2 the Committee comprised of four members, viz., Mr. T.

Anantha Narayanan, Dr. T. T. Ram Mohan, Ajay Hinduja and Mr. Romesh Sobti. A

Non-executive Director is elected Chairman by the members present at the meeting.

All committee members attended all meetings except Ajay Hinduja who

attended two meetings in the year.


In financial year 2009-10 the Committee comprises five members, viz. Dr. Haseeb A.

Drabu (Chairman), Mr. M. S. Verma, Mr. Abdul Majid Mir, Prof. Nisar Ali, Mr. R.

K. Gupta.

The Integrated Risk Management Committee met three times during the year on the

following dates: 25-08-2009; 19-11-2009; and 25-02-2010.

All committee members attended all meetings for which they are eligible but Mr. M.

S. Verma attended only one meeting during the year.

In financial year 2010-11 the Committee comprised of six members, viz. Mr. Mushtaq

Ahmad (Chairman), Mr. Arnab Roy, Mr. Abdul Majid Mir, Prof. Nisar Ali, Mr. R. K.

Gupta, Mr. B. L. Dogra.

Th e Integrated Risk Management Committee met Three times during the year on the

following dates.15.06.2010; 26.10.2010; and 17.03.2011.

All committee members attended all meetings for which they were eligible.

In financial year 2011-12 the Committee comprised of four members, viz. Mr.

Mushtaq Ahmad (Chairman), Prof. Nisar Ali, Mr. R. K. Gupta, Mr. A. M. Matto,

The Integrated Risk Management Committee met Three times during the year on the

following dates 26-06-2011; 01-11-2011 and 10-03-2012.

All committee members attended all meetings for which they were eligible but Mr. A.

M. Matto attended two meetings during the year.

Lakshami Vilas Bank

In financial year 2009-10 the Committee comprised of ten members, viz.V.S. Reddy,

K.S.R. Anjaneyulu ,M.P. Shyam, R.Mohan, N. Saiprasad, K. Ravindrakumar, B.K.

Manjunath, K.R. Pradeep, S.G. Prabhakharan, S. Dattathreyan.

In all, four meetings were held in year. V.S. Reddy attended 3 meetings, K.S.R.

Anjaneyulu attended 1 meeting, M.P. Shyam attended 2 meetings, N. Saiprasad and

K. Ravindrakumar, B.K. Manjunath attended all four meetings, K.R. Pradeep

attended three meetings, S.G. Prabhakharan attended two meetings, , S. Dattathreyan

attended one meeting during the year.

In financial year 2010-11 the Committee comprised of eight members, viz. K.S.R.

Anjaneyulu , P.R. Somasundaram, N. Saiprasad, K. Ravindrakumar, B.K. Manjunath,

K.R. Pradeep, S.G. Prabhakharan, S. Dattathreyan.

Committee met two times in year, N. Saiprasad, , B.K. Manjunath, K.R. Pradeep,

S.G. Prabhakharan, S. Dattathreyan attended all two meetings K.S.R. Anjaneyulu ,

P.R. Somasundaram, K. Ravindrakumar attended one meeting during the year.

In financial year 2011-12 the Committee comprised of seven members, viz. P.R.

Somasundaram, N. Saiprasad, K. Ravindrakumar, B.K. Manjunath, K.R. Pradeep,

S.G. Prabhakharan, S. Dattathreyan.

Committee met for five times in a year, P.R. Somasundaram, N. Saiprasad, B.K.

Manjunath, S.G. Prabhakharan, S. Dattathreyan K.S.R. Anjaneyulu , K.

Ravindrakumar attended all five meetings, K.R. Pradeep, attended four meetings

during the year.

South Indian Bank

The members of the committee as on March 31, 2010 were Dr. N.J.Kurian -

Chairman, Dr. V. A. Joseph, Sri. Davy K. Manavalan and Sri. Mohan E. Alapatt. The

Committee used to meet at least once in a quarter. All members attended all meetings

for which they were eligible.

The members of the committee as on March 31, 2011 were Sri H. Suresh Prabhu,

Chairman, Sri Amitabha Guha and Dr. V. A. Joseph. The Committee used to meet at

least once in a quarter. All members attended all meetings for which they were

eligible.

The members of the committee as on March 31, 2012 were Sri H. Suresh Prabhu,

Chairman, Sri Amitabha Guha and Dr. V. A. Joseph. The committee used to meet at

least once in a quarter. All members attended all meetings for which they were

eligible.

Yes Bank

In Financial Year ended on March 31, 2010 the Risk Monitoring Committee

comprises of 5 members. The Committee was chaired by Mr.Wouter Kolff and other

members are Mr. Rana Kapoor, Mr. Sipko Schat, Mr. Arun K. Mago, Mr. S. L.

Kapur . 4 meetings were held during the Financial Year ended March 3 1, 2010.

Mr.Wouter Kolff , Rana Kapoor and Mr. Arun K. Mago attended all four meetings,

Mr. S. L. Kapur attended one meeting. Mr. Sipko Schat did not attend any of the

meetings but Mr. Berend Du Pon attended three meetings on behalf of him.

In Financial Year ended on March 31, 2011 the Risk Monitoring Committee

comprises of 5 members. The Committee is chaired by Mr.Wouter Kolff and other

members were Mr. Rana Kapoor, Mr. Arun K. Mago, Mr. S. L. Kapur, Mr. Sipko

Schat, Mr. Ajay Vohra.

Four meetings were held during the Financial Year ended on March 3 1, 2010

Mr. Rana Kapoor, Mr. Arun K. Mago, Mr. S. L. Kapur attended all four meetings

and Mr.Wouter Kolff , Ajay Vohra attended three meetings, Mr. Sipko Schat did

not attend any meeting but Mr. Berend Du Pon attended one meeting on behalf of

him.

In Financial Year ended March 3 1, 2012 the Risk Monitoring Committee

comprised of 5 members. The Committee is chaired by Mr.Wouter Kolff and other

members were Mr. Rana Kapoor, Mr. Arun K. Mago, Mr. S. L. Kapur, Mr. Ajay

Vohra.

Four meetings were held during the Financial Year ended on March 3 1, 2010

Mr.Wouter Kolff , Mr. Rana Kapoor, Mr. Arun K. Mago, Mr. S. L. Kapur attended

all four meetings and Ajay Vohra attended two meetings during the year.

Table No.4.8 Details of committee to Review Fraud.

Sr.No. Name of the Bank Attendance Records

of Directors

2009-2010 2010-2011 2011-12

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

1 Axis Bank Yes 04 03 05 04 03 02


3 ICICI Bank Yes 06 05 08 06 07 09


5 Jammu and Kashmir Bank Yes 04 03 04 03 05 03



8 Yes Bank Yes 03 01 03 01 03 02








Figure 4. 7

The committee to review fraud is a special committee to review cases of fraud of 1 Core and above in the Banks. Details of members and

meetings held are provided above.

Table No.4.9 Details of Shareholder/Investor Grievance Committee

Sr.No. Name of the Bank 2009-2010 2010-2011 2011-12

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

No. of

Members

Meeting

Held

1 Axis Bank 03 04 03 04 03 04

2 Dhanlaxmi Bank 06 06 05 05 05 03

3 ICICI Bank 04 04 05 05 03 04

4 IndusInd Bank 02 02 02 02 02 02

5 Jammu and Kashmir Bank 03 03 03 03 03 03

6 Lakshmi Vilas Bank 06 04 05 05 05 04

7 South Indian Bank 04 04 04 04 04 04

8 Yes Bank 02 02 02 02 02 02







Figure 4. 8

In accordance with clause 49 of listing Agreement, the share holder/investor grievance committee is setup the details of number of

members and meetings held are provided above.

Table No.4.10 Details of Investors Help Desk

Sr.No. Name of the Bank Investor Help Desk

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes


6 Lakshami Vilas Bank Yes


8 Yes Bank Yes

In accordance with clause 49 of listing Agreement, the investor help desk is setup.






Table No.4.11 Details of Complaints Recorded / Resolved

Sr.No. Name of the Bank No. of Complains Recorded / Resolved

1 Axis Bank Details given, resolved

2 Dhanlaxmi Bank Details given, resolved

3 ICICI Bank Details given, resolved

4 IndusInd Bank Details given, resolved

5 Jammu and Kashmir Bank Details given, resolved

6 Lakshami Vilas Bank Details given, resolved

7 South Indian Bank Details given, resolved

8 Yes Bank Details given, resolved

It is observed that all the complaints received were resolved by the banks

under study.






Table No.4.12 Details of Remuneration Committee

Sr.No. Name of the Bank Remuneration Committee

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes



7 South Indian Bank No

8 Yes Bank No

The above banks are governed by Banking Regulation Act 1949, the Banking

Companies (Acquisition and Transfer of Undertaking) Act 1970. The board had set up

the remuneration committee to determine the remuneration payable to Executive

Directors as it is fixed by the Central Government and Non Executive Directors are

not paid any remuneration except the sitting fees for the meeting of board /

committees.

Out of eight banks two banks (SIB, YES Bank) did not formed remuneration

committee.







Table No.4.13

Details of Medium of Disclosure, Communication with Shareholders

Sr. No. Name of the Bank Medium of Disclosure, Communication with

Shareholders

1 Axis Bank Annual reports, Newspapers and websites, by

e-mail and by post to shareholders

2 Dhanlaxmi Bank National and vernacular Newspaper

and website

3 ICICI Bank National newspaper and website

4 IndusInd Bank Newspaper and website

5 Jammu and Kashmir Bank Newspapers in national and local languages

and website,

6 Lakshmi Vilas Bank Newspapers, website and Annual report

7 South Indian Bank National news papers, regional newspapers

and website

8 Yes Bank Newspaper and website

The banks provide information relating to it through the annual reports. The

shareholders are also intimated on the quarterly, half yearly and annual performance

through publication in national and regional newspapers / sent to them by post, email

press releases and their respective websites. It is compiling with the mandatory

requirements under clauses 49 of the listing agreement.







Table No.4.14 Details of General Body Meetings held

Sr.No. Name of the Bank No of General Body Meetings

In all three years

1 Axis Bank 01

2 Dhanlaxmi Bank 01

3 ICICI Bank 01

4 IndusInd Bank 01

5 Jammu and Kashmir Bank 01

6 Lakshmi Vilas Bank 01

7 South Indian Bank 01

8 Yes Bank 01

Every year, one general body meeting was held by each of the bank under

study.







Table No.4.15 Details of Listing on Stock Exchange

Sr. No. Name of the Bank Listing on Stock Exchange

(in Numbers)

1 Axis Bank 03

2 Dhanlaxmi Bank 03

3 ICICI Bank 03

4 IndusInd Bank 03

5 Jammu and Kashmir Bank 02

6 Lakshmi Vilas Bank 01

7 South Indian Bank 02

8 Yes Bank 02

Figure 4. 9

The various banks are listed on an average of 3 stock exchanges. The name of

stock exchange and the stock code is given in annual reports.







Table No.4.16 Disclosures of Share Market Price

Sr.No. Name of the Bank Share Market Price Disclosures

(Month wise)

1 Axis Bank Yes


23 ICICI Bank Yes

4 IndusInd Bank Yes




8 Yes Bank Yes

The monthly high and low quotations and the volume of shares traded were

disclosed in the respective annual reports of the bank. It is a mandatory disclosure.







Table No.4.17 Information Regarding Transfer Agent

Sr.No. Name of the Bank Transfer Agent and its

information

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes




8 Yes Bank Yes

To expedite the process of share transfers the board has delegated the power of

share transfer to registrars and share transfer agents. The details of the transfer agent

are provided by the banks. It complies with the requirement under clauses 49.







Table No.4.18 Distribution of Shareholding in Banks

Sr.No. Name of the Bank Distribution of Shareholding in Banks (%)

1 Axis Bank

Administrator of the Specified Undertaking of the Unit Trust of India (SUUTI)

23.53

Life Insurance Corporation

of India 9.69

The Bank of New York Mellon

8.54

HSBC Bank (Mauritius)

Limited A/c HSBC IRIS Investments (Mauritius) Limited

4.75

HSBC Bank (Mauritius) Limited A/c Cinnamon Capital Limited

4.39

2 Dhanlaxmi Bank Banks 0.16

Clearing Members 1.87

Directors 0.09

Foreign Institutional Investor 32.95

HUF 1.14

Insurance Companies 0.52

Bodies Corporate 12.52

Mutual Funds 0.07

Non Resident Indians 5.97

Resident Individuals 44.69

Trusts 0.02

3 ICICI Bank

Deutsche Bank Trust Company Americas (Depository for ADS holders)

26.85

Life Insurance Corporation of India

9.21

Europacific Growth Fund 2.36

Allamanda Investments Pte. Limited

2.07

Government of Singapore 1.66

Aberdeen Global Indian Equity Fund Mauritius Limited

1.56

Carmignac Gestion A/c Carmignac Patrimoine

1.54

Bajaj Allianz Life Insurance Company Limited

1.35

SBI Life Insurance Company Limited

1.28

New Perspective Fund Inc. 1.20

Bajaj Holdings and Investment Limited

1.06

4 IndusInd Bank Franklin Templeton Mutual Fund A/c Franklin India Bluechip Fund

1.9111

ICICI Prudential Life Insurance Company Ltd

1.6038

Deutsche Securities Limited 1.4922

Norwest Venture Partners X FII – Mauritius

1.4369

Birla Sun Life Trustee Company Private Limited A/c BirlaSun Life International Equity Fund – Plan B

1.2727

Flagship Indian Investment Company (Mauritius) Ltd

1.2701

Aasia Management and Consultancy Pvt Ltd

1.2463

IDL Speciality Chemicals Limited

1.2299

Total Foreign Shareholding 70.03

5 Jammu and Kashmir

Bank Chief Secretary Jammu and Kashmir Govt

50.17

Aberdeen Global Indian Equity Fund Mauritius limited

3.54

FID Funds (Mauritius) limited

3.14

Secretary Finance Deptt. Jammu and Kashmir Govt

3.00

ICICI Prudential Life Insurance Company Ltd.

2.59

Equinox Partners LP 1.58

Acacia Partners LP 1.46

Fidelity Investment Trust Fidelity

1.13

International Discovery Fund Kuroto Fund LP

1.06

Rising India Focus Fund Limited

1.00

6 Laxmivilas Bank -- ---

7 South Indian Bank RESIDENT INDIVIDUALS 34.45

INDIAN FINANCIAL INSTITUTIONS

3.77

FOREIGN INSTITUTIONAL INVESTORS 46.15

NON-RESIDENT INDIANS 3.06

BODIES CORPORATES 7.66

DIRECTORS & RELATIVES 0.34

MUTUAL FUNDS 1.22

TRUSTS 0.00

BANKS 2.65

CLEARING MEMBERS 0.14

HUF 0.56

8 YesBank Rana Kapoor - Promoter and Promoter Group 26.1 3

Other Institutions

Mutual Funds / UTI 4.40

Financial Institutions / Banks

0.05

Insurance Companies 6.45

Foreign Institutional Investors

46.62

Foreign Financial Institution

4.73

Other non - institutions

Bodies Corporate 1.23

Individuals

(I) Individuals holding nominal share capital upto ` 1 lakh

5.80

(ii) Individuals holding nominal share capital in excess of ` 1 lakh

3.17

Trusts 0.03

Non Resident Indians 0.54

H U F 0.16

Clearing Members 0.70

Table No.4.19 Dematerialization of Shares

Sr.No. Name of the Bank Dematerialization of Shares /

Liquidity

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes




8 Yes Bank Yes

All the shares of the banks studied are in Demat form and liquidity is

observed.







Table No.4.20 Disclosure of Shareholding in Terms of Shares

Sr.No. Name of the Bank Disclosure of Shareholding in Terms

of Shares (% and No’s)

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes




8 Yes Bank Yes

Distribution of share holding in terms of value is provided in terms of the

number of share holders and number of shares held in each category is given in the

report by all the banks studied.







Table No.4.21 Certificate of Auditors on Corporate Governance

Sr.No. Name of the Bank Certificate of Auditors on Corporate

Governance

1 Axis Bank Yes


3 ICICI Bank Yes

4 IndusInd Bank Yes




8 Yes Bank Yes

Auditor’s certificate on corporate governance is provided as a part of

mandatory requirement.







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