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Head Office: Plot No.5, Institutional Area,Sector - 32, Gurgaon-122001an. at.~.

ORIENTAL BANK OF COMMERCE(A GOVERNMENT OF INDIA UNDERTAKING)

HO/MBD/201821st December 2018

Scrip Code: ORIENTBANK Scrip Code: 500315

The Executive Director, The General Manager,

NSE Ltd.Department of Corporate Services,

Exchange Plaza, 5th Floor, Bandra Kurla BSE Ltd.,

Complex, Sandra (East)Phiroze .Jeejeebhoy Towers,

Mumbai - 400051 Mumbai - 400001

Dear Sir,

Reg. Extraordinary General Meetit'lg of the Bank held on 21st December 2018

Please find enclosed the Scrutinizer's Report along with the Results of voting in respectof the Extrao~dinary General Meeting of the Bank held on Friday, 21st December" 2018at 10:00 am at PHD Chamber of Commerce & Industry, PHD House, ~/2, SiriInstitutional Area, August Kranti Marg, New Delhi.

The above is for your information and record.

Yours faithfully, .

&'t'SecretaryEncl. As above.

~'qJlif / Telephones: 0124-4126200 4126300 Website: www.obcindia.co.i, .. em a.eo.m

__ -----,0RJEI'lITALBANJLO.LCOMME.BCE _Regulation 44(3} (Ballot + e-Voting)

Resolution No : 1Date of Extraordinary General Meeting: 21st December 2018Total No of Shareholders on Record Date: 131647

No. of shareholders present in the meeting either in person or through Proxy: 76Promoters and Promoters Group: 1

Public: 75

No. of Shareholders attended the meeting through Video Conferencing : N.A.Promoters and Promoters Group:

Public:

1. To create, grant, offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of face value of 'UO/- (RupeesTen onlv] each, ranking pari passu with the existing equity shares

of the Bank for all purpose and in all respects, including payment of dividend, under Employee Stock PurchaseScheme (hereinafter referred to as "OBC-ESPS")in one or more tranches, at

such price'or prices,~nd on such terms and conditions asmay be decided by the Board/Committee in its absolute discretion (as detailed in the Notice of the EGM)

category Mode of Voting No. of shares held (1) No. of votes polled % of Votes No. of Votes - in favour (4) No. of Votes- %ofVotes in % of Votes against on votes

(2) Polled on against (5) favour on votes polled (7)=[5/2*100]

outstanding polledshares (6)=[4/2*100]

(3)=(2/1*100]

Promoter and Promoter E-Voting 0 0.00 0 0 0.00 0.00

Group Poll 48,86,79,067 48,86,79,067 100.00 48,86,79,067 0 100.00 0.00

Postal Ballot (it applicable) 0 0.00 0 0 0.00 0.00

Total 48,86,79,067 48,86,79,067. 100.00 48,86,79,067 0 100.00 0.00

Public- Institutions E-Voting 9,24,52,494 88.22 76094365 16358129 82.31 17.69

Pol.1 10,47,95,083 0 0.00 0 0 0.0a- 0.00

Postal Ballot (if applicable) 0 0.00 0 0 0.00 0.00

Total 10,47,95,083 9,24,52,494 88.22 7,60,94,365 16358129 82.31 17.69

Public-1!.0n Institutions E-Voting 5,662 0.01 5,362 300 94.70 5.30

~~<Ii >31" Poll 3,92,93,375 6,660 0,00 5,515 1,145 82.81 17.19

M'~~,$ 0,>;> ~ Postal Billiot (if applicable) 0 0.00 0 0 0.00 0.00e '<'I.ofr.;;ft. '?":l!.

( ~ ~ ~.B.D 'fo'li.\ Total 3,92,93,375 12,322 0.03 10,877 1,445 88.27 11.73

: ~ \. Corporal. / s I GRANDTOTAL 63,27,67,525 58,11,43,883 91.84 56,47,84,309 1,63,59,574 97.18 2.82

~~~ --::' ,'_"f"~

AMIT GUPTA & ASSOCIATESPracticing Company Secretaries

B-12, Basement, Murli Bhawan, lO-A, Ashok Marg, Lucknow - 226 001Phone: 0522 - 4024033, Mobile: 9415005108

E-mail:amitguptacs@gmail.com

os

REPORT OF SCRUTINIZER

To,The Chairman Extra Ordinary General Meeting of Equity Shareholders ofMis Oriental Bank of CommercePlot No.5, Sector ~ 32, Institutional Area,Gurugrarn, Haryana - 122001

Dear Sir,

At the outset, I would like to thank you for appointing me as scrutinizer for the remote e-votingand voting. by your members, at the Extra Ordinary General Meeting of your Bank held onFriday, 21st December, 2018 at 10.00 A.M. at PHD Chamber of Commerce and Industry, PHDHouse, 4/2, Siri Institutional Area, August Kranti Marg, New Delhi -110016.

I am pleased to submit my Scrutinizer's Report which is comprehensive and self-explanatorv inall respect.

Amit GuptaProprietorAmit Gupta & AssociatesCompany SecretariesFCS- 5478, C.P. - 4682Place: New DelhiDate: December 21, 2018

IPage10 7

AM IT GUPTA & ASSOCIATESPractising CompanySecretaries

_I

OSSCRUTINIZER'SREPORT

IName of the Company Oriental Bank of commerce

,Meeting Extra Ordinary General Meeting I

Date and Time I Friday, December 21, 2018 at 10.00 a.rn.Venue PHDChamber of Commerce and Industry, PHD

House, 4/2, Siri Institutional Area, August IKranti Marg, New Delhi - 110016 •

1. Appointment as ScrutinizerI was appointed as Scrutinizer fer the remote e-voting as well as the voting to bconducted through physical ballots at Extra Ordinary General Meeting of Oriental Bankof Commerce (hereinafter referred as lithe Bank") held on Friday, December 21, 2018 at10.00 A.M. at PHD Ch_amber of .commerce and Industry, PHD House, 4/2, SilliInstitutional Area, August Kranti Marg, New Delhi -110016.

2. Dispatch of Notice Convening the Me'etingThe Bank had informed that, on the basis of Register of Members and the list ofBeneficiary Owners made available by the depositories vlz., National SecuritiesDepository Limited (NSDL) and Central Depositories Services (India) Limited for thepurpose of votin-g, the Bank completed dispatch of notice in the following manner: I

Byemail I To 73704 members who have registered, their e-mail ids with oepcsltorv/the RTAon November 26, 2018

By permitted mode To 57870 members in physical form omNovember 23, 2018 & November 24, 2018

3. Cut Off Date IThe Voting rights were reckoned as em Friday, December 14, 2018, being the Cut-offdate for the purpose of deciding the entitlements of members for remote e voting andvoting at the meeting.

4. Remote E-Voting4.1. Agency

The Bank had appointed National Securities Depository Limitedfor providing e voting platform.

J ._'j.... " ~'i- -- '11'/. .cr'#~/

8-12 Basement, Murli Bhawan, 10-A, Ashok Marg, Lucknow- 226001Phone: 0522 - 4024033, 94150 05108

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AMIT GUPTA & ASSOCIATESPractising CompanySecretaries

- I

UB4.2. Remote Evoting I

Remote e voting was open from 18th December 2018 (09:00 a.m.) to 20th December2018 (till 05:00 p.m.) (both days inclusive) and Members were required to cast theirvotes electronically conveying itheir assent or dissent in respect of the Speci~1Resolution, on e-voting platform provided by NSDL.

5. Voting at AGM5.1. As prescribed under Rule 20(4)(xiii) of the Companies (Management and

Administration) Rule, 2015, for the purpose of ensuring that members who have casttheir votes through remote e-voting do not vote again at the general meeting, after theclosure of period of e- voting, the Scrutinizer was provided access to particulars of

Jmembers such as - their names folio, number of shares held, but not the manner Inwhich they have voted.

5.2. Accordingly NSDL,the e-voting agency provided us the name, DP ID/folio numbers andshareholding of the members who had cast their votes though remote e voting.

5.3. The Bank has authorized M/s Link Intime India Private Limited (RTA), Registrar andTransfer Agent of the Bank to provide necessary support for remote e-voting as well asphysical ballot at the meeting and RTAprovided the same.

6. Counting Process6.1. On completion of voting at the meeting, RTA provided me with the list of members

who. had cast their votes, with thelr holding details and details of vote on each of theresolution.

6.2. The votes were reconciled with the records maintained by the Bank and RTA withrespect to the authorized representatives/ proxies lodged with the Bank.

6.3. I unblocked the remote e voting results on the NSDL E-voting platform before Mr.Yashpal Chopra and Mr. Jai Kishan Gupta and downloaded the e voting details.

6.4. Pursuant to the provisions of section 3(2E) of the Banking Companies (Acquisition andTransfer of Undertakings) Act, 1980, voting rights of shareholders other than theCentral Government shall be restricted to ten percent of total voting rights of allshareholders of the bank.

7. Result

7.1. I observed that

7.1.1. 63 Members had cast their votes through poll facility provided through phvslcalballots at meeting.

7.1.2. 84 Members had casted their votes through remote e-voting.7.2. The result of remote e-voting and poll as well as consolidated result with respect to the

item on the Agenda as set out in the notice of the Extra Ordinary General Meetingdated November 17,2018 is enclosed as Annexure -1,2 and 3 resp ,en :gJ ..,Z'o -,~" %.\•

B-12 Basement,Murli Bhawan, 10-A, Ashok Marg, Lucknow- 22600Phone: 0522-4024033,9415005108

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AMITGUPTA & ASSOCIATES DBPractising Company Secretaries 0

7.3. Based on the aforesaid result, the Special resolution as contained in the notice datedNovember 17, 2018, have been passed with the requisite majority.

7.4. Soft copy of the List of Members, for both voting at AGM as well as remote e-votingcontaining the details of members who voted "FOR", who voted "AGAINST" & whosevotes were declared "INVALID", for the resolution will be emailed to the Bank, aftJrthe announcement of the result by the Bank.

7.5. The poll papers and all other relevant records shall also be duly handed over to theBank for keeping in safe records, after the announcement ofthe result by the Bank.

Proprietor ,t.,Amit Gupta & AsseciatesCompany SecretariesFCS- 5478, C.P. - 4682Place: New DelhiDate: December 21, 2018

B-12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow - 226001Phone: 0522- 4024033, 94150 05108

Page,4of7

AMIT GUPTA & ASSOCIATESPractising Company Secretaries

Annexure-1Results of remote E-Voting conducted at the Extra Ordinary General Meeting of Oriental Bank

of Commerce

1. The result of remote e-voting is as under:a) To create, grant, offer, issue and allot up to 5,00,00,000 (Five crore) new equity

shares of face value of Rs. 10/- (Rupees Ten only) each, ranking pari passu with theexisting equity shares of the Bank for all purpose and in all respects, includingpayment of dividend, under Employee Stock Purchase Scheme (hereinafter referredto as "OBC-ESPS") in one or more tranches, at such price or prices, and on such termsand conditions as may be decided by the Board/Committee in its absolute discretion(as detailed in the Notice of the EGM) (Special Resolution)

i. Voted .in favour of the resolution:

Number of members Number of votes % of total number ofwho voted in favour casted in favour of the valid votes casted onthrough remote - resolution the resolutionelectronic voting

system58 76099727 82.31%

ii. Voted against the resolution:

Number of members Number of votes % of total number ofwho voted against casted against the valid votes casted onthrough remote - resolution the resolutionelectronic voting

system26 16358429 17.69%

iii. Invalid votes:

Total number of members whose Total number of votes casted byvotes were declared invalid members whose votes were

declared invalidNIL NIL

B-12 Basement,Murli Bhawan, 10-A,Ashok Marg, Lucknow- 226 001Phone: 0522- 4024033, 9415005108

IPageSef 7

AMIT GUPTA& ASSOCIATESPractising Company Secretaries os

Annexure-2Resultsof Voting through physical ballot conducted at the ExtraOrdinary Ge~eral Meeting or

Oriental Bankof Commerce .

1. The result of the poll conducted through ballot at meeting is as under:

(a) To create, grant, offer, issueand allot up to 5,00,00,000 (Five crore) new equi ysharesof face value of Rs.10/- (RupeesTen only) each, ranking pari passuwiththe existing equity shares of the Bank for all purpose and in all respects,including payment of dividend, under Employee Stock Purchase Scheme(hereinafter referred to as "0BC-ESPS")in one or more tranches, at such priceor prices, and on such terms and conditions as may be decided by t&eBoard/Committee in its absolute discretion (as detailed in the Notice of tli1,:eEGM)(SpecialResolution)

Ii. Voted in favour of the resolution:

Number of members Number of votes.casted % of total number ofpresent and voting in in favour of the valid votes casted onfavour (in person or by resolution the resolution

proxy)

59 488684582 99.9998%iii Voted against the resolution:

Number of members Number of votes casted % of total number ofpresent and voting against the resolution valid votes casted on

against (in person or by the resolutionproxy)

3 1145 0.0002%Ill. Invalid votes:

Total number of members (in person Total number of votes casted byor by proxy) whose votes were members whose votes were declared

declared invalid invalid1 100

B"12 Basement, Murli Bhawan, 10- A, Ashok Marg, Lucknow - 226 001Phone: 0522 - 4024033,9415005108 IPage 6 of 7

AMIT GUPTA & ASSOCIATESPractising Company Secretaries Annexu~'e -3

Con50lidated Re5ults of remote E-Votlng&Voting conducted through phY51caiballot at the- Extra Ordinary General Meeting of Oriental Bank of Commerce

I

ParticularsNumber ef Votes Contained in

Percentage

Remote E votes Poll through TOTAL

physical BallotsatAGM

To create, grant,' offer, issue and allot up to 5,00,00,000 (Five crore) new equity shares of fatevalue of Rs. 10/- (Rupees Ten only) each, ranking pari passu with the existing equity shares o,fthe Bank for all purpose and in all respects, including payment of diVidend, under EmployeeStock Purchase Scheme (hereinafter referred to as "0BC-ESPS-")in one or more tranches, at

such price or prices, and on such terms and conditions as may be decided by the

Board/Committee in its absolute discretion (as detailed in the Notice of the EGM) (Special

Resolution)Assent 760991'17 482684582 ,564784309 97.18%

Dissent 16358429 1145 16359574 2.82%

Invalid 0 100 100 0.00%

Total 92458156 488685827 581143983 100.00%I

ProprietorAmit Gupta & AssociatesCompany SecretariesFCS- 5478, C.P. - 4682Place: New DelhiDate: December 21, 2018

8-128aseme t M .- n, urf Bhawan 10 A A hPhone: 0522 ..:..40;40'D3S gOkMarg,: Lucknow- 226 001

o , 415005108

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