IndusInd Bank CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 27 Mar 2026, 30 fund houses

• Appointment of Mr. Arjit Basu(DIN:06907779) as Non-Executive Independent Director and Part-time Chairman of the Bank

  30 for0 against

Mutual fund votes, meeting of 29 Aug 2025, 35 fund houses

Each resolution counts the houses whose vote was matched to it; the rest are listed last.

• To receive, consider and adopt the Audited Financial Statements (Standalone and Consolidated) of the Bank for the Financial Year ended March 31, 2025, together with the Reports of the Board of Directors’ and Auditors’ thereon.MoreLess

  ›Against Axis Mutual Fund, Bank of India Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, UTI Mutual Fund, WhiteOak Capital Mutual Fund

  • Axis Mutual Fund, Bank of India Mutual Fund, Jio BlackRock Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundWe have relied on the auditors’ report, which raises concerns through multiple “emphasis of matter” points regarding significant discrepancies identified in a Board-commissioned investigation. These include write-off of Rs 9.6 bn of prior-period notional profits from internal derivatives trading; reversal of wrongly recorded cumulative interest income of Rs 6.7 bn and fee income of Rs 1.7 bn; set-off of incorrect manual entries in “Other Assets” and “Other Liabilities” totalling Rs 5.9 bn. The investigation found that senior officials, including former Key Managerial Personnel, had overridden key internal controls and concealed wrongful accounting practices from the Board and statutory auditors over time. The auditors have reported suspected offences involving fraud to the Central Government. An additional internal review of material financial statement captions led to rectifications, reclassifications, and prior-period adjustments in the current year’s accounts. The bank is assessing the accountability of those involved and potential legal or penal consequences. Based on these investigations, the auditors observed significant deficiencies in internal controls relating to the maintenance of books of account and preparation of the financial statements. Consequently, they have issued an adverse opinion on Internal Financial Controls with respect to financial statements. The auditors have also highlighted issues related to the audit trail feature in the accounting software. In view of the adverse opinion on Internal Financial Controls and the seriousness of the findings, we do not support the resolution. Given the ‘fraud’ and accounting issues disclosed -by the bank in FY25, the bank/board must clarify if it has enforced the claw-back and malus clauses built into the (re)appointment contracts of the previous leadership.
  • Invesco Mutual FundWe have relied on the auditors’ report, which raises concerns through multiple “emphasis of matter” points regarding significant discrepancies identified in a Board-commissioned investigation. These include write-off of Rs. 9.6 bn of prior-period notional profits from internal derivatives trading; reversal of wrongly recorded cumulative interest income of Rs. 6.7 bn and fee income of Rs. 1.7 bn; set-off of incorrect manual entries in “Other Assets” and “Other Liabilities” totalling Rs. 5.9 bn. The investigation found that senior officials, including former Key Managerial Personnel, had overridden key internal controls and concealed wrongful accounting practices from the Board and statutory auditors over time. The auditors have reported suspected offences involving fraud to the Central Government. An additional internal review of material financial statement captions led to rectifications, reclassifications, and prior-period adjustments in the current year’s accounts. The bank is assessing the accountability of those involved and potential legal or penal consequences. Based on these investigations, the auditors observed significant deficiencies in internal controls relating to the maintenance of books of account and preparation of the financial statements. Consequently, they have issued an adverse opinion on Internal Financial Controls with respect to financial statements. The auditors have also highlighted issues related to the audit trail feature in the accounting software. In view of the adverse opinion on Internal Financial Controls and the seriousness of the findings, we do not support the resolution. Given the ‘fraud’ and accounting issues disclosed -by the bank in FY25, the bank/board must clarify if it has enforced the claw-back and malus clauses built into the (re)appointment contracts of the previous leadership
  • UTI Mutual FundThe auditors observed significant deficiencies in internal controls relating to the maintenance of books of account and preparation of the financial statements in FY25. Consequently, they have issued an adverse opinion on Internal Financial Controls with respect to financial statements. In view of the adverse opinion on Internal Financial Controls and the seriousness of the findings, we do not support the resolution.
  • WhiteOak Capital Mutual FundWe have relied on the auditors’ report, which raises concerns through multiple “emphasis of matter” points regarding significant discrepancies identified in a Board-commissioned investigation. Consequently, they have issued an adverse opinion on Internal Financial Controls with respect to financial statements. In view of this, we do not support the resolution.

  25 for8 against

  1 abstained

• To re-appoint Mr. Sudip Basu (DIN: 09743986) as a Non-Executive and Non-Independent director who retires by rotation and being eligible has offered himself for re-appointment.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. Governance concern: Director has failed in his fiduciary duty towards minority shareholders in safeguarding their interest in matter pertaining to governance lapses in the bank i.e. discrepancies in derivative accounting.
  • Angel One Mutual Fund, LIC Mutual FundGovernance concern: Director has failed in his fiduciary duty towards minority shareholders in safeguarding their interest in matter pertaining to governance lapses in the bank i.e. discrepancies in derivative accounting.
  • Kotak Mahindra Mutual FundSudip Basu, 66, is the President Group Risk Management at Hinduja Group Ltd since 2019. He has been on the board of IndusInd Bank since May 2024. Since his appointment, he has attended 100% (27 out of 27) board meetings held in FY25. As per preliminary examination by SEBI, the Bank had constituted inter department team to quantify the impact of derivative accounting discrepancy in September 2023 and the internal team was aware of the financial impact by December 2023. Further, this was confirmed by KPMG by February 2024. Since no information is available on whether the Board took active steps to control the situation. This means that the Board of the Bank has collectively failed in protecting the interest of all the stakeholders of the Bank, which has resulted in loss of significant value of shareholders of the Bank. Since the bank has failed in its fiduciary duties, we do not support the resolution.
  • PPFAS Mutual FundMaterial governance lapses, Board’s collective Failure

  24 for10 against

  1 abstained

• To approve payment of additional remuneration of the Joint Statutory Auditors for the financial year 2024-25

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bajaj Finserv Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. Governance concern: Failure to highlight material accounting discrepancies.
  • Angel One Mutual Fund, LIC Mutual FundGovernance concern: Failure to highlight material accounting discrepancies.
  • Bajaj Finserv Mutual FundCompliant with law. Governance concern: Failure to highlight material accounting discrepancies. "The Bank is seeking shareholders’ approval for payment of additional remuneration to the Joint Statutory Auditors for FY 2024-25. Name of the Joint Auditors: M/s. MSKA & Associates M/s. Chokshi & Chokshi LLP. Additional remuneration proposed : ₹ 2.20 crores for FY 2024-25. Already approved remuneration: ₹ 3.10 crores as Audit fee and ₹ 50.00 lakhs as additional remuneration. AR 2025 mentions that Considering the discrepancies reported in relation to the Treasury and MFI Loans segments, joint statutory auditors of the Bank have observed substantial increase in the overall audit risk profile leading to an additional fee of ₹ 2.20 crore plus applicable taxes, subject to approval by the shareholders of the Bank. It is to be noted that During the year, certain adverse accounting discrepancy came into light. The said accounting discrepancy was first identified by the inter department team constituted by the Bank in November- December 2023 pursuant to RBI’s Master Direction on derivative accounting. M/s. MSKA & Associates has been appointed as Auditors of the Bank since FY 2022-23, however, they have failed to bring to notice of shareholders and other relevant authorities such material accounting discrepancies. In view of the above governance concern, we are voting against the resolution."
  • Kotak Mahindra Mutual FundM S K A & Associates were appointed as Joint Statutory Auditors of the bank at the 2022 AGM for a three-year term, while Chokshi & Chokshi LLP were appointed at the 2024 AGM for a similar tenure. At the 2024 AGM, shareholders approved an audit remuneration of Rs 31.0 million, along with an additional Rs 5.0 million to cover any increase in scope of work for FY25, to be allocated between the joint auditors. As per preliminary examination by SEBI, the Bank had constituted inter department team to quantify the impact of derivative accounting discrepancy in September 2023 and the internal team was aware of the financial impact by December 2023. Further, this was confirmed by KPMG by February 2024. The auditors failed to bring to notice of shareholders and other relevant authorities such material accounting discrepancies. Hence, we do not support the resolution.
  • PPFAS Mutual FundFailure to highlight material accounting discrepancies

  23 for11 against

  1 abstained

• To appoint M/s. Borkar & Muzumdar, Chartered Accountants (Firm Registration No. 101569W), as one of the Joint Statutory Auditors of the Bank

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on merit, competence, eligibility of proposed Auditors. Governance Concern: The period of shareholders’ approval exceeds the period of RBI approval. Although the Bank cannot be held at fault, concern is being raised due to inconsistency in legal provisions.
  • Angel One Mutual FundGovernance Concern: The period of shareholders’ approval exceeds the period of RBI approval.
  • LIC Mutual FundGovernance Concern: The period of shareholders approval exceeds the period of RBI approval.
  • PPFAS Mutual FundPeriod of shareholder approval exceeds the period of RBI approval. Concern arising due to inconsistency in legal provisions

  25 for9 against

  1 abstained

• To appoint M/s. Alwyn Jay & Co., Practicing Company Secretaries (Firm Registration No. P2010MH021500), as Secretarial Auditors of the Bank

  34 for0 against

  1 abstained

• Issue of Long-Term Bonds / Debt Securities on Private Placement Basis

  33 for0 against

  1 abstained

• Augmentation of capital through further issue or placement of securities including American Depository Receipts, Global Depository Receipts, Qualified Institutional Placement, etc

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance Concern: Significant dilution, however, no clarity regarding why Rights Issue is not preferred; no clarity on whether valuation report will be obtained or not.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. Governance Concern: Significant dilution, however, no clarity regarding why Rights Issue is not preferred; no clarity on whether valuation report will be obtained if dilution exceeds 5%, in case right issue is not opted.
  • LIC Mutual FundGovernance Concern: Significant dilution, however, no clarity regarding why Rights Issue is not preferred; no clarity on whether valuation report will be obtained if dilution exceeds 5%, in case right issue is not opted.
  • PPFAS Mutual FundSignificant dilution; no rationale for not opting for Rights Issue and no affirmation on whether valuation report will be obtained or not

  18 for8 against
• Amendment in Articles of Association of the Bank

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Axis Mutual Fund, Bajaj Finserv Mutual Fund, Bank of India Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, ICICI Prudential Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PPFAS Mutual Fund, SBI Mutual Fund, Sundaram Mutual Fund, Taurus Mutual Fund, Unifi Mutual Fund, UTI Mutual Fund, WhiteOak Capital Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. Governance Concern: Nomination Rights granted to Promoters without minimum shareholding threshold.
  • Angel One Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundGovernance Concern: Nomination Rights granted to Promoters without minimum shareholding threshold.
  • Axis Mutual Fund, Bank of India Mutual Fund, Jio BlackRock Mutual Fund, SBI Mutual Fund, Sundaram Mutual Fund, Taurus Mutual Fund, Unifi Mutual FundThe promoters of IndusInd Bank, namely IndusInd International Holdings Limited (IIHL) and IndusInd Limited (IL), collectively hold ~117.5 mn equity shares constituting 15.08% of the bank’s paid-up share capital as on 30 June 2025, which is within the 26% limit permitted under the RBI’s 2023 Master Directions on Acquisition and Holding of Shares or Voting Rights in Banking Companies. Following RBI’s approval, the bank proposes to amend its Articles of Association to (i) insert the definition of “Promoter(s)” in line with RBI’s Directions, and (ii) insert a new provision granting the promoters the right to nominate up to two Non-Executive Non-Independent Directors (including the Nominee Directors) on the Board, subject to the overall cap on such directors. These amendments formalize and safeguard the promoters’ board representation rights despite their minority stake. There is no minimum shareholding threshold; for the promoters to have a right to two board seats. Therefore, even if the promoter shareholding gets diluted, they will continue to have two board seats. We believe board nomination rights must be linked to shareholding thresholds. Hence, we do not support these amendments.
  • Bajaj Finserv Mutual FundCompliant with law. Governance Concern: Nomination Rights granted to Promoters without minimum shareholding threshold. "The Bank is seeking shareholders’ approval for amendment in the Articles of Association (AoA) of the Bank, to include the following: 1. Article 3(1): Insertion of new definition: “Promoter(s)” means Promoter(s) as given in the Reserve Bank of India (Acquisition and Holding of shares or Voting Rights in Banking Companies) Directions, 2023, as amended from time to time. 2. Insertion of New Article 98(5): Promoters of the Bank to collectively have the right to nominate up to two Directors on the Board of the Bank, subject to Non-Executive Non-Independent Directors (including the Nominee Directors) not exceeding 2 in number. In accordance with Section 14 of the Companies Act, 2013, any alteration to the Articles of Association of a company requires approval of the Members by way of a Special Resolution. Further, Section 5 of the Companies Act, 2013 mandates that the Articles of Association (“AOA”) must contain regulations for the management of the company. Additionally, Section 35B (1) of the Banking Regulation Act, 1949 as amended, provides that any amendments of provisions relating to appointment of Directors shall be subject to previous approval of the Reserve Bank of India (“RBI”). The Promoters of the Bank, namely IndusInd International Holdings Limited (“IIHL”) and IndusInd Limited (“IL”), collectively hold 11,75,16,010 equity shares constituting 15.08% of the paid-up share capital of the Bank as on June 30, 2025. Board appointments should follow corporate democracy. Clauses in the AoA that give certain shareholders (especially Promoter Shareholders) preferential rights to nominate directors may be disadvantageous to minority shareholders, and undermine the independence of the NRC, which often ends up merely formalizing pre-approved appointments. The Bank has proposed to grant right to Promoters to nominate up to 2 Nominee Directors on the Board of the Bank, however, no minimum shareholding requirement has been stated. This may lead to a situation where even if the Promoters have 0% shareholding, they will enjoy nomination rights and have partial control over the Board. Further, the Bank has also not provided any justification behind granting such Special Rights of Nomination to the Promoters. In the absence of specific justification for proposed Nomination Rights and no minimum shareholding threshold, we are voting against the resolution."
  • Franklin Templeton Mutual FundA vote AGAINST the proposal is warranted as the proposed amendment to the articles to grant board nomination right is not subject to a minimum shareholding threshold, which could result in disproportionate and significant influence/control of such shareholders, over the company's board.
  • ICICI Prudential Mutual FundAmendment of Articles of Association to include provision to allow Promoters to nominate up to two Non-Executive, Non-Independent Directors to the board, following RBI’s approval to that effect, does not lay out minimum shareholding threshold of Promoters below which their right to appoint such directors shall cease to exist.Hence, the AMC has voted against the resolution For this proposal, the AMC has also considered various applicable factors for casting votes on behalf of ESG schemes.
  • Invesco Mutual FundThe promoters of IndusInd Bank, namely IndusInd International Holdings Limited (IIHL) and IndusInd Limited (IL), collectively hold ~117.5 mn equity shares constituting 15.08% of the bank’s paid-up share capital as on 30 June 2025, which is within the 26% limit permitted under the RBI’s 2023 Master Directions on Acquisition and Holding of Shares or Voting Rights in Banking Companies. Following RBI’s approval, the bank proposes to amend its Articles of Association to (i) insert the definition of “Promoter(s)” in line with RBI’s Directions, and (ii) insert a new provision granting the promoters the right to nominate up to two Non-Executive Non-Independent Directors (including the Nominee Directors) on the Board, subject to the overall cap on such directors. These amendments formalize and safeguard the promoters’ board representation rights despite their minority stake. There is no minimum shareholding threshold; for the promoters to have a right to two board seats. Therefore, even if the promoter shareholding gets diluted, they will continue to have two board seats. We believe board nomination rights must be linked to shareholding thresholds. Hence, we do not support these amendments
  • Kotak Mahindra Mutual FundThe promoters of IndusInd Bank, namely IndusInd International Holdings Limited (IIHL) and IndusInd Limited (IL), collectively hold ~117.5 mn equity shares constituting 15.08% of the bank s paid-up share capital as on 30 June 2025, which is within the 26% limit permitted under the RBI s 2023 Master Directions on Acquisition and Holding of Shares or Voting Rights in Banking Companies. Following RBI s approval, the bank proposes to amend its Articles of Association to (i) insert the definition of Promoter(s) in line with RBI s Directions, and (ii) insert a new provision granting the promoters the right to nominate up to two Non-Executive Non-Independent Directors (including the Nominee Directors) on the Board, subject to the overall cap on such directors. These amendments formalize and safeguard the promoters board representation rights despite their minority stake. There is no minimum shareholding threshold; for the promoters to have a right to two board seats. Therefore, even if the promoter shareholding gets diluted, they will continue to have two board seats. We believe board nomination rights must be linked to shareholding thresholds. Hence, we do not support these amendments.
  • PPFAS Mutual FundNomination rights to Promoters with no minimum shareholding threshold
  • UTI Mutual FundThe amendments formalize and safeguard the promoters’ board representation rights despite their minority stake. There is no minimum shareholding threshold; for the promoters to have a right to two board seats. Therefore, even if the promoter shareholding gets diluted, they will continue to have two board seats. We believe board nomination rights must be linked to shareholding thresholds. Hence, we do not support these amendments.
  • WhiteOak Capital Mutual FundFollowing RBI’s approval, the bank proposes to amend its Articles of Association to (i) insert the definition of “Promoter(s)” in line with RBI’s Directions, and (ii) insert a new provision granting the promoters the right to nominate up to two Non-Executive Non-Independent Directors (including the Nominee Directors) on the Board, subject to the overall cap on such directors. These amendments formalize and safeguard the promoters’ board representation rights despite their minority stake. There is no minimum shareholding threshold; for the promoters to have a right to two board seats. Therefore, even if the promoter shareholding gets diluted, they will continue to have two board seats. We believe board nomination rights must be linked to shareholding thresholds. Hence, we do not support these amendments.

  10 for24 against

  1 abstained

• Appointment of Mr. Rajiv Anand (DIN: 02541753) as a Director and Managing Director & Chief Executive Officer of the Bank and payment of remuneration

  33 for0 against

  1 abstained

Mutual fund votes, meeting of 27 Aug 2024, 32 fund houses

Each resolution counts the houses whose vote was matched to it; the rest are listed last.

• To receive, consider and adopt the Audited Financial statement(standalone and Consolidated ) of the Bank for the financial Year March 31, 2024 together with the Reports of Board of Directors and Auditors therein.MoreLess

  30 for0 against

  1 abstained

• To declare dividend @16.50 per equity shares of Rs 10/-each of the Bank, fully paid, for the Financial year ended March 31, 2024

  30 for0 against

  1 abstained

• To re-appoint Mr Arun Khurana (DIN: 0075189) as a Director who retiresby rotation and being eligible, has offered himself for re-appointment.

  30 for0 against

  1 abstained

• To appoint M/s Chokshi & Chokshi LLP, Chartered Accountants, (Firm Registration no. 101872W/ W100045), as one of the Joint Statutory Auditores of the Bank

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, PGIM India Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Bandhan Mutual FundChokshi & Chokshi LLP replace M.P. Chitale & Co. as the latter complete their three-year tenure. From the conclusion of 2024 AGM, Chokshi & Chokshi LLP and M S K A & Associates will be joint statutory auditors of the bank, subject to RBI approval every year. For FY25, the bank proposes to pay an overall audit fee of Rs. 31.0 mn out of pocket expenses, outlays and taxes as applicable to the Joint Statutory Auditors. The remuneration will be allocated by the Bank between the Joint Statutory Auditors, as may be mutually agreed depending upon their respective scope of work. In addition to the above fees, if the scope of audit work is increased, the remuneration will be increased as per the complexity and audit hours involved, subject to a limit of Rs. 5.0 mn plus out-of-pocket expenses and taxes as applicable which will be subject to approval of audit committee. The audit fee is reasonable compared to the size and scale of the bank’s operation.
  • Groww Mutual Fund, JM Financial Mutual Fund, PGIM India Mutual FundNo concern on merit, competence, eligibility of appointees. Governance Concern: The period of shareholder approval exceeds the period of RBI approval. Concern arising due to inconsistency in legal provision.
  • PPFAS Mutual FundPeriod of shareholder approval exceeds the period of RBI approval. Concern arising due to inconsistency in legal provision.
  • Zerodha Mutual FundGovernance Concern: The period of shareholder approval exceeds the period of RBI approval. Concern arising due to inconsistency in legal provision.

  24 for6 against

  1 abstained

• Issue of Long- Term Bonds/ Debt Securities on Private Placement Basis

  30 for0 against

  1 abstained

• Augumentation of Captial through further issue or placement of securities including American Depository Receipts, Global Depository Receipts, Qualified Institutional Placement etc.

  25 for0 against

Mutual fund votes, meeting of 4 Jul 2024, 34 fund houses

• Appointment of Mr. Sudip Basu (DIN: 09743986) as the Non-Executive Non - Independent Director of the Bank

  33 for0 against

  1 abstained

• Revision in payment of fixed remuneration to Non-Executive Directors (NEDs) excluding the Non-Executive (Part-time) Chairman of the Bank

  33 for0 against

  1 abstained

Mutual fund votes, meeting of 12 Jun 2024, 35 fund houses

Each resolution counts the houses whose vote was matched to it; the rest are listed last.

• Appointment of Mr. Lingam Venkata Prabhakar (DIN: 08110715) as the Non-Executive Independent Director of the Bank.

  34 for0 against

  1 abstained

• Appointment of Mr. Rakesh Bhatia (DIN: 06547321) as the Non-Executive Independent Director of the Bank.

  33 for0 against

  1 abstained

Mutual fund votes, meeting of 23 Jan 2024, 32 fund houses

• Appointment of Mr. Arun Khurana (Din: 00075189) as as Director and whole-time Director (Executive Director) of the Bank and Payment of remuneration.

  31 for0 against

  1 abstained