Shareholders meeting

July 18, 2026 BSE Limited National Stock Exchange of India Limited Listing Department Listing Department Phiroze Jeejeebhoy Towers Exchange Plaza, 5th floor Dalal Street Plot No. C/1, G Block Mumbai 400 001 Bandra-Kurla Complex Bandra (East) Mumbai 400 051 Dear Sir/Madam, Sub.: Notice of the 32nd Annual General Meeting and Annual Report 2025-26 This is with reference to our letter dated June 29, 2026 and July 18, 2026, regarding convening the 32nd Annual General Meeting (AGM) of the Members of ICICI Bank Limited (the Bank) on Friday, August 21, 2026, at 11:00 a.m. IST through Video Conferencing/Other Audio Visual Means. Pursuant to the Securities Exchange and Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the Notice of the AGM, Annual Report 2025-26 and Business Responsibility and Sustainability Report, which can also be accessed on the Bank’s website at https://www.icici.bank.in/about-us/annual. The same are being sent today through electronic mode to those Members whose email addresses are registered with the KFin Technologies Limited (KFintech), Registrar to an Issue and Share Transfer Agent for the equity shares of the Bank/the Bank/Depository Participants. A letter containing the web-link and QR code for accessing the Notice of the AGM and Annual Report 2025-26 has been sent today to those Members whose email addresses are not registered with KFintech/the Bank/Depository Participants. The physical copy of Annual Report 2025-26 and Notice will be sent to those Members who request for the same. The brief details of the businesses to be transacted at the AGM are given in Annexure. Please take above information on record. Yours sincerely, For ICICI Bank Limited Prachiti D. Lalingkar Company Secretary Encl.: as above. Copy to - i. New York Stock Exchange iii. Singapore Stock Exchange ii. Japan Securities Dealers Association iv. SIX Swiss Exchange Limited @ ICICI Bank Limited +91-22 4008 8900 @ Regd. Office: ICICI Bank Towers. 181 companysecrctary@icici.bank.in ICICI Bank Tower, Bandra-Kurla Complex, CIN:L65190GJ1994PLC021012 Near Chaldl Circle, Old Padro Road. Mumbai - 400 0 1 • www.icici.bonk.in Vadodara. Gujarat 390 007 Annexure Brief details of the business to be transacted at the 32nd AGM of the Bank Sr. Resolution Type of Resolution No. (Ordinary/Special) Ordinary Business 1. Adoption of audited standalone and consolidated financial Ordinary statements for the financial year ended March 31, 2026 2. Declaration of dividend on equity shares for the year ended Ordinary March 31, 2026 3. Re-appointment of Mr. Sandeep Bakhshi as a Director Ordinary (DIN: 00109206), who retires by rotation and, being eligible, offers himself for re-appointment Special Business 4. Appointment of Mr. Ashwani Bhatia (DIN: 07423221) as an Special Independent Director of the Bank 5. Appointment of Mr. Mrugank Paranjape (DIN: 02162026) Special as an Independent Director of the Bank 6. Re-appointment of Ms. Vibha Paul Rishi (DIN: 05180796) Special as an Independent Director of the Bank 7. Revision in remuneration of Mr. Sandeep Bakhshi Ordinary (DIN: 00109206), Managing Director & Chief Executive Officer of the Bank 8. Revision in remuneration of Mr. Sandeep Batra Ordinary (DIN: 03620913), Executive Director of the Bank 9. Revision in remuneration of Mr. Rakesh Jha Ordinary (DIN: 00042075), Executive Director of the Bank 10. Revision in remuneration of Mr. Ajay Kumar Gupta Ordinary (DIN: 07580795), Executive Director of the Bank 11. Re-appointment of Mr. Sandeep Bakhshi (DIN: 00109206) Ordinary as the Managing Director & Chief Executive Officer of the Bank 12. Re-appointment of Mr. Ajay Kumar Gupta (DIN: 07580795) Ordinary as the Executive Director of the Bank 13. Material Related Party Transactions of the Bank with ICICI Ordinary Prudential Life Insurance Company Limited, a subsidiary of the Bank, for FY2028 ® ICICI Bank Limited '-, +91-22 4008 8900 ® Regd. Office: ICICI Bank Towers. s companysecrctary@icici.bonk.in ICICI Bank Tower, Bandra-Kurla Complex, CIN:L65190GJ1994PLC021012 Near Chakll Clrclc. Old Padro Road. Mumbai - 400 0 1 • www.iclci.bank.in Vadodaro, Gujarat 390 007 14. Material Related Party Transactions of the Bank with ICICI Ordinary Lombard General Insurance Company Limited, a subsidiary of the Bank, for FY2028 15. Material Related Party Transactions of the Bank with India Ordinary Infradebt Limited, an associate of the Bank, for FY2028 16. Material Related Party Transactions of ICICI Securities Ordinary Primary Dealership Limited, a subsidiary of the Bank with ICICI Prudential Life Insurance Company Limited, a subsidiary of the Bank, for FY2028 17. Material Related Party Transactions of ICICI Securities Ordinary Primary Dealership Limited, a subsidiary of the Bank, with ICICI Lombard General Insurance Company Limited, a subsidiary of the Bank, for FY2028 18. Material Related Party Transactions of ICICI Securities Ordinary Primary Dealership Limited, a subsidiary of the Bank, with India Infradebt Limited, an associate of the Bank, for FY2028 ® ICICI Bank Limited '-, +91-22 4008 8900 ® Regd. Office: ICICI Bank Towers. s companysecrctary@icici.bonk.in ICICI Bank Tower, Bandra-Kurla Complex, CIN:L65190GJ1994PLC021012 Near Chakll Clrclc. Old Padro Road. Mumbai - 400 0 1 • www.iclci.bank.in Vadodaro, Gujarat 390 007 @IC/Cl Bank NOTICE WICICIBank NOTICE NOTICE is hereby given that the 32nd Annual General and all other applicable provisions of the Companies Meeting of the Members of ICICI Bank Limited (the Bank/ Act, 2013, Companies (Appointment and Qualification Company) will be held through Video Conferencing/Other of Directors) Rules, 2014, and the Securities and Audio Visual Means (VC/OAVM) on Friday, August 21, Exchange Board of India (Listing Obligations and 2026 at 11:00 a.m. IST to transact the following business: Disclosure Requirements) Regulations, 2015, other applicable provisions of the Banking Regulation ORDINARY BUSINESS Act, 1949 (including any statutory amendment(s), 1. T o receive, consider and adopt the audited modification(s), variation(s) or re‑enactment(s) standalone and consolidated financial statements thereof, for the time being in force) and the rules, for the financial year ended March 31, 2026, together circulars and guidelines issued by the Reserve Bank with the Reports of the Directors and the Auditors of India, from time to time, Mr. Mrugank Paranjape thereon. (DIN: 02162026), who was appointed as an 2. To declare dividend on equity shares. Additional Independent Director of ICICI Bank Limited (“Bank”), with effect from August 1, 2026 and in 3. To appoint a director in place of Mr. Sandeep Bakhshi respect of whom the Bank has received a notice in (DIN: 00109206), who retires by rotation and being writing from a Member proposing his candidature eligible, offers himself for re‑appointment. for the office of Director, be and is hereby appointed as an Independent Director of the Bank, not liable to SPECIAL BUSINESS retire by rotation, for a term of five years with effect 4. To consider and, if thought fit, to pass, the following from August 1, 2026 to July 31, 2031. Resolution as a Special Resolution: 6. To consider and, if thought fit, to pass, the following RESOLVED THAT pursuant to the provisions of Resolution as a Special Resolution: Sections 149, 150, 152, 160, read with Schedule IV and all other applicable provisions of the RESOLVED THAT pursuant to the provisions of Companies Act, 2013, Companies (Appointment Sections 149, 150, 152, 160, read with Schedule and Qualification of Directors) Rules 2014, and IV and all other applicable provisions of the the Securities and Exchange Board of India Companies Act, 2013, Companies (Appointment (Listing Obligations and Disclosure Requirements) and Qualification of Directors) Rules, 2014, and Regulations, 2015, other applicable provisions of the Securities and Exchange Board of India the Banking Regulation Act, 1949 (including any [Showing first 8,000 characters — download PDF for full document]