NSEGeneral Updates5 Jul 2026 · 5 Jul 2026, 10:07 am

General Updates

ICICI Prudential Life Insurance Company Limited · ICICIPRULI

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ICICI Prudential Life Insurance Company Limited has informed the Exchange about disclosure under Regulation 30, 30A and 51 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 regarding a letter of undertaking executed between ICICI Bank Limited and Prudential Corporation Holdings Limited, promoters of ICICI Prudential Life Insurance Company Limited.

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Growth Catalyst2/10
Governance Concern3/10
Regulatory Risk8/10
Balance Sheet Risk4/10
Liquidity Impact6/10
Market Sentiment5/10

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ICICI Prudential Life Insurance Company Limited has informed the Exchange about disclosure under Regulation 30, 30A and 51 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

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ICICIPRULI_05072026100705_SE_Intimation_July_5_2026.pdf

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July 5, 2026 General Manager Vice President Listing Department Listing Department BSE Limited, National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, ‘Exchange Plaza’, Dalal Street, Bandra-Kurla Complex, Mumbai 400 001 Bandra (East), Mumbai 400 051 Dear Sir/Madam, Scrip Code: Equity (BSE: 540133/NSE: ICICIPRULI) Debt (NSE: ICPR34, ICPR35) Subject: Disclosure under Regulation 30, 30A and 51 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (Listing Regulations) Pursuant to Regulation 30, 30A and 51 read with Clause 5A of Paragraph A of Part A of Schedule III of the Listing Regulations and SEBI Master Circular dated January 30, 2026, please find enclosed herewith, the disclosures received from ICICI Bank Limited and Prudential Corporation Holdings Limited, Promoters of ICICI Prudential Life Insurance Company Limited(the Company), regarding a letter of undertaking executed between them. It is clarified that the Company is not a party to the letter of undertaking. Kindly take the same on record. Yours sincerely, For ICICI Prudential Life Insurance Company Limited Priya Nair Company Secretary ACS 17769 CC: Axis Trustee Services Limited ICICI Prudential Life Insurance Company Limited ICICI PruLife Towers, 1089, Appasaheb Marathe Marg, Prabhadevi, Mumbai – 400025, India. Visit us at www.iciciprulife.com Phone: +91 22 4039 1600, Fax: +91 22 2437 6638, Email: corporate@iciciprulife.com CIN : L66010MH2000PLC127837 ANNEXURE A Particulars Disclosure 1. If the listed entity is a party to the Not applicable, since ICICI Prudential Life Insurance agreement, details of the Company Limited (“Company”) is not a party to the counterparties (including name agreement. and relationship with the listed entity). 2. If the listed entity is not a party to Prudential Corporation Holdings Limited (“Prudential”) the agreement: and ICICI Bank Limited (“ICICI Bank”) have entered into a. name of the party entering a Letter of Undertaking dated 4 July 2026 into such an agreement and (“Undertaking”). the relationship with the listed entity; Both Prudential and ICICI Bank are promoters of the b. details of the counterparties Company. to the agreement (including name and relationship with the listed entity); c. date of entering into the agreement. 3. Purpose of entering into the Prudential has entered into definitive agreements on 17 agreement. May 2026 with Bharti Life Ventures Private Limited, 360 ONE group and Bharti Life Insurance Company Limited (“Bharti Life”), pursuant to which Prudential has agreed to acquire a 75% stake in Bharti Life (“Proposed Transaction”) subject to receipt of applicable regulatory approvals and the satisfaction of certain conditions. To mitigate any potential conflict of interest in the management of the Company pursuant to the Proposed Transaction, ICICI Bank and Prudential have entered into the Undertaking. 4. Shareholding, if any, in the entity Prudential and ICICI Bank do not hold any shareholding with whom the agreement is in each other. executed. As of 30 June 2026, Prudential holds 31,75,17,279 equity shares (21.89%) of the Company. ICICI Bank holds 73,76,05,504 equity shares (50.84%) of the Company. 5. Significant terms of the In view of the Proposed Transaction, the Company will agreement (in brief). be applying to the Insurance Regulatory and Development Authority of India (“IRDAI”) for reclassification of Prudential from ‘promoter’ to ‘investor’ under IRDAI laws. The Undertaking sets out certain aspects relating to the inter-se rights of ICICI Bank and Prudential during the period from the date of submission of such application to the IRDAI (“Start Date”) until closing of the Proposed Transaction or such other date as directed by the IRDAI in writing (“End Date”). In the event the Company decides to change its name to remove the word “Prudential” in view of the reclassification, Prudential will undertake necessary steps to support the Company. Prudential will also coordinate with Company on matters including the transition and/or limited usage of the “Prudential” brand name and the iciciprulife.com domain name. Additional details regarding the significant terms are set out in sl. no. 6 below. 6. Extent and the nature of impact (i) Prudential will abstain from voting on any matters of on management or control of the the Company requiring special resolution, so long as listed entity. such matters requiring special resolution do not adversely impact any right or interest of Prudential in the Company. This abstinence shall be effective from the Start Date to the End Date. (ii) Prudential shall arrange for the resignation of its nominee director on board of the Company with effect from the date on which Company approves the aforementioned reclassification application. Further, Prudential will not nominate a director on the board of the Company from the Start Date until the End Date. (iii) With effect from the date on which Prudential’s reclassification from ‘promoter’ to ‘investor’ becomes effective, ICICI Bank shall vote in favour of the appointment / replacement of one director to be nominated by Prudential on the board of the Company, subject to Prudential: (i) holding 10% shareholding in the Company; and (ii) not holding promoter status or more than 10% shareholding in another life insurance company in India. 7. Details and quantification of the Not applicable restriction or liability imposed upon the listed entity. 8. Whether the said parties are Prudential and ICICI Bank are promoters of the related to promoter / promoter Company. group / group companies in any manner. If yes, nature of relationship. 9. Whether the transaction would No fall within related party transactions? If yes, whether the same is done at "arm's length”. 10. In case of issuance of shares to the Not applicable parties, details of issue price, class of shares issued. 11. Any other disclosures related to Please refer to sr. nos. 5 and 6 above. such agreements, viz., details of nominee on the board of directors of the listed entity, potential conflict of interest arising out of such agreements, etc. 12. In case of recission, amendment Not applicable or alteration, listed entity shall disclose additional details to the stock exchange(s): i. name of parties to the agreement; ii. nature of the agreement; iii. date of execution of the agreement; iv. details and reasons for amendment or alteration and impact thereof (including impact on management or control and on the restriction or liability quantified earlier); v. reasons for rescission and impact thereof (including impact on management or control and on the restriction or liability quantified earlier).