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Title: |
Articles of Association |
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Date: |
2003 |
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Preview shows 7KB of 240KB total |
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$58 |
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ID: |
#143839 |
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Special Adhesive
Stamp Rs.30,000/-
14.12.1993
-----------------
ARTICLES OF ASSOCIATION
OF
ICICI BANK LIMITED
TABLE A EXCLUDED
1. The regulations contained in Table A in the Schedule I of the Companies Act,
1956, shall not apply to the Company except so far as the same are repeated,
contained or expressly made applicable in these presents or by the Act.
2. (a) The regulations for the management of the Company and for the observance
by the Members thereof and their representatives shall, subject as aforesaid
and to any exercise of the statutory powers of the Company in reference to the
repeal or alteration of or addition to its regulations by Special Resolution,
as prescribed or permitted by the Act, be such as are contained in these
presents.
(b) The provisions of the Banking Regulation Act, 1949, shall have
effect notwithstanding anything to the contrary contained in the Memorandum and
Articles of Association of the Company.
INTERPRETATION
3. In these presents, unless there be something in the subject or
context inconsistent therewith:
"The Act" or "the said Act" means "The Companies Act, 1956" and
includes any statutory modification or re-enactment thereof for the
time being in force.
"Board'" or "Board of Directors" means the Board of Directors of the
Company.
"Banking Act" means the Banking Regulation Act, 1949, and includes
any statutory modification or re-enactment thereof for the time being
in force.
"The Company" means ICICI Bank Limited.
"Director" or "Directors" means the Director or Directors of the
Company.
"Financial Year" means the period of twelve months of a calendar year
for which accounts, Balance Sheet and Profit and Loss Account have to
be prepared by the Company.
(1)[ ....]
"Members" means the duly registered holder, from time to time, of the
shares of the Company and includes the subscribers to the Memorandum
of Association but does not include a bearer of a share warrant.
"Month" means calendar month.
"The Office" means the Registered Office for the time being of the
Company.
---------------------------------
1 The following definition of the term "ICICI" has been deleted
pursuant to Order dated March 7, 2002 of the High Court of Gujarat at
Ahmedabad in connection with the amalgamation of ICICI Limited, ICICI
Capital Services Limited and ICICI Personal Financial Services
Limited with ICICI Bank Limited.
"ICICI" means The Industrial Credit and Investment Corporation of
India Limited, a public company incorporated under the Indian
Companies Act, 1913.
---------------------------------
{PAGE}
"These presents" means these Articles of Association as originally
framed or as altered and amended from time to time.
"The Register" means the Register of Members kept by the Company
pursuant to Section 150 (1) of the Act.
"Registrar" means the Registrar of Companies of the State in which
the Office of the Company is for the time being situated.
"Regulatory Agencies" means any authority appointed under the Act or
the Banking Act and includes the Central Government, Company Law
Board, the Registrar or any other authority appointed under the Act
and the Reserve Bank of India acting through any of its duly
authorized officer under the Banking Act or any other authority
authorized to exercise any power under any other law for the time
being in force.
"Reserve Bank" means the Reserve Bank of India established under the
Reserve Bank of India Act, 1934 (2 of 1934).
"The said Acts" means the Act and the Banking Act referred to
collectively.
"The Seal" means the Common Seal for the time being of the Company.
"Writing" or "Written" shall include printing and lithography and any
other mode or modes of representing or reproducing words in a visible
form. Words importing the singular number include where the context
admits or requires the plural number and vice versa.
Words importing the masculine gender only shall include the feminine
gender.
Words importing persons shall include the Central or State
governments, corporations, firms, individuals, trusts, societies,
associations and other bodies, whether incorporated or not.
Subject as aforesaid any words or expression defined in the Act
except where it is repugnant to the subject or context hereof shall
bear the same meaning in these presents.
The marginal notes hereto shall not affect the construction or
meaning hereof.
PRELIMINARY
4. Copies of the Memorandum and Articles of Association of the Company
and every Agreement and every resolution (referred to in Section 192
of the Act) shall be furnished to every Member at his request within
the period and on payment of such sum as may be prescribed by the
Act.
CAPITAL
5. (2)(a) The Authorised Capital of the Company is Rs.1900,00,00,000
divided into 155,00,00,000 equity shares of Rs.10 each and 350
preference shares of Rs.1 crore each.
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