6-K 1 dp108108_6k-2.htm FORM 6-K

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

Report of Foreign Issuer

 

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

 

For the month of June, 2019
Commission File Number: 001-15002

 

ICICI Bank Limited
(Translation of registrant’s name into English)

 

ICICI Bank Towers,
Bandra-Kurla Complex
Mumbai, India 400 051
(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F   X    Form 40-F      

 

Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Yes          No   X 

 

Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7):

 

Yes         No   X 

 

Indicate by check mark whether by furnishing the information
contained in this Form, the Registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934:

 

Yes         No   X 

 

If “Yes” is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g 3-2(b): Not Applicable

 

 

 

Table of Contents

 

Item  
   

1.

 

Other news

 

 

 

Item 1

 

 

OTHER NEWS

 

Subject: Disclosure under Indian Listing Regulations

 

IBN 

ICICI Bank Limited (the ‘Bank’) Report on Form 6-K

 

The Bank has made the below announcement to the Indian stock exchanges:

 

Pursuant to the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, we attach herewith the disclosure of related party transactions on consolidated basis drawn in accordance with the applicable accounting standards, for the year ended March 31, 2019.

 

This is for your information and appropriate dissemination.

 

 

 

ICICI Bank Limited 

ICICI Bank Towers 

Bandra-Kurla Complex 

Mumbai 400 051, India. 

Tel.: (91-22) 2653 1414 

Fax: (91-22) 2653 1122 

Website www.icicibank.com 

CIN.: L65190GJ1994PLC021012 

Regd. Office: ICICI Bank Tower, 

Near Chakli Circle, 

Old Padra Road 

Vadodara 390007. India 

     

 

 

 

Related party transactions

 

The Group (ICICI Bank Limited, its subsidiaries and entities consolidated as per AS 21) has transactions with its related parties comprising associates/other related entities, key management personnel and relatives of key management personnel.

 

I.Related parties

 

Associates/other related entities

 

Arteria Technologies Private Limited1, India Advantage Fund-III, India Advantage Fund-IV, India Infradebt Limited, ICICI Merchant Services Private Limited, I-Process Services (India) Private Limited, NIIT Institute of Finance, Banking and Insurance Training Limited, Comm Trade Services Limited and ICICI Foundation for Inclusive Growth.

 

1.Related party with effect from May 29, 2018.

 

Key management personnel

 

Mr. Sandeep Bakhshi1, Ms. Vishakha Mulye, Mr. Vijay Chandok, Mr. Anup Bagchi, Mr. N. S. Kannan2 and Ms. Chanda Kochhar3.

 

1.Related party with effect from June 19, 2018.

2.Related party upto June 18, 2018.

3.Related party upto October 4, 2018.

 

Relatives of key management personnel

 

Ms. Mona Bakhshi1, Mr. Shivam Bakhshi1, Ms. Esha Bakhshi1, Ms. Minal Bakhshi1, Mr. Sameer Bakhshi1, Mr. Vivek Mulye, Ms. Vriddhi Mulye, Dr. Gauresh Palekar, Ms. Shalaka Gadekar, Ms. Manisha Palekar, Ms. Poonam Chandok, Ms. Saluni Chandok, Ms. Simran Chandok, Mr. C. V. Kumar, Ms. Shad Kumar, Ms. Sanjana Gulati, Ms. Mitul Bagchi, Mr. Aditya Bagchi, Mr. Shishir Bagchi, Mr. Arun Bagchi, Mr. Animesh Bagchi, Ms. Rangarajan Kumudalakshmi2, Ms. Aditi Kannan2, Ms. Sudha Narayanan2, Mr. Raghunathan Narayanan2, Mr. Rangarajan Narayanan2, Mr. Deepak Kochhar3, Mr. Arjun Kochhar3, Ms. Aarti Kaji3 and Mr. Mahesh Advani3.

 

1.Related party with effect from June 19, 2018.

2.Related party upto June 18, 2018.

3.Related party upto October 4, 2018.

 

 

 

II.Transactions with related parties

 

The following table sets forth, for the periods indicated, the significant transactions between the Group and its related parties.

 

₹ in million

Particulars Year ended
March 31, 2019		 Year ended
March 31, 2018
Interest income
Associates/others 264.7 212.6
Key management personnel 11.7 9.0
Relatives of key management personnel 0.01 0.1
Total interest income 276.4 221.7
Fee, commission and other income
Associates/others 58.3 25.1
Key management personnel 1.2 0.5
Relatives of key management personnel 0.2 0.01
Total fee, commission and other income 59.7 25.6
Commission income on guarantees issued
Associates/others 0.1 0.1
Key management personnel .. ..
Relatives of key management personnel .. ..
Total commission income on guarantees issued 0.1 0.1
Insurance premium received
Associates/others 24.5 34.0
Key management personnel 1.1 2.6
Relatives of key management personnel 3.4 4.6
Total insurance premium received 29.0 41.2
Gain/(loss) on forex and derivative transactions (net)2
Associates/others 0.1 (0.0)1
Key management personnel .. ..
Relatives of key management personnel .. ..
Total gain/(loss) on forex and derivative transactions (net) 0.1 (0.0)1
Dividend income
Associates/others 63.8 63.8
Total dividend income 63.8 63.8
Reimbursement of expenses to the Group
Associates/others .. 3.3
Key management personnel .. ..
Relatives of key management personnel .. ..
Total reimbursement of expenses to the Group .. 3.3

2

 

Particulars Year ended
March 31, 2019		 Year ended
March 31, 2018
Recovery of lease of premises, common corporate and facilities expenses
Associates/others 59.7 69.2
Key management personnel .. ..
Relatives of key management personnel .. ..
Total recovery of lease of premises, common corporate and facilities expenses 59.7 69.2
Recovery of secondment of employees
Associates/others 9.4 8.7
Total recovery of secondment of employees 9.4 8.7
Interest expense
Associates/others 7.8 5.4
Key management personnel 4.2 10.2
Relatives of key management personnel 1.7 3.1
Total interest expense 13.7 18.7
Remuneration to wholetime directors3
Key management personnel 270.5 232.9
Total remuneration to wholetime directors 270.5 232.9
Reimbursement of expenses to related parties
Associates/others 0.1 0.1
Key management personnel .. ..
Relatives of key management personnel .. ..
Total reimbursement of expenses to related parties 0.1 0.1
Insurance claims paid    
Associates/others .. 0.1
Key management personnel 0.1 ..
Relatives of key management personnel .. 0.4
Total insurance claims paid 0.1 0.5
Brokerage, fee and other expenses
Associates/others 9,649.2 7,030.4
Key management personnel .. ..
Relatives of key management personnel .. ..
Total brokerage, fee and other expenses 9,649.2 7,030.4
Donation given
Associates/others 1,031.0 1,182.2
Total donation given 1,031.0 1,182.2

3

 

Particulars Year ended
March 31, 2019		 Year ended
March 31, 2018
Dividend paid
Associates/others .. ..
Key management personnel 10.5 8.5
Relatives of key management personnel 3.1 0.01
Total dividend paid 13.6 8.5
Investments in the securities issued by related parties
Associates/others 10,000.0 12,907.0
Total investments in the securities issued by related parties 10,000.0 12,907.0
Redemption/buyback of investments
Associates/others 534.7 647.2
Total redemption/buyback of investments 534.7 647.2
Sale of fixed assets
Associates/joint ventures/others .. ..
Key management personnel 7.2 ..
Relatives of key management personnel .. ..
Total sale of fixed assets 7.2 ..

 

1.Insignificant amount.

2.The Bank undertakes derivative transactions with its subsidiaries, associates, joint ventures and other related entities. The Bank manages its foreign exchange and interest rate risks arising from these transactions by covering them in the market. While the Bank within its overall position limits covers these transactions in the market, the above amounts represent only the transactions with its subsidiaries, associates, joint ventures and other related entities and not the offsetting/covering transactions.

3.Excludes the perquisite value on employee stock options exercised, contribution to gratuity fund and includes performance bonus paid during the period.

 

4

 

III.Material transactions with related parties

 

The following table sets forth, for the periods indicated, the material transactions between the Group and its related parties. A specific related party transaction is disclosed as a material related party transaction wherever it exceeds 10% of all related party transactions in that category.

 

₹ in million

Particulars Year ended
March 31, 2019		 Year ended
March 31, 2018
Interest income
1 India Infradebt Limited 261.4 212.6
Fee, commission and other income
1 India Infradebt Limited 58.3 23.4
Commission income on guarantees issued
1 NIIT Institute of Finance Banking and Insurance Training Limited 0.1 0.1
Insurance premium received
1 ICICI Foundation for Inclusive Growth 20.5 30.0
2 Mr. Vivek Mulye 3.1 3.2
Gain/(loss) on forex and derivative transactions (net)2
1 Arteria Technologies Private Limited3 0.1 N.A.
2 ICICI Merchant Services Private Limited .. (0.0)1
3 India Infradebt Limited .. (0.0)1
Dividend income
1 India Infradebt Limited 63.8 63.8
Reimbursement of expenses to the Group
1 India Infradebt Limited .. 3.3
Recovery of lease of premises, common corporate and facilities expenses
1 ICICI Foundation for Inclusive Growth 56.2 63.6
Recovery of secondment of employees
1 I-Process Services (India) Private Limited 9.4 8.7
Interest expense
1 ICICI Foundation for Inclusive Growth 2.3 2.4
2 India Infradebt Limited 2.2 1.7
3 Arteria Technologies Private Limtited3 1.6 N.A.
4 Ms. Chanda Kochhar4 3.0 9.5
Remuneration to wholetime directors5
1 Mr. Sandeep Bakhshi6 47.2 N.A.
2 Ms. Vishakha Mulye 50.2 43.1
3 Mr. Vijay Chandok 45.5 44.1
4 Mr. Anup Bagchi 44.1 37.3
5 Mr. N. S. Kannan7 9.4 45.1
6 Ms. Chanda Kochhar4 74.1 63.3

 

5

 

Particulars Year ended
March 31, 2019		 Year ended
March 31, 2018
Reimbursement of expenses to related parties
1 NIIT Institute of Finance Banking and Insurance Training Limited 0.1 0.1
Insurance claims paid
1 I-Process Services (India) Private Limited .. 0.1
2 Mr. Anup Bagchi 0.1 ..
3 Mr. Deepak Kochhar4 .. 0.4
Brokerage, fee and other expenses
1 I-Process Services (India) Private Limited 5,463.4 4,600.8
2 ICICI Merchant Services Private Limited 4,174.7 2,415.9
Donation given
1 ICICI Foundation for Inclusive Growth 1,031.0 1,182.2
Dividend paid
1 Mr. Sandeep Bakhshi6 3.2 N.A.
2 Ms. Vishakha Mulye 2.6 1.7
3 Mr. Vijay Chandok 0.01 0.01
4 Mr. Anup Bagchi 0.1 0.01
5 Mr. N. S. Kannan7 .. 1.1
6 Ms. Chanda Kochhar4 4.6 5.7
7 Mr. Shivam Bakhshi6 1.6 N.A.
Investments in the securities issued by related parties
1 India Infradebt Limited 10,000.0 12,907.0
Redemption/buyback of investments
1 India Advantage Fund-III 272.7 260.8
2 India Advantage Fund-IV 262.0 386.4
Sale of fixed assets
1 Ms. Chanda Kochhar4,8 7.2 ..
1.Insignificant amount.

2.The Bank undertakes derivative transactions with its subsidiaries, associates, joint ventures and other related entities. The Bank manages its foreign exchange and interest rate risks arising from these transactions by covering them in the market. While the Bank within its overall position limits covers these transactions in the market, the above amounts represent only the transactions with its subsidiaries, associates, joint ventures and other related entities and not the offsetting/covering transactions.

3.Related party with effect from May 29, 2018.

4.Related party upto October 4, 2018.

5.Excludes the perquisite value on employee stock options exercised, contribution to gratuity fund and includes performance bonus paid during the period.

6.Related party with effect from June 19, 2018.

7.Related party upto June 18, 2018.

8.Includes amount pertaining to full and final settlement given to Ms. Kochhar. Attention is also invited to press release by the Bank dated January 30, 2019 in the matter of Findings in the Enquiry Report of Hon’ble Mr. Justice (Retd.) B.N. Srikrishna (https://www.icicibank.com/managed-assets/docs/about-us/2019/icici-bank-statement-on-findings-in-enquiry-report.pdf).

 

6

 

IV.Related party outstanding balances

 

The following table sets forth, for the periods indicated, the outstanding balances payable to/receivable from related parties.

 

₹ in million

Items Year ended
March 31, 2019		 Year ended
March 31, 2018
Deposits with the Group
Associates/others 522.9 1,069.6
Key management personnel 63.2 146.1
Relatives of key management personnel 13.5 120.8
Total deposits with the Group 599.6 1,336.5
Payables
Associates/others 1,797.1 761.0
Key management personnel 0.01 0.01
Relatives of key management personnel 0.01 0.01
Total payables 1,797.1 761.0
Investments of the Group
Associates/others 10,777.0 6,939.3
Key management personnel .. ..
Relatives of key management personnel .. ..
Total investments of the Group 10,777.0 6,939.3
Investments of related parties in the Group
Associates/others .. ..
Key management personnel 6.5 10.7
Relatives of key management personnel 9.5 0.01
Total investments of related parties in the Group 16.0 10.7
Advances by the Group
Associates/others 45.0 ..
Key management personnel 254.1 161.1
Relatives of key management personnel 0.4 0.7
Total advances by the Group 299.5 161.8

 

7

 

Receivables
Associates/others 123.0 85.7
Key management personnel .. ..
Relatives of key management personnel .. ..
Total receivables 123.0 85.7
Guarantees issued by the Group
Associates/others 11.2 1.1
Key management personnel .. ..
Relatives of key management personnel .. ..
Total guarantees issued by the Group 11.2 1.1
1.Insignificant amount.

2.At March 31, 2019, 20,022,000 (March 31, 2018: 38,444,750) employee stock options for key management personnel were outstanding. Excludes stock options granted to key management personnel, which are pending regulatory approvals.

3.During the year ended March 31, 2019, 2,062,000 (year ended March 31, 2018: 408,119), employee stock options with total exercise price of ₹ 296.3 million (year ended March 31, 2018: ₹ 60.0 million) were exercised by the key management personnel.

 

 

Authorised signatory

 

/s/ Rakesh Jha

 

Place: Mumbai 

Date: June 4, 2019 

Rakesh Jha
Group Chief Financial Officer

 

 

8

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.

 

   

For ICICI Bank Limited

 

Date: June 4, 2019   By: /s/ Vivek Ranjan
        Name :  Vivek Ranjan
        Title   : Chief Manager