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Press Release - Reserve Bank of India Approves ICICI Bank - ICICI Merger

April 26, 2002

The Reserve Bank of India (RBI) today approved the merger of ICICI Limited (NYSE: IC) and two of its wholly-owned subsidiaries, ICICI Personal Financial Services Limited (ICICI PFS) and ICICI Capital Services Limited (ICICI Capital), with ICICI Bank Limited (NYSE: IBN).


The Board of Directors of ICICI Bank at its meeting today approved the appointment of the following Additional Directors on the Board of the Bank with effect from the Effective Date of the merger:


1. Mr. R. Seshasayee, Managing Director, Ashok Leyland Limited
2. Mr. D. Sengupta, Chairman, General Insurance Corporation of India
3. Mr. L. N. Mittal, Chairman & CEO, LNM Group
4. Mr. Anupam Puri, Management Consultant
5. Ms. Kalpana Morparia
6. Mr. S. Mukherji

The Board approved the appointment of Mr. K. V. Kamath and Ms. Lalita D. Gupte, presently non-wholetime Directors of the Bank, as Managing Director & CEO and Joint Managing Director respectively, and Ms. Kalpana Morparia and Mr. S. Mukherji as Executive Directors, with effect from the Effective Date. The Board also approved the re-designation of Mr. H. N. Sinor as Joint Managing Director. The appointments are subject to the approval of RBI.


Said Mr. K. V. Kamath, "We are delighted that we have been able to obtain regulatory and statutory approvals for the merger within six months and would like to thank the authorities for their support".



Additional Information and Where to Find It


ICICI Bank and ICICI have made available Notice of the Shareholders' Meeting, a copy of the Scheme of Amalgamation and an Information Statement to their shareholders and American Depositary Receipt (ADR) holders. These documents contain important information about the merger. Shareholders and ADR holders are urged to read these documents carefully. Free copies of these documents may also be obtained from ICICI Bank and ICICI. ICICI Bank's and ICICI's filings with the Securities and Exchange Commission (SEC) are also available to the public from commercial document-retrieval services or from the SEC website at

Forward-Looking Statements

Except for the historical information contained herein, statements in this Release which contain words or phrases such as 'will', 'would', etc., and similar expressions or variations of such expressions may constitute 'forward-looking statements'. These forward-looking statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to our ability to successfully implement our strategy, future levels of non-performing loans, our growth and expansion in business, the adequacy of our allowance for credit losses, technological implementation and changes, the actual growth in demand for banking products and services, investment income, cash flow projections, our exposure to market risks as well as other risks detailed in the reports filed by us with the United States Securities and Exchange Commission. The Bank undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date thereof.


For further press queries :
ICICI: Mr Charudatta Deshpande
Head Corporate Communications,
Tel: 022-26538208
Fax: 022 26531116

For investor queries please call Rakesh Jha at 91-22-653 8902 or Anindya Banerjee at 91-22-653 7131 or email at