Bank's Code of Conduct for Board of Directors & Senior Management

• The Board of Directors of the Bank in its meeting held on 07.05.2012 recommended a dividend of Rs.5.50p. per share (@ 55%) for the Financial Year 2011-12.


• The Record date for payment of dividend is..28th June 2012 .. The dividend will be paid to the shareholders whose name appear in the Register of Members as on 28.06.2012.


• The Share Transfer Books shall be closed for a period of 6 days from 29th June, 2012 to 4th July, 2012 (both days inclusive) for the purpose of payment of dividend and also to determine the shareholders eligible to attend the Annual General Meeting of the Bank


• The dividend payout date for the Financial year 2011-12 is 11.07.2012

The Annual General Meeting of shareholders of the Bank shall be held on 5th July 2012 at 3.30 p.m. at Shilpakala Vedika, Shilparamam, Crafts Village, Near Hi-Tech City, Madhapur, Hyderabad-500 081 to transact the following business:

• To receive, consider and adopt the audited balance sheet as at 31st March, 2012 and the Profit and Loss account for the year ended on that date, the report of the Board of Directors on the working and activities of the Bank for the period covered by the Accounts and Auditors' Reports on the Balance Sheet and accounts;


• To declare dividend on equity shares.

Dear Sir,

Sub: ‘Green Initiatives’ – Communication to shareholders

The Ministry of Corporate Affairs vide its circular dated April 21st, 2011, has come up with a Green Initiative of permitting the service of documents upon the shareholders through e-mail or other permissible electronic modes instead of physical mode after the discontinuance of mode of ‘Under Certificate of Posting’ by the Postal Authorities and as a directional approach towards the IT Revolution.

As per the above notification, your Bank wishes to send the soft copy of the Annual Report for the Financial Year 2011-12 through e-mail.

We hereby seek your consent to send the Annual Report, other Notices, etc. pertaining to the shareholders to your e-mail id instead of physical copies.

All the shareholders holding shares in physical form are requested to send their consent either through e-mail or by post to us at the following address, duly informing their e-mail ids for the purpose.

our e-mail id: mbd@andhrabank.co.in

our address : The Company Secretary

                                     Merchant Banking Division

                                     Andhra Bank

                                     Head Office:Dr.Pattabhi Bhavan

                                     5-9-11, Saifabad

                                     Hyderabad - 500 004.

The shareholders holding shares in electronic form are requested to furnish their e-mail ids to their respective Depository Participants(DP) with whom they are holding the demat account for the above purpose.

Please note that whoever do not opt for electronic mode of information or whose e-mail ids are not registered or updated would be served information in the matter as provided in Section 53 of the Companies Act, 1956.

As the number of valid nominations received by the Bank is the same as the number of vacancies, in terms of Regulation 66 of the Andhra Bank (Shares and Meetings) Regulations, 2003, the aforesaid three candidates are deemed to be elected as Directors, from amongst the shareholders of the Bank (other than Central Government).

In terms of Clause 9 of the Nationalised Banks (Management and Miscellaneous Provisions) Scheme, 1980 they will assume office from 14th March 2012 and their term of office will be for a period of three years, i.e. till 13th March 2015.

Accordingly, the Extraordinary General Meeting to be held on 5th March, 2012, only for the purpose of Election of Directors from amongst the shareholders of the Bank (other than Central Government) stands CANCELLED.