United States Securities and Exchange Commission Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of May 2002 ICICI Bank Limited (Translation of registrant's name into English) 4th floor, South Tower ICICI 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 whether the registrant by furnishing the information con- tained in this Form is also thereby furnishing the information to the Commision Commission pursuant to Rule 12g 3-2(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. INDEX TO EXHIBITS Item ---- Item 1. Resolution in regard to authorised signatories of the Bank SIGNATURES 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 authorized. Dated: May 17, 2002 ICICI Bank Limited By: /s/ Nilesh Trivedi ----------------------------------- Name: Nilesh Trivedi Title: Assistant Company Secretary ICICI BANK True Extracts of the Minutes of the One Hundred and Fifteenth Meeting of the Board of Directors of the ICICI Bank Limited held on Friday, May 3, 2002 authenticated as per Section 54 of the Companies Act, 1956 8. Ongoing Compliance with United States Securities and Exchange Commission and New York Stock Exchange The Board noted that, in terms of the United States Securities Exchange Act of 1934 and pursuant to the listing agreement entered into by the Bank with New York Stock Exchange (NYSE), it is necessary to comply with various requirements of the United States Securities and Exchange Commission (US SEC) and the NYSE. The Board, therefore, decided to authorise the executives/officers of the Bank for filing of forms, returns, documents, annual report, etc. in order to comply with the requirements of US SEC and NYSE. The Board then passed the following Resolution: RESOLVED that the Managing Director & CEO, Joint Managing Directors, Executive Directors, Company Secretary and Assistant Company Secretary, be and are hereby authorised severally, to sign and file all forms, returns, documents, and to do all acts, deeds, matters and things as may be necessary, in order to comply with the requirements of the United States Securities and Exchange Commission (US SEC) and the New York Stock Exchange (NYSE) on an ongoing basis as also with the requirements of the Securities and Exchange Board of India and stock exchanges in India where the equity shares of the Bank are listed and traded. For ICICI Bank Limited Certified True Copy /s/ Nilesh Trivedi Nilesh Trivedi Assistant Company Secretary ICICI Bank Limited ICICI Towers, Tel (+91-22) 653 1414 Regd. Office: Landmark, Race Course Circle 4th Floor, South Tower, Fax (+9-22) 653 1167 Vadodara 390 007, India, Bandra-Kurla Complex Website www.icicibank.com Tel (+91-265) 339923/24/25 Mumbai 400 051, India Fax (+91-265) 339926