UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under the
Securities Exchange Act of 1934
For the month of June, 2026
Commission File Number 001-15216
HDFC BANK LIMITED
(Translation of registrant’s name into English)
HDFC Bank House, Senapati Bapat Marg,
Lower Parel, Mumbai. 400 013, India
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
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.
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HDFC BANK LIMITED |
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(Registrant) |
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| Date: June 26, 2026 |
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By: |
/s/ Ajay Agarwal |
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Name: |
Ajay Agarwal |
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Title: |
Company Secretary |
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Group Head – Secretarial & Group Oversight |
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EXHIBIT INDEX
The following documents (bearing the exhibit number
listed below) are furnished herewith and are made a part of this report pursuant to the General Instructions for Form 6-K.
Exhibit No. 99
Description
HDFC Bank Limited Announces Conclusion of Previously
Announced Legal Review
Exhibit 99
June 26, 2026
New York Stock Exchange
11 Wall Street,
New York,
NY 10005
USA
Dear Sir,
Sub: HDFC Bank Limited Announces Conclusion of Previously Announced
Legal Review
This is in furtherance to the intimation made
by the Bank on March 24, 2026 in relation to the appointment of external law firms (domestic and international), to conduct review regarding
Mr. Atanu Chakraborty’s resignation letter.
We now wish to inform you that following an extensive
review process, the external law firms have issued a detailed report. Please refer ‘Annexure A’ for more details.
This is for your information and appropriate dissemination.
Yours faithfully,
For HDFC Bank Limited
Sd/-
Ajay Agarwal
Company Secretary
Group Head – Secretarial & Group Oversight
Annexure A
HDFC Bank Limited Announces Conclusion of
Previously Announced Legal Review
This is further to the intimation dated March
24, 2026, wherein HDFC Bank Limited (the “Bank”) had announced initiation of a legal review. The review evaluated if any concern
was evident as raised in the statement made by Mr. Atanu Chakraborty in his resignation letter, and if Mr. Chakraborty recorded any dissent,
and whether it was addressed.
The Bank today announces the conclusion of the
legal review by external law firms.
Wilson Sonsini Goodrich & Rosati, P.C. (“Wilson
Sonsini”) and Wadia Ghandy & Co. (“Wadia Ghandy”) (together, “External Law Firms”) conducted the legal
review. The terms of reference for the review defined the relevant time period as the two years preceding Mr. Chakraborty’s resignation
and included, among other procedures to be performed, reviewing meeting minutes and agenda papers, conducting interviews, and reviewing
additional documents and information.
External Law Firms reviewed the minutes and agenda
materials of meetings of the Board and the relevant Committees during the reference time period. Further, the External Law Firms interacted
individually with each of the Independent Directors including the Chairpersons of the relevant Committees, the Managing Director &
Chief Executive Officer and other senior management personnel heading certain control and assurance functions of the Bank.
The External Law Firms have submitted their report
to the Board post the conclusion of the legal review.
The statement provided by External Law Firms is
given hereunder:
* * * *
External Law Firms conducted a thorough and objective
review of Mr. Chakraborty’s Statement, pursuant to the terms of reference. The legal review was conducted over a three-month period
and involved the review of thousands of documents and interviews of the Independent Directors and several members of senior management.
The Bank and External Law Firms repeatedly requested that Mr. Chakraborty speak with External Law Firms as part of the legal review, but
ultimately the interview with Mr. Chakraborty did not occur.
Having now completed an extensive legal review,
External Law Firms found that Mr. Chakraborty’s Statement and its implications were not substantiated by the record and witness
interviews. Specifically:
| · | The minutes of the meetings Mr. Chakraborty attended were a product of a comprehensive drafting, review
and approval process that afforded Mr. Chakraborty an opportunity to record any “happenings and practices” that purportedly
were not in congruence with his personal values and ethics; |
| · | No contemporaneous support for Mr. Chakraborty’s Statement was found in the Board or Board Committee
minutes or materials reviewed, or in contemporaneous communications about the review and approval of the minutes of meetings he attended; |
| · | Witness interviews did not support or substantiate the Statement; and |
| · | Although Mr. Chakraborty referred to the Dubai matter in post-resignation public statements, no contemporaneous
evidence was identified reflecting that he raised any concerns about his personal values and ethics, or that he disagreed with any decisions
made by the Board or relevant Board Committees, in connection with the Dubai matter (or any other matters that the Board and those Committees
addressed). |
In sum, the contemporaneous evidence reviewed
was inconsistent with Mr. Chakraborty’s Statement, and External Law Firms’ review did not identify any basis for the Statement.
