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Dhanlaxmi Bank Ltd.

BSE: 532180 Sector: Financials
NSE: DHANBANK ISIN Code: INE680A01011
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VOLUME 90672
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P/E 56.21
Mkt Cap.(Rs cr) 825
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OPEN 32.30
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VOLUME 90672
52-Week high 44.70
52-Week low 22.00
P/E 56.21
Mkt Cap.(Rs cr) 825
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Dhanlaxmi Bank Ltd. (DHANBANK) - Director Report

Company director report

Dear Shareholders

It gives the Board pleasure to place before you the highlights of your Bank'sperformance during the financial year 2016-17. Details of the achievements and initiativestaken by the Bank are provided in the 90th Annual Report of the Bank along withthe Audited Balance Sheet as at March 31 2017 and the Profit and Loss Account for theyear ended on that date. It has been a challenging year with the bank focusing on workingtowards improving its performance in the medium term.

Your bank's operating environment remained a cause for concern with the privateinvestment climate and economic sectors under same pressure.

Performance Highlights

The salient features of the Bank's performance for the financial year ended March 312017 are:

1. Profit & Loss – Key Highlights

Net Profit of Rs.8.81 crore in Q4 FY 2016-17 from a loss of Rs.131.60 croreduring the Q4 FY 2015-16.

For FY 2016-17 Net profits grew by 105.91% to Rs.12.38 crore from a loss ofRs.209.45 crore in FY 2015-16.

For FY 2016-17 Operating Profit grew by 2868 % to Rs.94.07 crore from Rs.3.28 crore reported during the FY 2015-16.

Net Interest Income of grew by Rs.26.92 crore from Rs.304.68 crore during FY2015-16 to Rs.331.6 crore during Y 2016-17. Y-o-Y growth 8.84%.

Non Interest Income of grew by Rs.34.30 crore from Rs.76.72 crore during FY2015-16 to Rs.111.02 crore during Y 2016-17. Y-o-Y growth 44.71%.

Operating Expense reduced by Rs.174 crore from Rs.1277.71 crore during FY2015-16 to Rs.1103.71 crore during FY 2016-17.

Net Interest Margin (NIM) improved to 2.76% during FY 2016-17 from 2.47%during FY 2015-16.

Cost of Funds reduced to 6.61% during FY 2016-17 from 7.5% during FY2015-16.

Cost Income ratio stood at 78.75% during FY 2016-17 compared to 99.14%during FY 2015-16.

Book Value per share increased to Rs.31.19 crore per share during FY 2016-17from Rs.28.63 crore in FY 2015-16

2. Balance Sheet- Key Highlights

CASA to total deposits stands at 29% during FY 2016-17 as compared to 25%during FY 2015-16.

CASA increased by Rs.483 crore to Rs.3325 crore during FY 2016-17 fromRs.2842 crore during FY 2015-16 registered growth of 17%.

Capital Adequacy Ratio stood at 10.26% as on March 31 2017 compared to7.51% as on March 31 2016.

Total Capital adequacy as at March 31 2017 stood at 10.26% with Tier Iratio at 9.01% and Tier II Capital at 1.25%. (meeting the norms prescribed by reservedBank of India)

3. Asset Quality- Key Highlights

Gross NPA reduced to Rs.315.60 crore during FY 2016-17 from Rs.458.92 croreduring FY 2015-16.

Net NPA reduced to 166.48 crore during FY 2016-17 from 193.19 crore duringFY 2015-16.

Gross NPA stands at 4.78% and Net NPA stands at 2.58% as on March 31 2017compared to 6.36% and 2.78% respectively as on Mach 31 2016.

Capital and Reserves

The Bank's Paid up capital and reserves was Rs.658.48 crore as on 31.03.2017. Thecapital adequacy ratio as per Basel II and Basel III was 10.49% and 10.26% respectively.

Total Business

The total Business of the Bank as on 31.03.2017 stood at Rs.17976.69 crore as againstRs.18737.77 crore as on 31.03.2016.

Deposits

The total Deposits of the Bank stood at Rs.11293.68 crore as on 31.03.2017 as againstRs.11353.76 crore as on 31.03.2016.

Advances

The Bank's total advance stood at Rs.6683.01 crore as on 31.03.2017 as againstRs.7384.01 crore as on 31.03.2016.

PRIORITY SECTOR ADVANCES

Your Bank continued its prudent approach towards priority sector lending in conformitywith the national policies regulatory expectations and fulfillment of social objectives.The Bank's priority sector advances stood at 45.31% and its agricultural advance was at19.26% of the adjusted net bank credit. The weaker section advances were at 11.95% whichwas above the prescribed norm of 10%.Lending under various socio-economic schemes hadshown satisfactory progress.

Profitability

The bank's operating profit during the year was Rs.94.07 crore as against Rs.3.28 croreduring the previous year. The bank declared a net profit of Rs.12.38 crore during the yearunder report and the same at the previous year was Rs.(209.45) crore.

Dividend

The Board has not recommended any dividend in the financial year 2016 – 2017.

Vision & Mission

Our Vision: "Banking on Relationships forever".

Our Mission: To Become a Strong and Innovative Bank with Integrity and SocialResponsibility to Maximise Customer Satisfaction as well as that of the EmployeesShareholders and the Society.

Non-Performing Assets

The recovery of NPA had been affected by some of the external factors including Govt.Policies. However the various monitoring / recovery measures employed by the Bank helpedin restricting further slippages into NPA to a considerable extent and ensured reasonablerecovery from the existing NPA accounts. The provision requirement for current year wasRs.76.42 crore as against Rs.93.73 crore in the previous financial year.

During the year the new slippage to NPA in the Bank was Rs.154.76 crore in comparisonwith the figure of Rs.250.75 crore of the previous year.

The total recovery in NPA which includes cash recovery and upgradation during thecurrent fiscal was Rs.109.12 cores. The corresponding figure of the past year wasRs.176.72 crore.

Both the Gross NPA and net NPA percentage reduced from 6.36% to 4.78% and 2.78% to2.58% respectively during the financial year 2016-17.

The provision coverage ratio (PCR) which was 75.67% as on 31.3.2016 improved to 79.99%as on 31.3.2017.

Customer Service

The Bank attaches very high importance to the quality of customer service renderedacross its branches / offices. It took a series of measures during the year throughdeployment of technology and for significantly enhancing service quality. A well definedand full-fledged Customer Grievance Redressal Mechanism is put in place in the Bank.

The Customer Service Committees comprising of Bank personnel as well as ourconstituents monitors the implementation of customer service measures periodically.Customer Service Committee of the Board have been formed at the apex level and CustomerService Commities at branches also for monitoring service quality and bringing aboutimprovements in this area on an ongoing basis. The Bank has a 24 x 7 Phone Banking CallCentre at Thrissur as an outsourced model to cater to customer needs across the country.

The Bank is a member of Banking Codes & Standards Board of India (BCSBI) and isactively implementing the Code of Commitment to Customers as also the Code for Micro andSmall Enterprises formulated by the BCSBI. In the annual Compliance survey conducted byBCSBI on implementation of BCSBI Code the Bank has achieved "Above Average"rating for compliance amidst total 51 banks (including public sector private sector andforeign banks) surveyed across the major parameters such as customer centricityinformation dissemination customer feedback and transparency. 2733 branches of 51 memberbanks were covered. Survey and verification was done on 90 parameters of the code. Around8485 customers were interviewed to elicit their views on 13 parameters. The ratingexercise was done with the help of the methodology and framework developed by CRISIL.

Also the Bank has been successful in achieving a "High Level" of compliancewith regard to the "Grievance Redressal" segment. The Bank achieved a higherscore of 93 in "Grievance Redressal" in the current rating as against 88 in 2015in "Grievance Redressal" segment.

During the financial year 2016 -17 the Bank received 8211 complaints as against atotal of 5411 complaints received in the previous financial year. The organized structurefor handling complaints at Branches Regional offices ATM Reconciliation Desk CallCentre and Corporate Office who are in turn handling all transactions and services for thecustomers has helped the Bank in better customer service and early resolution ofcomplaints.

Customer Touch Points

The Bank's customer outlets stood at 644 as on 31.03.2017 comprising 260 branches 371ATMs 11 RPCs CPC & Treasury. We have concentrated on consolidating our operationsacross the country and thereby aiming at utilizing our branches to their fullestpotential.

The following important products and services were introduced during the year for thebenefit of the customers:

Implementation of Bharath Bill Payment System (BBPS)

Bharat Bill Payment System (BBPS) is an integrated bill payment system in offeringinteroperable and accessible bill payment service to customers through a network ofagents enabling multiple payment modes and providing

Particulars Contact Centre ATM Recon CO & RO Banking Ombudsman Total
No. of complaints outstanding at the beginning of the year 9 26 2 2 39
No. of complaints received during the year 2701 5351 143 16 8211
No. of complaints resolved during the year 2699 5352 143 15 8209
No. of complaints pending during the year 11 25 2 3 41

instant confirmation of payment. We have received the necessary approval from RBI toact as BBPOU in the Bharat Bill Payment System (BBPS).

Introduction of IMPS (Immediate Payment Services) in our Retail InternetBanking module which helps the users to transact 24*7*365 days.

With the introduction of Immediate Payment Services IMPS module in Retail InternetBanking (RIB) customers have the facility of round the clock banking facility for fundtransfer even on holidays.

Distribution of Mutual Fund Products

Bank started Mutual Fund distribution business on 1st April 2008. The ARNlicense for Mutual Fund distribution expired in 2014. As per the Board approval we haverenewed the license and now we have revamped Mutual Fund distribution through our branchoffices. Presently the bank is empanelled with 22 Mutual Fund companies for distributionof Mutual Fund business.

Pre approved Credit Card for Liability Customer with One Year Vintage andAverage Monthly Balance of Rs.50000/- above for last One Year.

Our credit card department is having a capacity to handle much higher volumes comparedto the current base of only 7039 cards without incurring further expenses. The surge innumbers will give additional income to Bank and increase in productivity of availableresources. Bank has come up with pre approved cards to our existing customer base withmore than one year vintage and average balance of Rs.50000/- above which has given aboost to our credit card numbers. We have offered credit limit equal to Average MonthlyBalance of customer with minimum limit of Rs.50000/- and maximum limit of Rs.200000/-

New module for marking Form 15G / 15H and thereby recording TDS waiver inCore Banking system complying with regulatory requirements.

Based on revised guidelines from Directorate of Income Tax (Systems) on collection ofForm 15G / 15H from depositors marking Tax waiver and reporting the same to Income TaxDepartment vide Notification No.4/2015 dated 1st December 2015 we havedevised new CBS module on collection of Form 15G/15H and TDS waiver marking. The modulewas developed by M/s. IT Flux Technologies Pvt. Ltd who have been already associated withus for development of web based portals for APY / PMJBY / PMSBY and other governmentprojects like NPCI / MMS / Gold Bond Schemes etc.

Investor Education and Protection Fund

During the year the Bank transferred Rs. 2017696/- being the unclaimed / unpaiddividend for the financial year 2008-09 to the investor Education and Protection Fund(IEPF) in accordance with the provisions of Section 125 of the Companies Act 2013.

Listing on Stock Exchanges

The Equity shares of the Bank are listed on BSE Ltd. and National Stock Exchange ofIndia Ltd. The Bank confirms that it has paid the listing fees to all the Stock Exchangesfor the financial year 2017-18.

Particulars regarding conservation of energy Technology Absorption and ForeignExchange Earnings and outgo

The Bank has undertaken various initiatives for energy conservation at its premises.Further the Bank has used information technology extensively in its operation andconsistently pursuing its goal of technological upgradation in a cost effective manner fordelivering quality customer service.

The Company being a banking company and an Authorized Dealer in Foreign Exchange hastaken all possible steps to encourage export credit.

Number of cases filed if any and their disposal under Section 22 of the SexualHarassment of Women at workplace (Prevention Prohibition and Redressal) Act 2013

The Bank has zero tolerance approach towards any action on the part of anyexecutive/employee which may fall under the ambit of "Sexual Harassment" at workplace and is fully committed to uphold and maintain the dignity of woman staff working inthe Bank. The policy provides for protection against sexual harassment of women at workplace and for prevention and redressal of such complaints. All the employees (permanentcontractual temporary trainees) are covered under this policy.

Number of complaints pending as on the beginning of the financial year - Nil

Number of complaints filed during the financial year - Nil

Number of complaints pending as on the end of the financial year - Nil

Particulars of employees

The Bank has no employee whose particulars are required to be given in terms of Section197 of the Companies Act 2013 read with Rule 5 (2) of Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014.

The ratio of the remuneration of each Director to the median employees' remunerationand other details in terms of Section 197 (12) of the Companies Act 2013 read with Rule5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014are annexed to this report.

Green Initiatives in Corporate Governance

The Bank supports and pursues the ‘Green Initiative' of the Ministry of CorporateAffairs. All the documents including the notice and explanatory statement of AnnualGeneral Meeting Audited Financial Statements Director's Report and Auditor's Report isbeing sent electronically to all shareholders who have registered their e-mail addresseswith their Depository Participants or with the Bank's Registrar & Transfer Agents.Shareholders holding shares in electronic form are requested to update their e mailaddresses in their respective DP accounts. Shareholders holding shares in physical formare requested to update their e mail addresses with Bank's Registrar and Transfer Agentsby a written request if they require electronic delivery of documents.

ANTI-MONEY LAUNDERING (AML)

Transactions processed through the Core Banking Solution is monitored for identifyingthe transaction of suspicious nature if any using Infra Soft Technologies Ltd.–AMLapplication to discharge the obligation cast on the Bank under Prevention of MoneyLaundering Act. New software from M/s. Ospyn Technologies P Ltd. is made use of forcustomer on-boarding which takes care of the need for compliance of various regulationsunder PML Rules/ Banking Regulation Act Income Tax rules etc.

The Bank has attached great importance to compliance of KYC/ AML/CFT norms by thecustomers as per the Reserve Bank of India directive in the interest of nation.

Directors

The composition of the Board of Directors of the Bank is in accordance with the BankingRegulation Act 1949 the Companies Act 2013 Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015 and the best practicesof Corporate Governance. As on March 31 2017 the Board comprises 9 Directors includingManaging Director & CEO 7 non-executive Directors and 1 nominee Director. All theDirectors have rich experience and specialized knowledge in various sectors like bankingeconomics law co-operation and accountancy. The remuneration / sitting fees paid to theDirectors during the year is disclosed in Report on Corporate Governance.

There are 5 independent Directors on the Board of the Bank as on March 31 2017.Declarations have been taken from Independent Directors as required under the CompaniesAct 2013 Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 and RBI guidelines.

Changes in the Board

Dr. Jayaram Nayar was appointed as part-time Chairman on the Board of the Bank w.e.fApril 06 2016.

Sri. Arun Rao M.G and Sri. P.S Sreekumar were appointed as Additional Directors on theBoard of the Bank w.e.f July 04 2016 and as non-executive independent Directors at theAnnual General Meeting held on September 29 2016.

Sri. Gopinathan C.K was appointed as Additional Director on the Board of the Bank w.e.fAugust 112016 and as non-executive Director at the Annual General Meeting held onSeptember 29 2016.

Sri. K. Jayakumar Sri. E. Madhavan and Sri. Susobhan Sinha ceased to be Directors onthe Board of the Bank w.e.f April 28 2016 September 29 2016 and March 02 2017respectively. The Board places on record its appreciation for the invaluable servicesrendered by them during their tenure as Directors on the Board of the Bank.

Composition of Audit Committee

The Board of the Bank has constituted a five member Audit Committee. All the fivemembers of the Committee are non-executive Directors with Mr. Chella K Srinivasan who isa Chartered Accountant as its Chairman and Dr. Lakshmy Devi K.R

Mr. P.Mohanan Mr. Arun Rao M.G and Mr. S.T Kannan as the other members. The Committeehas been constituted in accordance with regulatory requirements. The terms of reference ofthe Committee are in accordance with the Companies Act 2013 Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015 and RBIguidelines.

Declaration By Independent Directors

The Bank has duly obtained necessary declarations from each independent Director underSection 149(7) of the Companies Act 2013 that he/she meets the criteria of independenceas laid down in the Section 146(6) of the Companies Act 2013 and Regulation 16 of SEBI(Listing Obligation and Disclosure Requirements) Regulations 2015. The Bank has alsoobtained the ‘Fit & Proper' declaration as prescribed by the Reserve Bank ofIndia.

Policy on appointment and remuneration of Directors

The Nomination & Remuneration Committee recommends the appointment / reappointment/ continuation of Directors to the Board after conducting due diligence of the Directorson the basis of the "fit& proper" criteria prescribed by RBI along with theprovisions of the Companies Act 2013 Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 and the Nomination Policyapproved by the Board. The Board will take the appropriate action based on therecommendations of the Nomination & Remuneration Committee.

The criteria for determining qualifications positive attributes and independence ofDirectors to be appointed / re-appointed or for continuation of Directors includeinter-alia the following:-

• Ensuring that the appointment / re-appointment / continuation is in conformitywith the provisions of the Banking Regulation Act 1949 RBI guidelines Companies Act2013 and Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015

• Ensuring that the criteria for independence of Directors as stated in theCompanies Act 2013 and Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 is complied with in case of independentDirectors

• Ensuring that the person does not attract any disqualification as per theBanking Regulation Act 1949 RBI guidelines Companies Act 2013 and Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015;

• Special knowledge or practical experience in various fields as enumerated inSection 10A(2)(a) of the Banking Regulation Act 1949 or any other field which may beuseful to the Bank;

• Professional knowledge and experience;

• Experience in the field of banking / finance sectors;

• Interest in NBFCs and other entities;

• Relatives connected with the Bank;

• Fund and non-fund facilities availed from the Bank;

• Defaults if any by the Director or interested with respect to the creditfacilities availed from any Bank;

• Professional achievements relevant to the office of Directorship;

• Prosecution if any pending or commenced or resulting in conviction in the pastagainst the director and / or against any of the interested entities for violation ofeconomic laws and regulations;

• Criminal prosecution if any pending or commenced or resulting in conviction inthe past against the Director;

• Any other factors as the Nomination & Remuneration Committee may think fitfor the purpose of considering the appointment / re-appointment / continuation as DirectorThe Bank has a Board approved Compensation Policy which deals with the compensation &benefits of the Employees of the Bank and Whole-time Directors.

The objectives of the Compensation Policy of the Bank inter-alia includes to provide afair and persistent basis for motivating inspiring and rewarding the employeesappropriately according to their jobs/role size performance accomplishmentscontribution skill aptitude and competence to implement standards on sound compensationpractices and incentives and to provide effective governance of compensation payable tothe employees alignment of compensation with prudent risk taking and effectivesupervisory oversight. The disclosure requirement of the remuneration is separatelyprovided in "Disclosure under Basel III norms." The Board considers therecommendations of the Nomination

& Remuneration Committee and approves the remuneration with or withoutmodifications subject to regulatory approvals. The remuneration payable to Whole-timeDirectors/MD & CEO is subject to prior approval of the Reserve Bank of India (RBI).Therefore the remuneration or any revision in remuneration to Whole-time Directors/MD& CEO is payable only after receipt of the approval from RBI.

The non-executive Directors are paid sitting fees for attending each meeting of theBoard of Directors or any Committee thereof as approved by the Board within thepermissible limit prescribed under the Companies Act 2013 Securities and Exchange Boardof India (Listing Obligations and Disclosure Requirements) Regulations 2015 and otherregulatory guidelines as amended from time to time. The Board while recommending anychange in the sitting fees considers various factors like size and complexity oforganization comparison with the peer banks and regulatory guidelines as applicable.Apart from sitting fees the Bank does not pay any other remuneration to the non-executiveDirectors. The total remuneration paid to MD & CEO and non-executive Directors for thefinancial year 2016-17 is included in the Report on Corporate Governance forming part ofthis Report.

The Remuneration Policy of the Bank is hosted on the website of the Bankhttp://www.dhanbank.com/investor_relations/inv_stat_ policy.aspx.

Board Level Performance Evaluation

Pursuant to the provisions of the Companies Act 2013 and Securities and Exchange Boardof India (Listing Obligations and Disclosure Requirements) Regulations 2015 theperformance evaluation of the Board as a whole the individual Directors and variousCommittees of the Board are undertaken annually. The evaluation of the individualDirectors is being done in the absence of the Director being evaluated.

A separate meeting of independent Directors evaluates the performance ofnon-independent Directors Chairman and the Board as a whole. The separate meeting ofindependent Directors is held once in a year.

The criteria for performance evaluation of Directors Board and its Committees includeinter-alia the following:

• Attendance at Board and various Committee meetings;

• Participation and contribution in Board and Committee meetings;

• Composition of the Board and its diversity;

• Roles of various Committees of the Board;

• Compliance and understanding of regulatory requirements;

• Contribution to effective corporate governance and transparency in the Bank'soperations;

• Updation of Knowledge and familiarization programmes conducted for Directors;

• Appropriateness of decisions made by the Board and its Committees;

• Quality quantity and timeliness of flow of information to the Board;

• Understanding by individual Directors for their roles and responsibilities asDirector;

• Contributions towards the performance and strategies of the Bank;

• Conduct of Meetings;

• Professionalism in the Board and Committees

Changes in Key Managerial Personnel (KMP)

There were no changes in Key Managerial Personnel (KMP) in the financial year 2016-17.

Explanation for the Auditor's Comments in the Report

The auditors report for the year 2016-17 does not contain any qualifications.

Secretarial Auditors and Secretarial Audit Report

Pursuant to Section 204 of the Companies Act 2013 the Board had appointed Sri. M.Vasudevan Practicing Company Secretary Thrissur as the Secretarial Auditor to conductthe

Secretarial Audit of the Bank for the financial year 2016-17. The Bank has provided allassistance and facilities to the Secretarial Auditor for conducting their audit. Thereport of the Secretarial Auditor is annexed to this report. The Secretarial Audit Reportfor the financial year 2016-17 does not contain any qualification.

Corporate Governance

A separate report on Corporate Governance as required under the Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015 andcertificate from Sri. M. Vasudevan Practicing Company Secretary certifying compliancewith the conditions of Corporate Governance are annexed to this report.

Number of Board Meetings

A total of 9 Board Meetings were held during the year. The Board meetings were held inaccordance with the regulatory requirements. The details of the meetings held are providedin the Corporate Governance Report that forms part of this Annual Report.

Extracts of Annual Return

Pursuant to Section 92 (3) of the Companies Act 2013 read with Rule 12 (1) of theCompanies (Management and Administration) Rules 2014 Extract of Annual Return as on thefinancial year ended March 31 2017 in Form No. MGT - 9 is annexed to this report.

Related Party Transactions

The Bank has adopted the "Policy on materiality of related party transactions anddealing with related party transactions" in accordance with the provisions of theCompanies Act 2013 and the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015. The Policy is hosted on the website of theBank www.dhanbank.com/investor_ relations/inv_stat_policy.aspx.

During the financial year the Bank did not enter into any related party transactionswith its Directors or their Relatives that would potentially conflict with and / oradversely affect the interests of the Bank except the outstanding vehicle loan advancedto the Chief Financial Officer rent advance to Company Secretary and the remunerationpaid to the Managing Director & CEO Chief Financial Officer and Company Secretary.There was no related party transaction for which Form AOC-2 was applicable.

Material Changes and Commitments affecting Financial Position of the Bank

There are no material changes and commitments affecting the financial position of theBank which has occurred between the end of the financial year of the Bank i.e March 312017 and the date of Director's Report i.e August 11 2017.

Subsidiary Companies

The Bank does not have any subsidiary companies.

Strictures and Penalties

During the last three years there were no penalties or strictures imposed on the Bankby the Stock exchanges(s) and/or SEBI and/or any other statutory authorities on mattersrelating to capital market. There are no significant and material orders passed by theregulators or courts or tribunals impacting the going concern status of the Bank or thefuture operations of the Bank.

Management Discussion and Analysis Report

This has been dealt with in a separate section in the Annual Report.

Director's Responsibility Statement

Pursuant to the provisions of Section 134 (5) of the Companies Act 2013 with respectto the Director's Responsibility Statement it is hereby confirmed that:-

(a) in the preparation of the annual accounts for the year ended March 31 2017 theapplicable accounting standards had been followed along with proper explanation relatingto material departures;

(b) the Directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Bank at the end of the financial year 2016-17 andof the profit and loss of the Bank for that period.;

(c) the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Bank and for preventing and detecting fraud and other irregularities;

(d) the Directors had prepared the annual accounts on a going concern basis;

(e) the Directors had laid down internal financial controls to be followed by the Bankand that such internal financial controls are adequate and were operating effectively; and

(f) the Directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

Acknowledgements

The Board of Directors places on record its gratitude to the Government of IndiaReserve Bank of India State Governments Securities and Exchange Board of India and otherRegulatory bodies including stock exchanges where the Bank's shares are listed for theirsupport and guidance. The Board also places on record its gratitude to the Bank'scustomers shareholders other stakeholders and well wishers for their valued patronage.The Board further places on record its appreciation for the valuable services rendered byM/s Sridhar & Co. Statutory Central Auditors of the Bank. The Board expresses itssincere appreciation for the dedicated services rendered by officers and employees of theBank at all levels.

By Order of the Board
Place: Thrissur Sd/
Date: 11-08-2017 (Dr. Jayaram Nayar)
Chairman