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RBL Bank Ltd.

BSE: 540065 Sector: Financials
NSE: RBLBANK ISIN Code: INE976G01028
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VOLUME 1425504
52-Week high 268.90
52-Week low 123.70
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Mkt Cap.(Rs cr) 8,632
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
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RBL Bank Ltd. (RBLBANK) - Director Report

Company director report

DEAR MEMBERS

The Board of Directors of RBL Bank Limited ("the Bank") takegreat pleasure in presenting the 78th Annual Report of the Bank along with the Auditedstatement ofaccounts forthe financial year ended March 312021.

A. FINANCIAL PERFORMANCE

The comparative standalone financial performance of the Bank for thefinancial year ended March 312021 with that of March 312020 is summarized in thefollowing table:

(R in crore)
Particulars FY 21 FY 20 Change(%)
Advances (Net) 58623 58019 1.0%
Deposits 73121 57812 26.5%
Net interest income 3788 3630 4.4%
Other income 2058 1910 7.7%
Net total income 5846 5540 5.5%
Operating expenses 2755 2826 (2.5)%
Provisions and contingencies 2583 2208 16.9%
Net profit 508 506 0.4%
Gross NPA ratio 4.34% 3.62% -
Net NPA ratio 2.12% 2.05% -
Capital Adequacy Ratio 17.50% 16.45% -
Business peremployee 16.86 16.04 5.08%
Business per branch 307.10 300.08 2.34%
Appropriations
Transfer to Statutory Reserve 127.00 127.00 -
Transfer to Capital Reserve 58.00 29.00 -
Transfer to Revenue and Other Reserves 300.00 175.00 -
Transfer to Investment Fluctuation Reserve 39.00 51.50 -
Transfer to / (from) Investment Reserve (8.00) 8.00 -
Dividend for the year including tax thereon - 231.21 -

The Bank posted a net total income of R 5846 crore and net profit of R508 crore for financial year ended 2020-21 as against a net total income of R 5540 croreand net profit of R 506 crore for financial year ended 2019-20 which is an increase of5.5% and increase of 0.4% respectively over financial year ended 2019-20.

Appropriations from net profit have been done as detailed herein above.

B. BUSINESS UPDATE AND STATE OF AFFAIRS OF THE BANK

The details on the business update and state of affairs of the Bank areseparately provided in Management Discussion and Analysis Report which forms an integralpart of the Annual Report.

C. UPDATE ON COVID-19 PANDEMIC

The impact of coronavirus ("COVID-19") Pandemic on India hasbeen largely disruptive in terms of economic activity as well as a loss of human lives. Inview of COVID-19 outbreak and consequent measures taken by national/ various stategovernments your Bank has taken various precautionary measures in line with variousguidelines issued by the Reserve Bank of India ("RBI") and Indian Banks'Association ("IBA").

During the COVID-19 Pandemic the Bank had taken proactive actionsacross all aspects of risks impacting the business safety of staff and businesscontinuity from operational risk likely impact on asset quality from credit risk tradingrisk due to sharp change in underlying risk factors in the investment book and liquiditypressure owing to disruptions under civic lockdown etc.

The Reserve Bank of India ("RBI") and the Government of Indiacame out with several policies and guidelines to mitigate the impact of the COVID-19Pandemic and provide relief to the borrowers impacted by the pandemic. In accordance withthe applicable regulatory guidelines related to the COVID-19 Pandemic your Bank framedvarious policies and guidelines and took all necessary steps for their properimplementation as were required in this regard.

The Bank's capital and liquidity position remained strong and willcontinue to be one ofthe keyfocus areas forthe Bank.

D. FINANCIAL DISCLOSURES Dividend

The Bank did not declare Final Dividend for the financial year ended2019-20 pursuant to RBI circular no. DOR.BP.BC.No.64/21.02.067/2019-20 dated April 172020 and RBI Circular no. DOR.BP.BC.No.29/21.02.067/2020-21 dated December 4 2020directing all banks shall not make any dividend payment on equity shares from the profitspertaining to the financial year ended March 312020.

Further RBI circular no. DOR.ACC.REC.7/21.02.067/2021-22 dated April22 2021 directed that Commercial banks may pay dividend on equity shares from the profitsfor the financial year ended March 312021 subject to the quantum of dividend being notmore than fifty percent of the amount determined as per the dividend payout ratioprescribed in paragraph 4 ofthe May 42005 circular of RBI. The Bank considered it prudentto not propose any dividend forthe financial year ended March 31 2021 in light ofthesituation developing around COVID-19 Pandemic in the countryand related uncertaintythat itcreates.

The Dividend Distribution Policy formulated in accordance with theprovisions of Regulation 43A of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 ("SEBI ListingRegulations") as approved by the Board is available on the website ofthe Bank athttps://ir.rblbank.com/.

Capital Raising

During the financial year 2020-21 your Bank raised capital to the tuneof R 1576.05 crore as detailed hereunder:

• raised capital to the tune of R 1566.00 crore by way ofissuance of 88474577 equity shares of R 10/- each fully paid-up on Preferential basis("Preferential Issue") at a price of R 177/- per equity share (includingpremium of R 167/- per equity share).

• the Bank also added R 10.05 crore (including share premium) toits paid-up equity capital by way of issuance/allotment of equity shares pursuant toexercise of stock options by the employees ofthe Bank under various Employees Stock OptionPlans.

Consequent to the above issuances the paid-up equity share capital ofyour Bank increased by R 89.32 crore and share premium increased by R 1484.78 crore(after adjusting the share issue expense of R 1.95 crores). The issuances were madepursuant to the Board Shareholders and regulatory approvals as applicable. This hasresulted in significantly strengthening the Bank's capital structure making the Bank wellplaced to navigate the uncertain environment caused by the COVID-19 Pandemic as well ascapitalize on the growth opportunities likely to come due to revival in economic growthand consolidation in favour of well capitalized players with niche expertise.

The paid up Equity Share Capital of the Bank as on financial year endedMarch 31 2021 stood at R 598.02 crore divided into 598020398 equity shares of R 10/-each.

During the financial year under review there has been no change in theAuthorized share capital ofthe Bank. The Authorized share capital of the Bank as at March31 2021 stood at R 700 crore divided into 700000000 equityshares ofR 10/-each.

The Equity shares of your Bank continue to remain listed on BSE Limitedand National Stock Exchange of India Limited. The Unsecured Redeemable Non-ConvertibleDebentures issued by the Bank on a private placement basis are listed on BSE Limited.

The Bank has paid the listing fees as payable to the BSE Limited andNational Stock Exchange of India Limited for the financial year ended 2020-21 within thestipulated time.

Capital Adequacy Ratio

Your Bank is well capitalized with a Capital Adequacy Ratio("CAR") of 17.50 % as on March 312021 as against the minimum requirement of10.875%. Your Bank complies with the Capital Adequacy guidelines of Reserve Bank of India("RBI") also known as 'Basel III Guidelines'.

Net Worth

Your Bank's net worth as on March 312021 is R 12253.64 crore. Itcomprises of paid-up equity share capital ofR 598.02 crore and reserves of R 11655.62crore (excluding Revaluation Reserve Investment Reserve Foreign Currency TranslationReserves and Intangible and Deferred Tax assets).

E. CORPORATE GOVERNANCE

Your Bank's philosophy on Corporate Governance is aimed at efficientconduct of business operations and meeting its obligations towards the stakeholders. YourBank is committed

to be transparent and merit-based organization and ensures fairnesstransparency and responsiveness in all its dealings. The Bank understands itsresponsibility towards all the stakeholders and strives hard to meet their expectations.The corporate structure business operations and regulatory compliance of the Bank havebeen strictly aligned to the Corporate Governance Philosophy ofthe Bank.

A detailed Corporate Governance Report as envisaged under Regulation34(3) ofthe SEBI Listing Regulations is annexed as Annexure I to this Report.

The Certificate issued by M/s. Alwyn Jay & Co. Practicing CompanySecretary confirming compliance with the conditions of Corporate Governance as stipulatedin SEBI Listing Regulations is annexed as Annexure IA and forms an integral part ofthis Report.

F. BUSINESS RESPONSIBILITY REPORT

Pursuant to Regulation 34(2)(f) ofthe SEBI Listing Regulations aBusiness Responsibility Report ("BRR") has to be furnished by top One Thousandlisted companies based on market capitalization in the format prescribed by SEBI.Accordingly the report describing the initiatives taken by the Bank from anEnvironmental Social and Governance ("ESG") perspective is presented in aseparate section forming part of this Annual Report. The BRR is available on the websiteof the Bank at https://ir.rblbank.com/.

The Bank has identified sustainability as a key core area ofoperations. Therefore it has decided to come up with an integrated report as perIntegrated Reporting Council's (IRC) recommendations. The Bank also publishes standalonesustainability reports based on <IR> and GRI framework since the financial yearended 2018. This integrated report is a testament of maturity of Bank's ESG framework overtime. The integrated sustainability report for the financial year ended 2020-21 also formsan integral part of this Report.

Any Member interested in obtaining a copy of BRR may write to theCompany Secretary of the Bank at the Registered Office of the Bank or by email atinvestorgrievanoes@rblbank.com.

G. STATUTORY DISCLOSURES Annual Return

In terms of section 92(3) read with section 134(3)(a) of the CompaniesAct 2013 and rule 12(1) of the Companies (Management and Administration) Rules 2014; theAnnual Return ofthe Bank in the prescribed Form MGT-7 is being made available on thewebsite of the Bank at https://ir.rblbank.com/.

Conservation of Energy and Technology Absorption

Summary of measures taken by your Bank with respect to conservation ofenergy and technology are covered in Management Discussion and Analysis Report andBusiness Responsibility Report forming part of this Annual Report. Your Bank is constantlypursuing its goal of upgrading technology

to deliver quality services to its customers in a cost-effectivemanner.

Foreign Exchange Earnings and Outgo

During the financial year ended March 312021 your Bank earned R139.77 crore and spent R 185.74 crore in foreign currency. This does not include foreigncurrency cash flows in derivatives and foreign currency exchange transactions.

Board of Directors

The Board of Directors ("Board") of your Bank is constitutedin accordance with the provisions ofthe Companies Act 2013 the Banking Regulation Act1949 ("the BR Act 1949") SEBI Listing Regulations and the ArticlesofAssociation ofthe Bank.

The Bank has always embraced the importance of a diverse Board with anoptimum combination of Independent & Non-Independent Directors equipped withappropriate balance of both technical and behavioral skills experience and diversity ofperspectives as relevant for the banking business; thereby ensuring effective Boardgovernance while discharging its fiduciary obligations towards the stakeholders oftheBank.

Thus in line with the above the Board of the Bank is well structuredand comprises of eminent personalities having wide diverse & practical experience andcomprehensive professional credentials behavioral skill sets and knowledge which helpsthe Bank to gain insights for strategy formulation and direction setting thus addingvalue to its growth objectives.

The Board of the Bank is equipped with appropriate balance of skillsets inter-alia in Accountancy Agriculture and Rural Economy Banking EconomicsFinance Law Information Technology Payment & Settlement Systems Human ResourcesRisk Management Business Management Regulatory Supervisions Leadership EntrepreneurDomain/lndustry Specialist Networking Regulatory Affairs Advertising/ brand andcommunication strategy Consumer Behavior Capital Markets Global Economics GovernanceTrade and Structured Finance Finance for MSMEs Industrial Relations OrganizationDesign Institutional Development Compliance Business Strategy and Corporate PlanningInvestor relations Marketing microbanking incl Microfinance Consultancy AdvisoryPolicy advocacy Capacity & Institutional building Planning General ManagementTreasury Foreign Exchange Business & Commerce and Rural Development which areuseful to the Bank's business.

The Bank adheres to the process and methodology prescribed by theReserve Bank of India in respect ofthe 'Fit & Proper' criteria as applicable toPrivate Sector Banks signing of deed of covenants which binds the Directors to dischargetheir responsibilities to the best of their abilities individually and collectively inorder to be eligible to be appointed/re-appointed as a Director ofthe Bank. The saiddeclarations are obtained from all the Directors on an annual basis and also at the timeof their appointment / re-appointment in compliance with the said laws. An assessment onwhether the Directors fulfil the said criteria is also carried out by the Nomination andRemuneration Committee and the Board on an annual basis and before considering theircandidature for re-appointment.

As on March 312021 the Board comprised of nine (9) Directors out ofwhich two (2) Directors were Executive/Whole-time Directors (oneofwhom being ManagingDirector&Chief Executive Officer) four (4) Directors were Non-Executive IndependentDirectors (one of whom being the part-time Chairman of the Bank and one being anIndependent Woman Director) and Three (3) Directors were Non-Executive Non IndependentDirectors.

Further two Additional Non-Executive Independent Directors wereappointed by the Board on May 21 2021 thus as on the date of this Report the Board ofthe Bank comprises of eleven (11) Directors out of whom two (2) Directors are Executive/Whole-time Directors (one of whom is Managing Director & Chief Executive Officer) Six(6) Directors are Non-Executive Independent Directors (including Part-time Chairman oftheBank and one Women Independent Director) and Three (3) Directors are Non-ExecutiveNon-Independent Directors (subject matter experts including one Woman Director).

During the year under review and uptothe date of this Report thefollowing changes took place in the composition of the Board:

Approvals at the 77th Annual General Meeting of the Bank

The Members at the 77th Annual General Meeting held on July 17 2020had approved the following:

• Appointment of Ms. Veena Mankar (DIN: 00004168) as aNon-Executive Non Independent Director ofthe Bank.

• Appointment of Ms. Ranjana Agarwal (DIN: 03340032) as aNon-Executive Independent Director of the Bank for a term of five consecutive years i.e.from November 30 2019 to November 29 2024.

• Re-appointment of Mr. Rajeev Ahuja (DIN: 00003545) as anExecutive Director of the Bank for a period of three years with effect from February 212020 with revision in his remuneration.

• Re-appointment and revision in remuneration of Mr. PrakashChandra (DIN: 02839303) as Non-Executive Part Time Chairman of the Bank. Further theapproval of Reserve Bank of India was received vide email dated June 172020 for revisionin his remuneration and re-appointment as Part time Chairman of the Bank till July 232021.

Appointments

• Mr. Vimal Bhandari (DIN: 00001318) was appointed as AdditionalNon - Executive Non Independent Director of the Bank by the Board of Directors at theirmeeting held

on October 1 2020 on the recommendation of Nomination and RemunerationCommittee ofthe Board to hold office up to the date of ensuing Annual General Meetingofthe Bank ("AGM").

• Dr. Somnath Ghosh (DIN: 00401253) was appointed as AdditionalNon-Executive Independent Director of the Board by the Board of Directors at their meetingheld on December 7 2020 on the recommendation of Nomination and Remuneration Committeeofthe Board to hold office up to the date of ensuing AGM.

• Mr. Chandan Sinha (DIN: 06921244) and Mr. Manjeev Singh Puri(DIN: 09166794) were appointed as Additional Non-Executive Independent Directors of theBoard by the Board of Directors at their meeting held on May 21 2021 on therecommendation of Nomination and Remuneration Committee of the Board to hold office up tothe date of ensuing AGM.

The Ordinary Resolutions for appointment of Mr. Vimal Bhandari

Dr. Somnath Ghosh Mr. Chandan Sinha and Mr. Manjeev Singh

Puri have been included in the Notice ofthe ensuing AGM for

approval ofthe Members ofthe Bank.

Cessation/Retirement

• During the year under review Mr. Sivanandhan Dhanushkodi (DIN:03607203) Non - Executive Independent Director ceased to be a Director of the Bank due tocompletion of his tenure of eight years as prescribed under section 10A ofthe BankingRegulation Act 1949 w.e.f. closing business hours of December 17 2020. The Board placeson record their sincere appreciation for the invaluable contribution made and servicesrendered by Mr. Sivanandhan Dhanushokdi during his tenure as Director ofthe Bank.

Re-appointments

• The Bank had received approval from the Reserve Bank of India("RBI") for the re-appointment of Mr. Vishwavir Ahuja (DIN: 00074994) as theManaging Director & CEO ofthe Bank for further period of one year with effect fromJune 30 2021. The Ordinary Resolution in respect of his re-appointment has been includedin the Notice of ensuing AGM for approval ofthe Members ofthe Bank.

As per RBI circular dated April 26 2021 on Corporate Governance inBanks - Appointment of Directors and Constitution of Committees ofthe Board the upper agelimit for Non-Executive Directors ("NEDs") including the Chair of the Board hadbeen increased to 75 years i.e. they could continue their positions till they attain theage of 75 years. Accordingly the Board at its meeting held on May 21 2021 has approvedthe re-appointment of Mr. Prakash Chandra as Non-Executive Part Time Chairman ofthe Bankalong with revision in his remuneration on the recommendation

of Nomination and Remuneration Committee of the Board subject toapproval of the RBI. Further the Board of Directors has also approved the re-appointmentof Mr. Prakash Chandra (DIN: 02839303) as Non-Executive Independent Director of the Bankfor his second term on the recommendation of Nomination and Remuneration Committee of theBoard. Your Bank has already submitted an application to the RBI for their approval inthis regard.

• The Board of Directors at its meeting held on August 22021 hasapproved the re-appointment of Mr. Ishan Raina (DIN: 00151951) as Non-ExecutiveIndependent Director of the Bank for his second term on the recommendation of Nominationand Remuneration Committee ofthe Board.

The Special Resolutions for re-appointment of Mr. Prakash Chandra andMr. Ishan Raina have been included in the Notice of ensuing AGM for approval ofthe Membersofthe Bank.

Retirement by rotation

• In terms of section 152 of the Companies Act 2013 and Articlesof Association of the Bank Ms. Veena Mankar (DIN: 00004168) Non-Executive NonIndependent Director of the Bank retires by rotation and being eligible offers herselffor re-appointment at the ensuing AGM.

The appointment/reappointment of the Directors is based on theperformance evaluation carried out by the Board in terms ofthe applicable provisions oftheCompanies Act 2013 and the SEBI Listing Regulations.

The brief profile and details in terms of Regulation 36 (3) of SEBIListing Regulations and the Secretarial Standard on General Meetings (SS-2) in respectofthe directors seeking appointment/ re-appointment has been annexed to the Notice of theensuing AGM.

Independent Directors

Mr. Prakash Chandra (DIN: 02839303) Mr. Ishan Raina (DIN: 00151951)and Ms. Ranjana Agarwal (DIN: 03340032) are Non-Executive Independent Directors of theBank. Dr. Somnath Ghosh (DIN: 00401253) was appointed as Additional Non-ExecutiveIndependent Director on the Board of the Bank on December 7 2020. Mr. Chandan Sinha (DIN:06921244) and Mr. Manjeev Singh Puri (DIN: 09166794) were appointed as AdditionalNon-Executive Independent Directors ofthe Bank on May 21 2021. All the IndependentDirectors and Additional Independent Directors have submitted their respectivedeclarations stating that they meet the criteria prescribed for independence under section149(6) of the Companies Act 2013 & rules made thereunder and Regulation 16 of theSEBI Listing Regulations. In the opinion ofthe Board the Independent Directors fulfillthe conditions relating to their status as Independent Directors as specified undersection 149(6) of the Companies Act 2013 and the rules made thereunder and Regulation 16of the SEBI Listing Regulations and possess

requisite qualifications experience expertise and hold higheststandard of integrity; and are independent of the management.

In terms of the Companies (Creation and Maintenance of databank ofIndependent Directors) Rules 2019 read with the Companies (Appointment and Qualificationof Directors) Rules 2014 the Independent Directors including the three AdditionalNon-Executive Independent Directors ofthe Bank have complied with the requirements ofthesaid rules.

Board Level Performance Evaluation

The performance evaluation of the Board as a whole as well as that ofits Committees Directors (including Independent Directors) and Chairman of the Board wascarried out by the Board based on the criteria for evaluation/ assessment as laid down bythe Nomination & Remuneration Committee in accordance with the relevant provisionsofthe Companies Act 2013 the relevant Rules made thereunder and the SEBI ListingRegulations.

The manner in which the said performance evaluation has been carriedout is outlined in the Corporate Governance Report forming part of this Report as AnnexureI.

Key Managerial Personnel

Mr. Vishwavir Ahuja Managing Director & CEO (DIN: 00074994) Mr.Rajeev Ahuja Executive Director (DIN: 00003545) Mr. Amrut Palan Chief Financial Officerand Ms. Niti Arya Company Secretary are the Key Managerial Personnel (KMP) of the Bankas per the provisions of section 203(1) of the Companies Act 2013.

During the year under review there have been no changes in the KeyManagerial Personnel ofthe Bank.

Particulars of Employee Remuneration

A. The ratio of the remuneration of each director to the medianemployee's remuneration and other details in terms of section 197(12) of Companies Act2013 read with rule 5(1) ofthe Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 as amended by the Companies (Appointment and Remuneration ofManagerial Personnel) Amendment Rules 2016 are given below:

1. The ratio of the remuneration of each director to the medianremuneration of the employees of the Bank for the financial year.

Sr. No. Name of the Director Designation Ratio
1 Mr. Prakash Chandra Non-Executive Independent Director (Part-time Chairman) 8.09x
2 Mr. VishwavirAhuja Managing Director & CEO 49.87x
3 Mr. Rajeev Ahuja Executive Director 32.32x

2. The percentage increase in remuneration of each Director ChiefExecutive Officer Chief Financial Officer and Company Secretary of the Bank for thefinancial year.

Sr. No. Name of the Director / KMP Designation % Increase
1 Mr. Prakash Chandra Non-Executive Independent Director (Part-time Chairman) 10%#
2 Mr. Vishwavir Ahuja Managing Director & CEO NIL
3 Mr. Rajeev Ahuja Executive Director — *
4 Mr. Amrut Palan Chief Financial Officer 11.67%
5 Ms. Niti Arya Company Secretary 5.83%

# The percentage increase was w.e.f. July 24 2020 pursuant toapproval of RBI.

* Requisite approvals awaited

3. The percentage increase in the median remuneration of employees inthe financial year.

The percentage increase in the median remuneration of employees in thefinancial year was 5.5%.

4. The number of permanent employees on the rolls of Bank.

The number of permanent employees on the rolls of the Bank as on March312021 was 7816.

5. Average percentile increase already made in the salaries ofemployees other than the managerial personnel in the last financial year and itscomparison with the percentile increase in the managerial remuneration and justificationthereof and point out if there are any exceptional circumstances for increase in themanagerial remuneration.

Average increase in remuneration is 5.85% for employees other thanmanagerial personnel and 3.45% for managerial personnel (including Managing Director &CEO Chief Financial Officerand CompanySecretary).

It is hereby affirmed that the remuneration paid to Directors and KMPsis as per the remuneration policy of the Bank and where applicable has been approved bythe Reserve Bank of India.

Note: 'x' denotes the median remuneration of the employees.

B. The statement containing particulars of employees as required undersection 197(12) of Companies Act 2013 read with rule 5(2) and rule 5(3) ofthe Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 as amended by theCompanies (Appointment and Remuneration of Managerial Personnel) Amendment Rules 2016forms part of this report. In terms of section 136 of Companies Act 2013 read with secondproviso of rule 5(3) Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 the Annual Reports are being sent to the Members of the Bank excluding theinformation as required under rule 5(2) ofthe Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 as amended as mentioned aforesaid and the same is openfor inspection electronically on all working days between 11:00 a.m. to 01:00 p.m. uptothe date of AGM. A copy of this statement may be obtained by the Members by writing to theCompany Secretary of the Bank at the Registered Office of the Bank or by email atinvestorgrievanoes@rblbank.com.

Remuneration Policy

Remuneration policy for employees

Your Bank's compensation policy keeps in mind the strategy ethos andfinancial performance of the Bank and market compensation trends at any given time. YourBank recognizes that talent is critical to the long-term growth and success ofthe Bankand it is a pre-requisite to have a compensation structure comparable with the industry.

Your Bank has set out its Compensation Policy based on the concept ofCTC (Cost to Company) and TEC (Total Employee Compensation) to make compensation packagesfor officers across all grades competitive enough to attract nurture and retain highcaliber professionals in the Bank and have an organization structure that reflectsspecialization focus and scale.

Your Bank's Compensation Policy is designed and aimed at attracting andretaining best possible / available talent that it requires to effectively grow thebusiness and be considered a highly respected institution. It comprises of a balanced mixof Fixed & Variable cash and non-cash compensation and benefits / perquisites todeliver maximum value to the employee and other stakeholders.

Your Bank strongly believes that an equity component in thecompensation goes a long way in aligning the objectives of employees with those of theBank. The underlying philosophy of stock options is to enable the employees present andfuture to get a share in the value that they help to create for the Bank over a certainperiod oftime.

During the financial year under review your Bank reviewed and revisedthe remuneration policy based on the Guidelines on Compensation of Whole TimeDirectors/Chief Executive Officers/ Material Risk Takers and Control Function staffpublished by the Reserve Bank of India on November 4 2019 vide circular ref.RBI/2019-20/89. The key highlight ofthe revised policy was the identification of MaterialRisk Takers (MRTs) based on role responsibilities and level where actions have a materialimpact on the risk exposure of the Bank. Employees who meet the qualitative criteria andone of the quantitative criteria qualified as MRTs. The policy further detailed thecomposition limit and

deferral aspects of the variable pay for the three categories ofemployees viz: WTDs/CEOs/MRTs Risk Control & Compliance Staff and for OtherCategories of Staff.

Remuneration Policy for Non-Executive Directors

In terms of the provisions of Companies Act 2013 and SEBI ListingRegulations the Board has on recommendation of the Nomination and Remuneration Committeeframed a Policy on Appointment & Compensation to Non-Executive Directors (includingIndependent Director) and Criteria for evaluation of Board and its Directors("Policy") which inter alia specifies the criteria for appointment and theremuneration structure of Non-Executive Directors (Including Independent Directors) alongwith criteria for evaluating their performance. The said Policy is available on thewebsite of the Bank at https://ir.rblbank.com/.

Remuneration of Executive Directors

The Board considers the recommendations of Nomination and RemunerationCommittee and approves the remuneration of Executive Directors (including of ManagingDirector & CEO) with or without modifications subject to the approval of Members ofthe Bank and applicable regulatory approvals.

The remuneration payable to Executive Directors (including of ManagingDirector & CEO) is subject to prior approval of the RBI. Therefore the remunerationor any revision in remuneration to Executive Directors (including of Managing Director& CEO) is payable only after receipt ofthe approval from RBI.

The NRC had decided to recommend an increment on the fixed pay and aproposed variable pay to the MD & CEO Mr. Vishwavir Ahuja for the financial year2020-21. However the MD & CEO of his own volition on the grounds ofthe generaldistress due to Covid with its attendant impact on financial performance and the need toconserve resources requested the NRC to offer him no increment in fixed pay w.e.f. June30 2020 upto June 29 2021 nor any Variable pay for FY 2020-21. The NRC considered thisrequest and agreed to the request ofthe MD & CEO to not effect any increment in fixedpay w.e.f. June 30 2020 upto June 29 2021 nor any variable pay for FY 2020-21.

Remuneration of Chairman

The Nomination and Remuneration Committee recommends the remunerationof the Chairman to the Board which is considered and approved by the Board subject to theapproval of Members ofthe Bank and applicable regulatory approvals.

The remuneration payable to the Chairman is subject to prior approvalof the RBI. Therefore the remuneration or any revision in remuneration ofthe Chairman ispayable only after receipt of the approval from RBI.

However the Chairman is paid sitting fees for attending each meetingof the Board of Directors or any Committee thereof. The Chairman is also entitled toreimbursement of expenses for participation in the meeting ofthe Board and Committeethereof.

Remuneration of Non-Executive Directors (NEDs)

The NEDs are paid sitting fees for attending each meeting ofthe Boardof Directors or any Committee thereof. The NEDs are also entitled to reimbursement ofexpenses for participation in the meeting ofthe Board and Committeethereof.

RBI vide Circular No. DBR. No.BC.97/29.67.001/2014-15 dated June 12015 issued Guidelines on Compensation of Non-Executive Directors of Private Sector Banksemphasizing that in order to enable banks to attract and retain professional directors itis essential that such directors are appropriately compensated. Pursuant to the aforesaidRBI Circular the maximum amount that can be paid as Commission was capped at R 10.00 Lakhper director per annum. Also section 197 of Companies Act 2013 permits payment of profitbased commission to the Directors who are neither Managing Directors nor Whole-timeDirectors not exceeding One per cent (1%) ofthe net profits ofthe company if there is aManaging or Whole-time Director or Manager or three per cent (3%) of the net profits inany other case.

The Members of the Bank at their 74th AGM had approved the payment ofremuneration to NEDs (excluding the Chairman of the Bank) in the form of commission basedon profit earned by the Bank w.e.f. financial year ended 2017-18. The commission forfinancial year ended 2019-20 which was paid in the financial year ended 2020-21 isappropriately disclosed in the Corporate Governance Report annexed as Annexure I tothis Report.

As per RBI circular dated April 262021 on Corporate Governance inBanks - Appointment of Directors and Constitution of Committees of the Board from thefinancial year ended 2021-22 the Bank may provide for payment of compensation toNon-Executive Directors other than the Chair ofthe Board in the form of a fixedremuneration which shall not exceed R 20.00 Lakh per annum. An Ordinary resolution in thisregard has been included in the Notice of the ensuing AGM for approval of the Membersofthe Bank.

The Bank does not grant any Stock Options to NEDs.

Employees Stock Option Plan (ESOP)

Your Bank has formulated and adopted ESOP plan in compliance with therelevant provisions of Securities and Exchange Board of India (Share Based EmployeeBenefits) Regulations 2014 as amended ("SEBI SBEB Regulations").

The underlying philosophy of the Bank's ESOP is to enable the presentand future employees to share the value that they help to create for the Bank over aperiod of time. ESOP is also expected to strengthen the sense of ownership and belongingamong the recipients. The ESOP has been designed and implemented in such a mannerthatthecompensation structure goes a long way in aligning the objectives of an individual withthose ofthe Bank. In addition during the year your Bank continued with its plan

of rewarding long-serving employees with ESOPs thus making them truepartners in the Bank's growth.

The Nomination and Remuneration Committee of the Board inter aliaadministers and monitors the ESOP in accordance with SEBI SBEB Regulations.

The certificate from the Statutory Auditors of the Bank certifying thatthe Bank's Employees Stock Option Plans are being implemented in accordance with theprovisions of the SEBI SBEB Regulations and the respective resolutions passed by theMembers of the Bank shall be available for inspection electronicallybythe MembersattheAGM.

More details of the ESOP are given in the notes to accounts in theattached financial statements and the statutory disclosure as mandated under Regulation 14of SEBI SBEB Regulations is annexed as Annexure II to this report and the saiddetails are also available electronically on the website of the Bank athttps://ir.rblbank.com/.

Further the Board of Directors and the Nomination and RemunerationCommittee of the Board approved few amendments to ESOP Plan 2013 of the Bank and theSpecial Resolutions with respect to the amendments in ESOP Plan 2013 has been included inthe Notice of the ensuing Annual General Meeting ('AGM') for approval ofthe Members oftheBank.

Board Meetings

Your Bank holds atleast four Board meetings in a year one in eachquarter inter-alia to review the financial results of the Bank and the dates ofthe Boardmeetings are finalized well in advance after seeking concurrence of all the Directors. Allthe decisions and urgent matters approved by way of circular resolutions are placednumbered and noted at the subsequent Board meeting. In case of urgent matters additionalBoard meetings are held in between the quarterly meetings.

During the financial year under review twenty (20) Board meetings wereconvened and held. The intervening gap between the Board meetings was within the periodprescribed under the Companies Act 2013 and SEBI Listing Regulations. The details of theBoard composition its meetings held during the year alongwith the attendance of therespective Directors thereat are set out in the Corporate Governance Report forming partof this Report as Annexure I.

Audit Committee and other Board Sub-Committees

Your Bank has a duly constituted Audit Committee as per the provisionsof section 177 of the Companies Act 2013 and provisions ofthe SEBI Listing Regulations.

The Board of Directors have constituted other committees namelyStakeholders' Relationship Committee Board Investment & Credit Committee Anti -Fraud Committee Customer Service Branding and Marketing Committee

Nomination and Remuneration Committee Risk Management CommitteeCapital Raising Committee Corporate Social Responsibility Committee IT StrategyCommittee Non - Cooperative Borrower Review Committee and Wilful Defaulter ReviewCommittee.

The details of the composition of the Audit Committee and that of otherBoard sub-committees their terms of reference and other details are set out in theCorporate Governance Report forming part of this Report as Annexure I.

The Audit Committee and other Board sub-committees meet at regularintervals and ensure to perform the duties and functions as entrusted upon them bytheBoard.

Related Party Transactions

Your Bank has in place a Policy on Dealing with the Related PartyTransactions as per the provisions of the Companies Act 2013 read with the rules madethereunder and SEBI Listing Regulations.

The Bank obtains approval of the Audit Committee before entering intoany Related Party Transactions. Approval of the Board of Directors in terms of section 188of the Companies Act 2013 is also obtained for entering into Related Party Transactionsby the Bank wherever applicable. A quarterly update on the Related Party Transactions isprovided to the Audit Committee and the Board of Directors for their review andconsideration.

All Related Party Transactions entered during the financial year underreview were in the ordinary course of business and on an arm's length basis. There were nosignificant material transactions entered into by the Bank with any related party duringthe financial year under review. Thus the disclosure as per section 134(3)(h) oftheCompanies Act 2013 in the prescribed Form AOC-2 is not applicable to the Bank.

Details of related party transactions as per Accounting Standard 18(AS-18) entered into during the financial year ended March 31 2021 are given in Note No.14 in Schedule 18 forming part of 'Notes to Accounts'.

The Policy on Dealing with the Related Party Transactions of the Bankis available on the website of the Bank at https://ir.rblbank.com/.

Subsidiary Company

As on March 31 2021 your Bank has one wholly owned subsidiary i.e.RBL FinServe Limited (formerly Swadhar Finserve Private Limited). RBL Finserve Limited isa dedicated Business Correspondent (BC) for the Bank servicing the clients through its 758branches spread across 19 states and 2 Union Territories. It operates in the microbankingspace and provides microfinance MSME affordable housing loans savings and insuranceservices as a business correspondent to over 1.9 million bank customers primarily in ruraland semi urban locations.

Pursuant to section 129(3) of Companies Act 2013 read with rules madethereunder your Bank has prepared consolidated financial statements of the Bank with itsSubsidiary Company RBL FinServe Limited in the same form and manner as that of the Bankwhich forms part of this Annual Report and shall be laid before the ensuing AGM of theBank along with the laying of the Bank's Standalone Financial Statement under section129(2) of the Companies Act 2013.

A statement containing the salient features of the financial statementof the Subsidiary Company in Form AOC-1 pursuant to the provisions of Companies Act 2013read with the Companies (Accounts) Rules 2014 is annexed to the Financial Statementsforming part ofthe Annual Report.

Further in accordance with the fourth proviso of section 136(1) of theCompanies Act 2013 read with the applicable rules the audited annual accounts of thesaid subsidiary company of the Bank have been hosted on the Bank's website athttps://ir.rblbank.com/. Any Member interested in obtaining a physical copy of the saidfinancial statement may write to the Company Secretary at the Registered Office of theBank or by email at investorgrievances@rblbank.com. The same is also open for inspectionby the Members ofthe Bank and Trustees of the Debenture holders electronically on allworking days between 11:00 a.m. to 01:00 p.m. upto the date of AGM.

Adequacy of Internal Financial Controls with reference to FinancialStatements

Proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively. Further the statutory auditorshave in compliance with the requirements of Companies Act 2013 issued an opinion withrespect to the adequacy of the internal financial controls over financial reporting of theBank and the operating effectiveness of such controls details of which may be referred toin the independent auditor's report attached to the financial statements of financial yearended 2020-21.

Material changes and commitments affecting the financial position ofthe Bank

There are no material changes and commitments affecting the financialposition of the Bank that have occurred between the end of the financial year of the Banki.e. March 31 2021 upto the date ofthe Directors' Report i.e. August 2 2021 except asdisclosed.

Deposits

Being a Banking company the disclosures required as per rule8(5)(v)&(vi) ofthe Companies (Accounts) Rules 2014 read with sections 73 and 74 ofCompanies Act 2013 are not applicable to your Bank. The details ofthe deposits receivedand accepted by

your Bank as a banking company are enumerated in the financialstatementsforthefinancial yearended March 31 2021.

Nature of Business

Your Bank has not changed its nature of business during the financialyear under review.

Particulars of Loans Guarantees and Investments

Pursuant to section 186(11) read with section 134(3)(g) of theCompanies Act 2013 the provisions of section 186 ofthe Companies Act 2013 exceptsub-section (1) do not apply to a loan made guarantee given or security provided oracquisition of securities by a banking company in the ordinary course of business. Theparticulars of investments made by the Bank are disclosed in note number 8 of Schedule 18ofthe financial statements for financial year ended March 31 2021 as per the applicableprovisions ofthe Banking Regulation Act 1949.

Auditors

The Members at the 77th AGM of the Bank had appointed M/s. Haribhakti& Co LLP Chartered Accountants (Firm Registration No. 103523W/W100048) as the Bank'sStatutory Auditor subject to the approval of Reserve Bank of India ("RBI") fora period of two (2) years from the conclusion ofthe Seventy Seventh (77th) AGM until theconclusion of the Seventy Ninth (79th) AGM in connection with the audit of the accounts ofthe Bank. The requisite approval ofthe RBI for M/s. Haribhakti & Co LLP CharteredAccountants to act as the Statutory Auditors of the Bank for the financial year ended2020-21 was received on March 20 2020.

Further the Bank had received the requisite approval ofthe RBI forM/s. Haribhakti & Co LLP Chartered Accountants to act as the Joint Statutory Auditorsof the Bank for the financial year ended 2021-22 on July 20 2021.

As per the RBI notification dated April 27 2021 on Guidelines forAppointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) of CommercialBanks (excluding RRBs) UCBs and NBFCs (including HFCs) the Bank having asset size aboveR 15000 crore as at the end of previous financial year should conduct statutory auditunder joint audit of a minimum of two audit firms. Accordingly the Bank needs to appointminimum of two joint statutory auditors.

The Board of Directors on the recommendation of the Audit Committeehas finalized and recommended to the RBI for approval the name of M/s. CNK &Associates LLP Chartered Accountants (ICAI Firm Registration No. 101961W/W100036) to actas joint Statutory Auditors of the Bank for a period of three (3) years i.e. to holdoffice as such from the conclusion of the Seventy Eighth (78th) Annual General Meetinguntil the conclusion of the Eighty-first (81st) Annual General Meeting subject to the RBIapproval for each year of their tenure. The requisite approval of the RBI for M/s. CNK& Associates LLP

Chartered Accountants to act as the Joint Statutory Auditors of theBank for the financial year ended 2021-22 was received on July 20 2021. This firm shallact as the joint Statutory Auditors ofthe Bank along with M/s. Haribhakti & Co LLPforthe financial year ended 2021-22 and thereafter act as joint Statutory Auditors of theBank with such other joint Statutory Auditor(s) who will be appointed by the Bank subjectto prior permission of the RBI and approval of the Members of the Bank from financial yearended 2022-23 onwards. A resolution in this regard is also being proposed for approvalofthe members atthe ensuing AGM.

M/s. Haribhakti & Co LLP Chartered Accountants and M/s CNK &Associates LLP have confirmed their eligibility under section 141 of Companies Act 2013to act as Statutory Auditors ofthe Bank. Further as required under the relevantprovisions of the SEBI Listing Regulations the Joint Statutory Auditors have alsoconfirmed that they had subjected themselves to the peer review process of the Instituteof Chartered Accountants of India (ICAI) and they hold a valid certificate issued by thePeer Review Board of ICAI.

Pursuant to section 204 of Companies Act 2013 the Board had appointedM/s. Alwyn Jay & Co. Practicing Company Secretaries Mumbai as its SecretarialAuditors for the financial year ended 2020-21. The Bank provided all assistance andfacilities to the Secretarial Auditor for conducting their audit as prescribed underCompanies Act 2013. The Secretarial Audit Report for the financial year ended 2020-21 isannexed to this report as Annexure III.

During the financial year under review your Bank has complied with theapplicable Secretarial Standards issued by the Institute of Company Secretaries of India.

During the financial year under review neither the Statutory Auditorsnor the Secretarial Auditors have reported any matter under section 143(12) of theCompanies Act 2013 to the Audit Committee or Board therefore no detail is required to bedisclosed under section 134 (3) (ca) ofthe Companies Act 2013.

Qualifications/Reservation in Statutory and Secretarial Audit Reports

There were no qualification or reservation or adverse remark ordisclaimer made by the Statutory Auditors in the Auditor's Report.

Further there were no qualification or reservation or adverse remarkor disclaimer made by the Secretarial Auditor in its Report.

Disclosure under Section 22 of the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013

Your Bank has zero tolerance towards any action on the part of anyExecutive which may fall under the ambit of 'Sexual Harassment' at workplace and is fullycommitted to uphold and maintain the dignity of every woman executive working in the Bank.The Bank has formulated a Policy and has complied with provisions relating to theconstitution of Internal Complaints Committee underthe Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013. The Policy provides forprotection against sexual harassment of women at workplace and for prevention andredressal of such complaints. As a part of Anti Sexual Harassment initiatives the Bankcreated a mandatory e-learning module for all the employees called "Prevention ofSexual Harassment (POSH)".The information relating to complaints received anddisposed-off/resolved/ action taken during the financial year ended 2020-21 is disclosedunder Corporate Governance Report annexed as Annexure I to this Report.

Whistle Blower Policy (Vigil Mechanism)

Details required to be disclosed in this regard has been provided underCorporate Governance Report annexed as Annexure I to this Report.

Significant and material order passed by regulators or courts ortribunals impacting the going concern status and operations of the Bank

During the financial year ended 2020-21 there were no significant/material orders passed by the Regulators / Courts/ Tribunals etc. which would impact thegoing concern status of the Bank and its future operations.

Risk Management Policy

The Board of the Bank has constituted a Risk Management Committee inaccordance with the provisions of Regulation 21 of the SEBI Listing Regulations. Thedetails with respect to its terms of reference composition and meetings held during thelast financial year are set out in the Corporate Governance Report forming part of thisReport as Annexure I.

Your Bank has a robust Risk Management framework and a comprehensiveRisk Management Policy in place. The details of Risk Management Policy and its frameworkare separately provided in Management Discussion and Analysis Report which forms anintegral part of this Annual Report.

H. OTHER DISCLOSURES Code of Conduct for Employees

For a financial institution trust is the most important asset. To thisend your Bank strives to ensure that its actions are in accordance with the higheststandards of personal and professional integrity and highest level of ethical conduct.Your Bank has adopted a Code of Conduct which all its employees have to adhere to. Theemployees have to conduct duties according to the aforesaid Code and avoid even theappearance of improper behaviour. Some of the areas which are covered by the Code ofConduct are fairness of employment practices protection of intellectual propertyintegrity customer confidentiality conflict of interest prevention of insider tradingetc.

Bribery and Corruption

Your Bank has a responsibility both to the Members and to thecommunities in which we do business to be transparent in all our dealings. Your Bank'sCode of Conduct requires that we do not engage in bribery or corruption in any form andexplicitly mentions that the Bank will not pay or procure the payment of a bribe orunlawful fee to encourage the performance of a task or one which is intended or likely tocompromise the integrity of another. Your Bank will not accept any payment gift orinducement from a third party which is intended to compromise our own integrity. The Codeof Conduct also includes procedures dealing with Gifts & Entertainment Conflicts ofInterest and other important matters.

Corporate Social Responsibility (CSR)

Your Bank strives to proactively encourage inclusive growth anddevelopment thereby participating towards building a sustainable future.

Your Bank has a duly constituted CSR Committee of the Board consistingof majority of Independent Directors as per the provisions of section 135 of theCompanies Act 2013. The composition of the CSR Committee and its terms of reference aredetailed in the Corporate Governance Report forming part of this report as Annexure I.Your Bank also has a Board approved Policy on Corporate Social Responsibility ("CSRPolicy") in place. In alignment with the CSR Mission Statement the Bank has focusedon various initiatives for the financial year ended 2020-21 the details of CSR activitieswith the brief outline of CSR Policy including overview of the programs/ Projectsundertaken by the Bank amount spent and other relevant details are furnished in AnnexureIV to this report.

The CSR Policy of the Bank is available on the website of the Bank athttps://ir.rblbank.com/.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report for the financial yearunder review as per Regulation 34(2)(e) of the SEBI Listing Regulations is presented in aseparate section forming part of this Annual Report.

Awards and Recognitions

During the year under review your Bank was recipient of the followingawards:

• ASIAMONEY Best Bank Awards 2021 - India's Best Bank for CSR

• Business Today KPMG Best Banks Jury Award - Best Bank forEnterprise Resilience

• The Asset Triple A Digital Awards 2021 - Best Emerging DigitalTechnologies Project -Video KYC Platform

Ratings

Your Bank's Basel III Tier II Bonds have been rated as "AA-hyb" and "AA-" with Stable Outlook by ICRA Limited (ICRA) and CARE RatingsLimited (CARE) respectively. Instruments rated with this rating are considered to havehigh degree of safety regarding timelyservicing offinancial obligations.

Your Bank's Certificate of Deposits carries a rating of "A1+"by ICRA which indicates the lowest short term credit risk. Further your Bank's MediumTerm Fixed Deposit programme carries rating of "ICRA MAA (Stable)" whichindicates low credit risk and the Bank's short term fixed deposit programme carries arating of "ICRA A1+" which indicates lowest credit risk.

Your Bank's ratings were reaffirmed by ICRA in February 2021 & byCARE in October 2020.

Know Your Customer (KYC)/Anti-Money Laundering (AML) Measures

Your Bank complies with the RBI's KYC/AML guidelines. The Bank's KYC/AML Policy is prepared in accordance with the Prevention of Money Laundering Act 2002 andRBI/IBA (Indian Banks' Association) guidelines. Various regulatory reporting requirementsas set out by the Financial Intelligence Unit (FIU) of the Government of India arecomplied with by the Bank. Your Bank uses automated transaction monitoring system undersupervision of centralised AML team. Further your Bank's employees are being impartedtraining on KYC/AML aspects on a regular basis. Executives of the Bank also attendperiodic workshops/seminars organised by FIU RBI IBA Centre for Advanced FinancialResearch & Learning (CAFRAL) and College of Agricultural Banking (CAB) Pune toenhance their awareness in evolving KYC AML issues.

Requirement for maintenance of cost records

The Bank is not required to maintain cost records as specified by theCentral Government under section 148(1) of the Companies Act 2013.

CEO/CFO Certificate

Pursuant to the provisions of Regulation 17(8) of SEBI ListingRegulations the certificate issued by MD & CEO and CFO of the Bank for the financialyear ended 2020-21 was placed before the Board of Directors at its meeting held on May 42021.

The said certificate is forming part of this Report as an AnnexureIB to Corporate Governance Report.

I. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134(3)(c) and 134(5)

of the Companies Act 2013 with respect to the Directors'

Responsibility Statement it is hereby confirmed that:

i. The applicable accounting standards have been followed in thepreparation of the annual accounts for financial year ended 2020-21 and there have been nomaterial departures;

ii. Accounting policies have been selected and applied consistently andreasonably and prudent judgments and estimates have been made to give a true and fairview of the Bank's state of affairs and of its profit for financial year ended 2020-21;

iii. Proper and sufficient care has been taken for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Bank and for preventing and detecting fraud and otherirregularities;

iv. The annual financial statements have been prepared on a goingconcern basis;

v. Proper internal financial controls were in place and that thefinancial controls were adequate and were operating effectively;

vi. Proper Systems to ensure compliance with the provisions of allapplicable laws were in place and were adequate and operating effectively.

ACKNOWLEDGMENT

The Board is grateful to the Government of India RBI SEBI

IBA other Regulatory Authorities Rating Agencies Financial

Institutions Banks and correspondents in India and abroad for theirvaluable and unflinching support as well as co-operation and guidance to the Bank fromtime to time.

The Members have been the key partners in the Bank's progress. TheBoard of Directors appreciates their support and is grateful for the confidence that theyhave placed in the Board of Directors and the Bank's management.

The Bank's customers have always supported the Bank in all itsendeavors'. The Bank would like to take this opportunity to express sincere thanks to itsvalued clients and customers for their continued patronage.

The Bank has undertaken a number of initiatives on the technology andbusiness front in the recent years. Successful translation of these initiatives intobusiness and earnings growth has been primarily due to the employees of the Bank who haveembraced the philosophy of change to help the Bank emerge as a modern and customer-centricinstitution. We are grateful to the employees for their continued commitment anddedication towards the Bank. The Board appreciates the healthy relationship with theOfficer's Association and Employee Union which has facilitated the growth and developmentof the Bank and has created a positive work environment.

For and on behalf of the Board of Directors

Prakash Chandra Vishwavir Ahuja
Chairman Managing Director & CEO
(DIN: 02839303) (DIN: 00074994)
Place: Mumbai
Date : August 2 2021

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