Date, Location, and Type of Meeting

The 83rd AGM of RBL Bank Limited was held on Wednesday, September 2, 2026, at 11:30 a.m. IST through Video Conferencing (Webex facility) as provided by Central Depository Services (India) Limited. The meeting was convened and held in compliance with the Companies Act, 2013, its rules, SEBI Listing Regulations, and relevant circulars from the Ministry of Corporate Affairs and SEBI.

Summary of Proposed Resolutions

The following resolutions were set out in the Notice of AGM:

Ordinary Business:

  • Item 1: To receive, consider and adopt the audited standalone financial statements for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon. (Ordinary Resolution)
  • Item 2: To receive, consider and adopt the audited consolidated financial statements for the financial year ended March 31, 2026 and the Report of the Auditors thereon. (Ordinary Resolution)
  • Item 3: To declare a Dividend of ₹1 per equity share of face value of ₹10 each for the financial year ended March 31, 2026. (Ordinary Resolution)
  • Item 4: To appoint a director in place of Mr. Jaideep Iyer (DIN: 06384037), who retires by rotation and offers himself for re-appointment. (Ordinary Resolution)

Special Business:

  • Item 5: To approve appointment of Mr. Suryanarayan Subramanian (DIN: 11746038) as a Non-Executive Independent Director. (Special Resolution)
  • Item 6: To approve appointment of Mr. Shayne Keith Nelson (DIN: 02191937) as a Non-Executive Non-Independent Director [Nominee of Emirates NBD Bank (P.J.S.C)]. (Ordinary Resolution)
  • Item 7: To approve appointment of Mr. Patrick John Sullivan (DIN: 11710803) as a Non-Executive Non-Independent Director [Nominee of Emirates NBD Bank (P.J.S.C)]. (Ordinary Resolution)
  • Item 8: To approve appointment of Mr. Neeraj Makin (DIN: 11699792) as a Non-Executive Non-Independent Director [Nominee of Emirates NBD Bank (P.J.S.C)]. (Ordinary Resolution)
  • Item 9: To approve appointment of Mr. Manoj Chawla (DIN: 11716190) as a Non-Executive Non-Independent Director [Nominee of Emirates NBD Bank (P.J.S.C)]. (Ordinary Resolution)
  • Item 10: To approve appointment of Mr. Marwan Mahmood Mohammad Hadi (DIN: 11711479) as a Non-Executive Non-Independent Director [Nominee of Emirates NBD Bank (P.J.S.C)]. (Ordinary Resolution)
  • Item 11: To approve increase in Borrowing Powers. (Special Resolution)
  • Item 12: To approve borrowing / raising of funds in Indian rupees / foreign currency, through issue of debt securities on a private placement basis for an amount of up to ₹10,000 crore. (Special Resolution)

Voting Process and Methods

  • Remote electronic voting was open from 10:00 a.m. IST on Friday, August 28, 2026, to 5:00 p.m. IST on Tuesday, September 1, 2026.
  • An e-voting facility was also available to Members present at the AGM.
  • Members who had already voted via remote e-voting were not required to vote again.
  • The Board appointed Mr. S N Viswanathan (FCS: 13685, COP: 24335), failing him, Ms. Aparna Gadgil (ACS: 14713, COP: 8430) of M/s. S. N. Ananthasubramanian & Co., Company Secretaries as the 'Scrutinizer' to conduct the e-voting process in a fair and transparent manner.

Key Meeting Proceedings

  • The meeting was chaired by Mr. Chandan Sinha, Non-Executive Independent Director (Part-time Chairman).
  • The requisite quorum was present, with 141 Members attending the AGM.
  • The following Directors were present:
  • Mr. Chandan Sinha (Non-Executive Independent Director, Part-time Chairman)
  • Mr. R. Subramaniakumar (Managing Director & CEO)
  • Mr. Jaideep Iyer (Executive Director)
  • Ms. Ranjana Agarwal (Non-Executive Independent Director)
  • Mr. Soma Sankara Prasad (Non-Executive Independent Director and Chairman of Nomination and Remuneration Committee)
  • Mr. Surya Subramanian (Non-Executive Independent Director and Chairman of Audit Committee)
  • Dr. Sivakumar Gopalan (Non-Executive Independent Director)
  • Mr. Shayne Nelson (Non-Executive Non-Independent Director, Nominee of Emirates NBD Bank (P.J.S.C))
  • Mr. Patrick Sullivan (Non-Executive Non-Independent Director, Nominee of Emirates NBD Bank (P.J.S.C))
  • Mr. Neeraj Makin (Non-Executive Non-Independent Director, Nominee of Emirates NBD Bank (P.J.S.C) and Chairman of Stakeholders' Relationship Committee)
  • Mr. Manoj Chawla (Non-Executive Non-Independent Director, Nominee of Emirates NBD Bank (P.J.S.C))
  • Mr. Marwan Hadi (Non-Executive Non-Independent Director, Nominee of Emirates NBD Bank (P.J.S.C))
  • Also present were Mr. Bhavin Lakhpatwala (Chief Financial Officer), representatives of the Statutory Auditors (M/s KKC & Associates LLP and M/s Singhi & Co), and representatives of the Secretarial Auditor (M/s. S. N. Ananthasubramanian & Co).
  • The Chairman and Managing Director & CEO addressed the Members on the business, operations, and financial performance for FY 2025-26.
  • Registered speaker shareholders expressed views and sought clarifications, to which the Managing Director & CEO responded.
  • The e-voting window was kept open for 15 minutes during the AGM for Members who had not voted earlier.
  • The meeting concluded at 2:24 p.m. IST.

Scrutinizer's Report and Results Disclosure

  • The Company Secretary is authorized to receive the consolidated Scrutinizer's Report, countersign it, and declare the result of e-voting.
  • The e-voting results along with the Scrutinizer's report were to be disclosed to the Stock Exchanges and uploaded on the website of the Bank and that of CDSL within two working days from the conclusion of the AGM.

Compliance and Documentation

  • The Annual Report for FY 2025-26 along with the Notice of the 83rd AGM was sent by electronic mode on August 7, 2026, to Members whose email addresses were registered.
  • For Members without registered email, a letter with a web-link to the Annual Report and Notice was dispatched.
  • Inspection documents were available for inspection through electronic mode during the AGM.
  • There were no adverse observations/qualifications in the Auditors' report on the financial statements and the Secretarial Audit Report for FY ended March 31, 2026.