City Union Bank Director Discussions


The Board of Directors of your Bank is pleased to present the Annual Report on business and operations of the Bank together with the Audited Financial Statements for the Financial Year ended March 31, 2023.

ECONOMY OVERVIEW

In the beginning of the year 2023 the Global economic activity remained subdued amidst turmoil in the banking system in some advanced economies, tight financial conditions and lingering geopolitical hostilities, supply chain disruptions and inflation in food, energy and commodities. The Central Banks across the globe remained cautious and continued to withdraw their accommodative stance in a calibrated manner which led to tight liquidity conditions across world markets accompanied by an increase in interest rates. The Financial Year FY 2023 was largely affected by the Global Banking crisis such as the collapse of Silicon Valley Bank ("SVB"] and Signature Bank in US and Credit Suisse of Switzerland which was caused by a rapidly rising interest rates, high levels of uninsured deposits and regulatory rollbacks in the US and elsewhere and the negative impact of the prolonged Russia Ukraine war. These macroeconomic and geopolitical factors had significant ramifications on global growth. Weakening external demand, spillovers from the banking crisis in some Advanced Economies, volatile capital flows and debt distress in certain vulnerable economies weighed on growth prospects. Going forward, weak external demand, elevated debt levels and geo economic disintegration amidst tighter external financial conditions pose risks to growth prospects for several Emerging Market Economies ("EMEs"] although capital flows in such economies are slowly returning on renewed risk appetite.

Indian Economy

In India, the real GDP recorded a growth of 7.2 per cent in FY 2023 surpassing the previous estimate of 7.0 per cent primarily aided by fixed investment and higher net exports. The easing of inflation was observed across food,

fuel, and core categories (CPI excluding food and fuel]. During the FY 2023, the manufacturing sector registered single digit growth as against 11% during previous year due to factors such as high raw material prices and weak external demand. Indias service sector exhibited a strong rebound since the pandemic driven by increase in demand for sectors such as tourism, retail trade, hotel, entertainment and recreation. Indias service exports recorded a high of USD 333 billion during FY 2023 which boosted Indias Balance of Trade. The private final consumption expenditure recorded robust growth of over 7% during FY 2023 primarily due to recovery in rural consumption post the pandemic.

Indias growth story has been aided by a healthy and robust banking sector which has managed to record steady recovery post pandemic. The RBI data depicts that the Bank deposits expanded at 9.6% compared to 8.9% during the previous year. The credit growth which is vital for output, stood at 15%. The credit growth to MSME sector continued to be robust while it accelerated for large Industries and the credit growth to service sector

accelerated to 19.8% in March 2023 from 8.7% a year ago due to improved credit off take in NBFCs and trade. Retail loan segment recorded a growth of 20.6% in March 2023 compared to 12.6% a year ago primarily driven by Housing loans. The recovery in both gross NPAs and net NPAs showed positive signs in FY 2023. The Banking sector remains a crucial component for the success of Indian economy.

Outlook

For 2023-24, domestic demand conditions remain supportive of growth on the back of improving household consumption and investment activity. The Urban demand remains resilient with indicators such as passenger vehicle sales, domestic air passenger traffic and credit cards outstanding posing double digit expansion and Rural demand is also on a revival path with an increase in two-wheeler and three-wheeler sales although tractor sales remained subdued. Growth in steel consumption, cement output and production and import of capital goods reflects buoyancy in investment activity. Higher Rabi crop production backed by a normal monsoon should augment household consumption. Robust government capital expenditure is also expected to nurture investment and manufacturing process. Taking all these factors into reckoning, the real GDP growth for

2023-24 is projected at 6.5 per cent with Q1: 2023-24 at 8.0 per cent; Q2 at 6.5 per cent; Q3 at 6.0 per cent and Q4 at 5.7 per cent with the risks evenly balanced.

BANKS PERFORMANCE

Under the above circumstances, your Bank recorded a total business of 96,369 crore, an increase of 7,523 crore over the previous year figure of 88,846 crore in FY 2022, a 8% increase over FY 2022 position.

The Net Profit of the Bank has increased to 937 crore from 760 crore, a 23% increase over FY 2022 position. The Net Interest Income of the Bank stood at 2,163 crore, as against 1,916 crore during the previous year, a 13% increase over FY 2022 position. The key performance indicators i.e., the Return on Assets of the Bank stood at 1.46%, Return on Equity stood at 13.42%, the Net Interest Margin of the Bank stood at 3.89% and the Cost to Income ratio stood at 38.85% during the reporting year. The financial performance has been discussed in detail in the forthcoming paragraphs. During the year the Bank opened 25 additional branches to total 752 branches and has 1,678 ATMs as at March 31, 2023. Further information on the state of affairs of the Bank has been discussed in detail in the Management Discussion and Analysis Report forming part of this Report.

Financial Highlights

(in crore)

Particulars

2022-23

2021-22

Growth (%)

Share Capital

74

74

-

Reserves & Surplus

7,383

6,512

13%

Deposits

52,398

47,690

10%

Advances (Gross)

43,971

41,156

7%

Investments (Gross)

14,360

12,294

17%

Total Assets / Liabilities

66,595

61,531

8%

Total Income

5,525

4,864

14%

Total Expenses

3,707

3,269

13%

Net Interest Income

2,163

1,916

13%

Operating Profit

1,818

1,595

14%

Provisions & Contingencies

881

835

6%

Net Profit (A)

937

760

23%

Appropriations

Balance of Profit brought forward (B)

100

61

-

Amount available for appropriations (A+B)

1037

821

-

Transfers to:

- Statutory Reserve

250

200

-

- Capital Reserve

4

4

-

- General Reserve

480

405

-

- Investment Reserve Account

40

1

-

- Special Reserve under IT Act, 1961

80

75

-

- Dividend

74

37

-

- Balance of Profit carried forward

109

99

-

Total

1037

821

-

The Deposits and Advances for the current year stood at 52,398 crore and 43,971 crore respectively. The total business stood at 96,369 crore as compared to 88,846 crore for the previous year registering a growth of

8%. The size of the Balance Sheet as on March 31, 2023 is 66,595 crore as compared to 61,531 crore last year recording an increase of 8%.

PROFIT

During the year the Bank earned a Gross profit of 1,818 crore as compared to previous years figure of 1,595 crore registering an increase of 14%. The Net profit of the Bank for the current year was 937 crore as against 760 crore last year, registering an increase of 23%.

FY 2019 FY 2020 FY 2021 FY 2022 FY2023

TOTAL INCOME

The Total Income earned by the Bank increased for FY 2023 to record 5,525 crore as against 4,864 crore in FY 2022, registering an increase of 14%. The non-interest income of the Bank increased from 759 crore to 810 crore registering a growth of 7% on account of recoveries made from technical write off accounts. The total expenditure of the Bank increased to 3,707 crore as compared to 3,269 crore, in the previous year, registering an increase of 13%.

NET INTEREST INCOME

The Net Interest Income for FY 2023 stood at 2,163 crore as compared to 1,916 crore in the last year recording an increase of 13%.

FY 2019 FY 2020 FY 2021 FY 2022 FY 2023

DEPOSITS

The Banks total Deposits for the year under review increased by 4,708 crore to record 52,398 crore from 47,690 crore registering a growth of 10% over previous year. During the current year CASA increased by 128 crore to record 15,657 crore from 15,529 crore. The cost of deposit of the Bank marginally decreased to 4.66% from 4.68% in the previous year.

ADVANCES

Gross Advances of the Bank increased by 2,815 crore to 43,971 crore from 41,156 crore, posting a growth of 7%. The yield on advances declined to 9.23% from 9.36% during the reporting year. The Bank achieved the target / sub-targets prescribed by the RBI for Priority sector, Agriculture, Micro Enterprises, Small / Marginal farmers and weaker section.

The Gross NPA and Net NPA for the year under review stood at 4.37% and 2.36% respectively as compared to 4.70% and 2.95% in the previous year.

The provision for tax for the reporting year increased to 240 crore from 225 crore in previous year. The provision made for NPA for the financial year was 690 crore vis-a-vis 554 crore last year. The total provision increased by 46 crore to 881 crore from 835 crore in the previous year.

TREASURY OPERATIONS Domestic Treasury

The gross Investments increased by 2,066 crore to 14,360 crore as on March 31 2023 from 12,294 crore as on March 31 2022. Out of this, the investments in Government Bonds alone remained at 14,268 crore constituting 99.36% of the total Investment. The Non-SLR investments declined by 65 crore mainly on account of reduction in Security Receipts. The financial year began with rising interest rate cycle as central banks tightened policy rate to combat high inflation. During the year, the Reserve Bank of India delivered a series of back-to-back rate hikes by 250 bps in total, taking the repo rate to 6.50%. The Monetary Policy Committee also raised CRR rate by 50 bps during the year while retaining the policy stance at focus on withdrawal of accommodation. The US Federal Reserve hiked interest rate by 4.50% from the beginning of FY23 amid high CPI inflation. US Treasury yield curve remained deeply inverted throughout the year. Indian bond yields moved in line with its global peers on a hardening note. Towards the end of the financial year, the bond yield cooled off on the collapse of one of the largest banks in USA and its impact on Federal Reserve rate decision. Strong GST collections and retail credit growth

signaled healthy consumption demand in Indian economy. During the year the bank booked a profit of 7.63 crore by sale of securities.

Forex Treasury

During the financial year 2022-23, Indian Rupee weakened against USD by 8.44%. Indian Rupee against USD opened at 75.77 and closed at 82.165. Major reason attributed for weaker Rupee was continuous rate hike by Federal Reserve to contain record high inflation. Geopolitical tension caused by the war between Ukraine and Russia impacted the local currency and favoured US dollar. Central banks all over the world were forced to hike rates due to higher inflation. The presence of the RBI reduced the pace of the depreciation of the Rupee. During the FY 2022-23, profit on our foreign exchange operation stood at 151.60 crore as against 194.74 crore during the previous financial year.

NET WORTH & CAPITAL ADEQUACY RATIO

Net Worth

The paid-up Share Capital of the Bank increased to 74.04 crores as on March 31, 2023 from 73.96 crore as on March 31, 2022. During the reporting period the Bank has allotted 8,31,472 equity Shares to employees under Employee Stock Options pursuant to CUB ESOS Scheme 2008 & CUB ESOS Scheme 2017.

The Net worth of the Bank stands improved to 7420.92 crore as on March 31, 2023 from 6,549.75 crore as on March 31, 2022.

Capital Adequacy Ratio

As per Basel III regulations, banks are required to maintain a minimum Pillar 1 Capital (Tier-I + Tier II) to Risk Weighted Assets Ratio (CRAR) of 9% on an ongoing basis. Besides this minimum capital requirement, Basel III also required creation of capital conservation buffer and countercyclical buffer of 2.50% at the end of March 2018 in a phased manner beginning from March 31, 2015 @

0.625% in each year up to March 31, 2018. The RBI had issued circulars on various dates extending the transitional period for full implementation of Basel III Capital Regulations due to the unfavorable economic situation. Now the minimum regulatory requirement under Basel III with Capital Conservation Buffer ("CCB") is 11.50% (9.00%+2.50%) with effect from 01.10.2021. The CRAR required to be maintained for the period ended March 31, 2023 is 11.50%. The Bank has maintained Tier I CRAR of 21.27% and total CRAR of 22.34% as at March 31, 2023 which are well above the norms prescribed by the RBI.

The Board of the Bank at its meeting held on May 26, 2023 had recommended a Dividend of 100% (i.e Re.1/- per equity share on face value of Re.1/- each fully paid up) for the year ended March 31, 2023 subject to the approval of shareholders at the ensuing Annual General Meeting (AGM"). The dividend, if declared at the AGM will be paid to the shareholders as on the record date specified for such purpose, within the prescribed time. The dividend payout for FY 2023 is in accordance with the Dividend Distribution Policy ("the Policy") of the Bank framed in terms of Regulation 43A of Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 and the same has been uploaded in the website of the Bank. Weblink:

https://www.cityunionbank.com/assets/frontend/pdf/others/DividendDistributionPolicy.pdf

In case any shareholder has not claimed dividend(s) for previous year(s), they may kindly approach the Bank or its Registrar and Transfer Agents ("RTA"). The details on Unclaimed Dividends and transfers to IEPF is given in a separate report on Corporate Governance forming part of this report.

BRANCH EXPANSION

Our Bank continued with a slower pace of branch expansion during the year and it added only 25 New branches to total 752 as on March 31, 2023. The total number of ATMs stood at 1,678 (includes 822 Bulk Note Recycler Machines (BRM) which performs the job of accepting and dispensing cash). As on March 31, 2023 the Bank had a total of 1,124 onsite ATMs and 554 offsite ATMs.

During the reporting year, the Bank has opened 171 ATMs / BRMs, replaced 127 old ATMs / BRMs with new ones and closed 225 loss making off-site ATMs / BRMs, the details of which are as follows:

Particulars

ATM

BRM

Total

Opened

109

62

171

Replaced

102

25

127

Closed

196

29

225

As for the Branch spread, as on date 89% of branches are operational in South, 5% in West, 4% in North and 1% in Central and 1% in Eastern parts of India.

Financial Inclusion is a concept where the banking financial solution and services are offered to every individual without any form of discrimination as well as to ensure even the under privileged get easy access to banking channels. The objective of financial inclusion is to facilitate the following:

• Basic savings bank deposit accounts

• Servicing products (including investment and pension)

• Simple credit products and overdrafts linked with no frills account

• Remittance and money transfer facilities

• Pension and Insurance products

Your bank has witnessed tremendous progress in the successful implementation of financial inclusion, especially to the citizens in rural areas. The Bank has already implemented Pradhan Mantri Jan Dhan Yojana (PMJDY) scheme and there are 84,545 accounts as on March 2023. The Bank has 2,98,236 Basic Savings Bank Deposit accounts, including 1,07,323 accounts sourced through Business Correspondents (BCs). To cater the needs of customers of unbanked areas, the bank has established BC Outlets in those places and is providing Basic banking services through Business Correspondents (BCs). Your bank has 135 BCs and 3 BC outlets for rendering services to the village level beneficiaries. The Business Correspondents of the bank make regular visits to the villages and provides doorstep banking services.

Your Bank is very much keen in creating awareness on Financial Inclusion and also on the promotion of Government schemes for social welfare, Pension, Insurance viz Atal Pension Yojana (APY), MUDRA, PMJJBY, PMSBY etc., The Bank has 43,744 APY Accounts, 43,654 PMJJBY Accounts 85,992 PMSBY Accounts under the scheme.

Your Bank has got e-KYC facility and Aadhaar enabled Payment System (AePS), for rendering quick services to the rural public. Besides the bank has deployed POS machines, at various locations, which are very much helpful for doing merchant transactions. The bank has continuously ensured uninterrupted Banking services in the unbanked areas with the help of digital banking services. Your bank is proud of extending contribution to the social welfare schemes of the Government, for our Nation building.

As done in the past, Financial Literacy Week is being conducted by the Bank with the aim of furthering financial literacy, developing credit discipline and encourage availing credit from formal financial institutions by the customers.

As per the objectives of the National Strategy for Financial Education 2020-2025, focus of the Bank will be on the following three topics with a view to promote digital transactions in a more secured manner:

• Convenience of digital transactions

• Security of digital transaction

• Protection of customers

Your Bank has conducted campaigns at various places for observing the Financial Literacy Week in an effective manner and to educate its customers properly.

HUMAN RESOURCE DEVELOPMENT

Human Resource Development and cordial Industrial atmosphere play a prominent role in an organizations growth and your Bank has always maintained cordial relation with its employees. As a part of HR strategy, the Bank offers its employees various monetary and nonmonetary benefits based on their performance in the form of ESOP, Performance Linked Pay (PLP) & Ex-gratia and ensures that each employee feels part of the Bank and strives to deliver to the best of his/her abilities. It is pertinent to note here that there has not even been a single occasion of employee unrest in the Banking history of CUB. Continuous efforts are being made to enhance the quality of existing personnel and to attract new talent.

In line with the Banks expansion plans, 25 new branches were opened in various states for which the Human Resources Department provided adequate manpower. Specific efforts were made towards talent acquisition, skill development, and manpower training and knowledge updation. Employees are identified and imparted trainings at various areas of banking. Job rotation is being followed to ensure every employee gains experience in all the areas of banking.

In tune with the future expansion, the bank is constantly upgrading and revisiting its manpower requirements through developing a talent pool. The members of the talent pool are being groomed by giving trainings at various centers of excellence in our staff college at Chennai and Kumbakonam apart from SIBSTC, NIBM, CAFRAL, IRDBT etc.

As on March 31, 2023, the Bank has 6,019 on-roll employees, comprising of 66 employees in Executive cadre, 2,444 in Management cadre and 3,509 in Clerical and Subordinate cadre.

EMPLOYEES STOCK OPTION SCHEME (ESOS)

The Bank implemented Employee Stock Option Scheme CUB ESOS 2008 for grant of stock options to eligible employees of the Bank. The Shareholders of the Bank approved the scheme on 26th April, 2008 at an Extra Ordinary General meeting of the Bank. The maximum aggregate number of options that may be granted under this scheme is 5,00,00,000. As per the scheme, exercise price of the options shall be decided by the Compensation & Remuneration Committee at the time of grant of stock options. The Bank offers ESOS to its employees which vests over a period of five years from the date of grant of options i.e., 15% options each for first three years and 25% and 30% for fourth and fifth year respectively. The options are offered at prevailing market prices at the time of grant to the employees. However the same shall vary pursuant to corporate action viz., Rights Issue, Bonus Issue etc. There were no material changes in the ESOS of the Bank during the period under review and the same is in compliance with the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014 as amended from time to time ("SEBI SBEB Regulations"). As at the end of March 31, 2023, the Bank has 16,91,260 options to be granted out of 5,00,00,000 options under the scheme.

In addition, the shareholders of the Bank at its meeting held on 23rd August, 2017 approved new CUB ESOS Scheme 2017 for 3,00,00,000 options on terms and conditions similar to previous one.

As on March 31, 2023, 2,59,38,250 options are yet to be granted under the CUB ESOS 2017 Scheme.

The disclosures pursuant to Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 has been hosted in the website of the Bank and also the same is annexed hereto as Annexure I. weblink:

MReportiT*

AUTOMATION / DIGITAL BANKING

Banking service now-a-days moved from branch banking to palm of customer to do banking on their convenience and comfort. The advent of digital payment due to advancement of information technology, availability of easy access of network through mobile, encourage more cashless transactions and brings it into the Banks system. As on date 97.51% of the Banks transactions are carried out through Alternate Channels. Thus digital banking has become the order of the day.

CUB

City Union Bank Limited

• The Bank has been spreading its Self Service Bank branches (e-Lounge) and enabling our ATMs / BRMs for cardless deposit and withdrawals, self-service kiosk for passbook and cheque deposit machine.

• The Bank has established Digital Banking Unit as per digital initiatives of Government of India.

• Bank also set-up neo-bank as digital front line so as to enable our customer to open banking relationship.

• Customers can manage their digital payments / transactions by setting their own limit for the ATM, POS and E-com channel transactions. They can enable / disable International usage of the card also through Net / Mobile Banking

• Bank has made its presence in Social Media Banking through Whatsapp, Facebook, Twitter and YouT ube.

• Our customers are enjoying CUB e-Wallet, Unified Payment Interface (UPI), BHIM and *99# a NUUP (National Unified USSD Platform), Bharat Bill Payment System (BBPS), Bharat QR - Scan & Pay in BHIM / UPI, ASBA and Aadhaar Enabled Payment System (AEPS).

• Bank is running V-Chip (VKYC) for customer on- boarding and account opening across India

• FASTag facility to make payments at Vehicle Toll Plazas

• A customer friendly Contact Centre (Call Centre) with Interactive Voice Response System (IVRS), is put in place to promote customer support on Multilanguage on 24x7 basis.

• Bank has PCI DSS certification for the digital card environment

NEW TECHNOLOGY INITIATIVES

CUB UPI123 Pay

• In the series of its innovation, CUB has now introduced UPI Payment solution for feature phones - CUB UPI 123PAY. Customers of any bank can now perform UPI transactions using feature phone / smart phone through CUB BHIM Voice IVR by calling 08045163581.

• The feature phone solution is expected to help in offering payment services to the unserved and underserved segment of the population.

Apply Card Online

• Introduced facility to apply debit card online through net banking and mobile banking without visiting branch. Customers can apply for a fresh card or for a replacement card against their lost /blocked card. Card status can also be tracked online.

Easy Buy

• As enrichment to our CUB All in one Mobile app, we have now integrated EasyBuy, a shopping platform comprising marketplace module like Flipkart, Bigbazaar, Myntra, Netmeds, etc. EasyBuy is built to meet shopping needs of the consumers and to use a single app for all their online shopping needs instead of downloading multiple apps for specific purpose.

Dhi Credit Card (Credit Card Issuance with 42CS)

During the financial year 2022-23, Bank tied up with M/s.

42 Card Solutions Pvt. Ltd., to issue CUB brand credit card

Dhi. A soft launch was made with our own staff and

executives and found satisfactory. Bank is expanding the

credit card network to our customers also.

Wearable Keychain and CUBFit Watch

• In order to make payment on the go, CUB has introduced its payment mode to their customers through wearables. To begin with CUB has made tie up with RuPay to make the tap and go payments through a key chain and CUBFit watch.

• This is an advanced technology by embedding chip into the wearable to make payments. Contactless card can be tapped at the merchant PoS devices and transactions upto 5,000 can be performed without entering PIN.

Voice Bio-Metric based Login for Retail mobile banking - "Your Voice is your Password"

Bank developed a new functionality Voice-Biometric in retail mobile banking for login to have different customer experience. Currently customers can log in to banks retail mobile banking application via MPIN or Fingerprint / Face ID.

One more login option is introduced through Voice -biometric. Through this method, customer initially needs to register his / her voice in the mobile banking.

CUB

Post successful registration, for subsequent logins, customers can choose their Voice as authentication mechanism and login. During the login, the customers can talk in different languages and different text. An enable/ disable option for voice biometric is provided to the customer.

Soft Token for Retail customers for transaction approval

The Bank has provided Digital Signature (DSC) Hard token and Soft token for our corporate customers for transaction approval. Similarly for retail customers also DSC Soft token is introduced for transaction approval. This would be a seamless process of approval and avoids delay due to SMS delivery.

Cyber Security Measures

As the convenience in doing banking transactions through digital channels increases, the risks in cyber environment also get increased. New types of cyber frauds are emerging with the introduction of new digital channels. As the Bankers are the custodians of Depositors money, we take utmost care to ensure necessary security measures to protect public interest and necessary mitigation measures are implemented.

• The Bank has implemented latest technology tools in our Bank to cover the protection, detection and response for all cyber security threats and risks.

• The Bank has established Security Operation Centre (SOC) working by 24 X 7 on all calendar days. The SOC takes steps to prevent the attempts from the IOC (Indicators of Compromise) and IOA (Indicators of Attack).

National Cyber Coordination Center (NCCC)

Cert-In and Ministry of Electronics and Information Technology (MeitY) proposed to implement a national level project called National Cyber Coordination Centre (NCCC). Your Bank actively participates in the project.

Brand Indicator for Message Identification (BIMI) Implementation

BIMI is an emerging standard that will help establish branch identity and trust on email channels. CUB has adopted this emerging standard to help the customer to easily identify the email emanated from CUB by displaying our logo in the recipient inbox. This will help the customer to easily ensure the genuineness of email and to avoid phishing mails that may impersonate CUB.

OTHER BUSINESS ACTIVITY

During FY 2022-23, our Bank has entered into Corporate Agency tie-up with six Insurance Companies in addition to the existing tie ups with LIC of India and Star Health & Allied Insurance Company, for augmenting the Noninterest Income. This has been done in accordance with the "Open Architecture" Regulation of IRDAI. The six new Insurance Companies with whom we have tied up with are given below:

A) Life Insurance Business

1. Bajaj Allianz Life Insurance Company

2. TATA AIA Life Insurance Company

B) Standalone Health Insurance Business

1. Aditya Birla Health Insurance Company

2. Care Health Insurance

• The Bank participates in the cyber drills conducted by IDRBT on quarterly rests to enhance our threat detection and prevention capabilities. During this review period, bank detected all the attacks successfully in the cyber drills.

• The Bank is giving training on information security and cyber security to employees of the bank.

• Bank is regularly conducting Readiness Assessment among employees to detect and respond for a cyberincident.

C) General Insurance Business

1. Royal Sundaram General Insurance Company

2. Shriram General Insurance Company

The above tie ups are fully functional and we are now offering Insurance products of all the above companies to our Customers. During the reporting year the Bank has earned a Fee income of 26.72 crores as against 21.03 crores in the previous year, through cross selling of Insurance Products.

ANNUAL

— REPORT

2022 - 23

Bank is also offering the following additional services to all our Customers through Net Banking & Mobile Banking Platforms:

• Demat A/c from our own DP with NSDL

• Trading A/c from our tie up with Integrated Enterprises India Ltd.,

• Mutual Fund investment solution from our Tie up with Finwizard Technology Pvt. Ltd. (widely known as FISDOM)

SUBSIDIARIES AND ASSOCIATES

Your Bank does not have any Subsidiaries or Associates to report during the year under this report.

BOARD MEETING

The Board meetings of the Bank were held in accordance with the Companies Act, 2013, the Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. During the year under review, 12 (Twelve) meetings were held. The details of such meetings along with the constitution of the Board and its committees are given under Report on Corporate Governance forming part of this report.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

Retirement(s):

Shri. R. Mohan (DIN 06902614)

Shri. R. Mohan, Part-Time Chairman of the Bank had completed his tenure on May 03, 2022 as per his appointment terms approved by RBI vide its letter no. DBR.APPT.NO.8631 /08.42.001/2018-19 dt.10th April 2019. Further, as per the provisions of Section 10A(2A)(i) of the Banking Regulation Act, 1949, Shri. R Mohan, has vacated his office of Director as Independent Director on the close of business hours of 27th June, 2022 on account of completion of tenure (8 years).

The Board hereby places on record its warm appreciation over the excellent services rendered by Shri. R Mohan during his tenure.

Smt. Abarna Bhaskar (DIN 06971635)

Smt. Abarna Bhaskar (DIN 06971635) retired as an Independent Director from the Board of the Bank on

City Union Bank Limited

October 24, 2022 on account of completion of tenure (8 years) as per Banking Regulation Act, 1949 and the Companies Act, 2013.

The Board hereby places on record its warm appreciation over the excellent services rendered by Smt. Abarna Bhaskar during her tenure.

Appointment / Re-appointment:

Shri. M. Narayanan (DIN 00682297)

During the reporting year, the RBI vide its letter no. DOR.GOV.No.S663/08.42.001/2022-23 dated May 04,

2022 had approved the appointment of Shri. M. Narayanan (DIN 00682297) as the Part-time NonExecutive Chairman of the Bank w.e.f. May 04, 2022 for a period of two (2) years. His appointment was also approved by the Shareholders at the Annual General Meeting held on August 18, 2022.

Prof. Veezhinathan Kamakoti (DIN 03537582) and Shri. Gurumoorthy Mahalingam (DIN 09600723)

During the reporting year, Prof. V. Kamakoti and Shri. G. Mahalingam were appointed as Independent Directors of the Bank w.e.f May 27, 2022 and July 06, 2022 respectively. Their appointments were approved by the Shareholders at the Annual General Meeting held on August 18, 2022.

Shri. Narayanan Subramaniam (DIN 00166621)

During the reporting year, the Shareholders of the Bank at the Annual General Meeting held on August 18, 2022 had approved the re-appointment of Shri. Narayanan Subramaniam as an Independent Director on the Board of the Bank for the remaining period upto June 19, 2025 as permitted under the Banking Regulation Act, 1949.

Smt. Lalitha Rameswaran (DIN 02326309)

Smt. Lalitha Rameswaran was initially co-opted as Additional Director on the Board of the Bank on November 04, 2022 representing Majority Sector "Finance, Accountancy, Banking and Information Technology". The shareholders of the Bank have approved her appointment as an Independent Woman Director on the Board of the Bank for a period of five years w.e.f November 4, 2022 which was duly passed on January 29,

2023 through Postal Ballot by way of remote e-voting.

City Union Bank Limited

Dr. N. Kamakodi (DIN 02039618)

Dr. T. S. Sridhar (DIN 01681108)

The Reserve Bank of India vide its letter dated April 26, 2023 had granted its approval for the re-appointment of Dr. N. Kamakodi as the Managing Director & CEO of the Bank for a period of three years w.e.f May 01, 2023. The appointment is subject to approval by shareholders. The Notice seeking the approval of shareholders has been circulated to all concerned through postal ballot for voting by way of remote e-voting. The members may check the stock exchange communications for updates on this.

Shri. V.N. Shivashankar (DIN 00929256)

Shri. V.N. Shivashankar currently an Independent Director on the Board of the Bank and his appointment as Independent Director was duly approved by the shareholders at their meeting held on September 01, 2018 for a period of five years. In accordance with the provisions of Section 149(10) of the Companies Act, 2013, an Independent Director can hold office for a maximum term of upto five (5) consecutive years on the Board of the company and shall be eligible for re-appointment for another term of five years subject to passing of Special Resolution by the members and disclosure of such appointment on Boards Report. Further, in respect of Banking Companies, the provisions of section 10A(2) of the Banking Regulation Act, 1949 (Banking Act) specify that the overall tenure of non-executive Directors should not exceed a period of eight (8) consecutive years.

Keeping in view the provisions of both the Companies Act, 2013 and the Banking Regulation Act, 1949 and pursuant to the recommendations of the Nomination Committee, the Board of Directors of the Bank had approved a proposal to re-appoint Shri. V.N. Shivashankar as Independent Director on the Board of the Bank to hold the office till the remaining period upto February 06, 2026 as permitted under the Banking Regulation Act, 1949 from the date of his first appointment in the Bank, subject to approval of Shareholders by means of Special Resolution at the ensuing Annual General Meeting of the Bank. Accordingly, the Board recommends the re-appointment of Shri. V. N. Shivashankar for a second term as an Independent Director on the Board of the Bank (not liable to retire by rotation) for approval by shareholders in the Notice calling the ensuing Annual General Meeting. The relevant details of Shri. V.N. Shivashankar pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard - 2 is disclosed separately in such Notice.

Dr. T. S. Sridhar currently an Independent Director on the Board of the Bank and his appointment as Independent Director was duly approved by the shareholders at their meeting held on September 01, 2018 for a period of five years. In accordance with the provisions of Section 149(10) of the Companies Act, 2013, an Independent Director can hold office for a maximum term of upto five (5) consecutive years on the Board of the company and shall be eligible for re-appointment for another term of five years subject to passing of Special Resolution by the members and disclosure of such appointment on Boards Report. Further, in respect of Banking Companies, the provisions of section 10A(2) of the Banking Regulation Act, 1949 (Banking Act) specify that the overall tenure of non-executive Directors should not exceed a period of eight (8) consecutive years.

Keeping in view the provisions of both the Companies Act, 2013 and the Banking Regulation Act, 1949 and pursuant to the recommendations of the Nomination Committee, the Board of Directors of the Bank had approved a proposal to re-appoint Dr. T. S. Sridhar as Independent Director on the Board of the Bank to hold the office till the remaining period upto February 06, 2026 as permitted under the Banking Regulation Act, 1949 from the date of his first appointment in the Bank, subject to approval of Shareholders by means of Special Resolution at the ensuing Annual General Meeting of the Bank.

Accordingly, the Board recommends the re-appointment of Dr. T. S. Sridhar for a second term as an Independent Director on the Board of the Bank (not liable to retire by rotation) for approval by shareholders in the Notice calling the ensuing Annual General Meeting. The relevant details of Dr. T. S. Sridhar pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard - 2 are disclosed separately in such Notice.

Directors to retire by Rotation

All directors on the Board except the Managing Director and CEO of the Bank are Independent Directors. Hence the provisions of Section 152(6) of Companies Act, 2013 relating to retirement of directors by rotation do not apply considering the present composition of the Board of Directors. Independent Directors are not required to retire in terms of Section 149(13) of the said Act. Accordingly no Director including MD & CEO is required to retire by rotation at the ensuing Annual General Meeting.

Declaration by Independent Directors

The Bank has received relevant declarations from all the Independent Directors under Section 149(6), 149(7) of the Companies Act, 2013, notifications issued by the Ministry of Corporate Affairs and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board is satisfied that the Independent Directors meet the criteria of independence as stipulated under the aforesaid provisions of the Companies Act, 2013.

Further, in compliance with MCA notification no.G.S.R.805(E) dt.22nd October, 2019, all Independent Directors of the Bank have registered themselves in the Independent Directors databank of Indian Institute of Corporate Affairs and are qualified / exempt from undertaking Self Assessment Exam.

Familiarization program for Independent Directors

The details of programme for familiarization of Independent Directors with the Bank, their roles, rights and responsibilities in the Bank and related matters are provided separately under the Corporate Governance Report forming part of this Annual Report.

Performance Evaluation

In line with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant notifications / guidelines issued by SEBI in this regard, there exists a structured criterion as approved by the Nomination committee of the Board for carrying out the performance evaluation of the Board as a whole, its committees as well as Independent Directors, MD & CEO and Chairman.

The necessary evaluations / review were carried out by the Board and Independent Directors to determine the effectiveness of the Board, its Committees, MD & CEO, Chairman and individual Directors. Additional information on performance evaluation is set out in Corporate Governance section forming part of this Annual Report.

Key Managerial Personnel

Dr. N. Kamakodi, Managing Director & CEO continues to be a Key Managerial Person. Shri. V. Ramesh, Chief Financial Officer & Company Secretary of the Bank, was a Key

City Union Bank Limited

Managerial Personnel (KMP) of the Bank till February 11, 2023. Further, with effect from the close of business hours of February 11, 2023, Shri. V Ramesh vacated the office of Chief Financial Officer and Company Secretary. He was assigned the whole-time role of Chief Compliance Officer and re-designated by the Board as SGM & Chief Compliance Officer of the Bank to be in line with RBI circular no. DoS.CO.PPG./SEC.02/11.01.005/2020-21 dt.11.09.2020.

The Board of Directors at its meeting held on February 11, 2023 appointed Shri. J Sadagopan as a KMP designated as Chief Financial Officer (" CFO" ) and Shri. Venkataramanan S as a KMP designated as the Company Secretary ("CS) of the Bank w.e.f. February 12, 2023 respectively pursuant to the provisions of Section 2(51) read with Section 203 of the Companies Act, 2013.

As on the date of this report there are 3 KMPs viz. Managing Director & CEO, CFO and CS.

AUDITORS

Statutory Central Auditor

M/s. Jagannathan & Sarabeswaran, Chartered Accountants, Chennai and M/s. K Gopal Rao & Co., Chartered Accountants, Chennai were re- appointed as the Joint Statutory Central Auditors ("SCAs) of the Bank in the previous Annual General Meeting (AGM) held on 18th August, 2022. The term of the present SCAs will conclude at the conclusion of the ensuing Annual General Meeting of the Bank and being eligible has offered themselves for re-appointment in line with RBI guideline dated 27th April, 2021. Consent has been received from the SCAs for their re-appointment and also a confirmation to the effect that they are not disqualified to be appointed as Statutory Central Auditors of the Bank in terms of Companies Act, 2013 & the rules made there under. An application was made to the Reserve Bank of India seeking its prior approval for the re- appointment of M/s. Jagannathan & Sarabeswaran, Chartered Accountants, Chennai and M/s. K Gopal Rao & Co. Chartered Accountants, Chennai to act as Joint Statutory Central Auditors for the FY 2023-24. In response, the RBI vide its letter No. CO.DOS.RPD.No. S2229/08.13.005/2023-24 dt. June 22, 2023 has accorded its approval for the re-appointment of M/s Jagannathan & Sarabeswaran, Chartered Accountants, Chennai (FRN 001204S) and M/s K. Gopal Rao & Co., Chartered Accountants, Chennai (FRN 000956S) as the Joint Statutory Central Auditors of the

Bank for a third term for FY 2023-24. The Members are requested to consider and approve their re-appointment as the Joint Statutory Central Auditors of the Bank as per the agenda set out in the Notice calling this Annual General Meeting.

The Statutory Central Auditors have furnished their Report for FY 2023 which forms part of this report and there are no qualifications, reservations or adverse remarks made by the Auditors in their report. Further, the Auditors of the Bank has not reported any fraud under section 143(12) of the Companies Act, 2013.

Secretarial Auditor

Pursuant to Section 204 of the Companies Act, 2013, read with Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the Bank had appointed M/s. B. K. Sundaram & Associates, Practising Company Secretaries, Tiruchirapalli as Secretarial Auditor to conduct the Secretarial Audit of the Bank for the Financial Year 2023. The report of Secretarial Auditor Secretarial Audit Report in the prescribed format is annexed to this report as Annexure II.

Pursuant to Regulations 24A of SEBI Listing Regulations 2015, read with relevant SEBI circular, the Bank has obtained Secretarial Compliance Report certified by such Auditor for the financial year ended March 31, 2023, on compliance of all applicable SEBI regulations and circulars / guidelines issued thereunder and the copy of the same was submitted with the stock exchanges within due timelines.

There are no observations, reservations or adverse remarks made by the Secretarial Auditor in their report except they have recorded a fact as to the levy of penalty by the Stock Exchanges BSE Ltd., and the National Stock Exchange of India Limited and the divergence reported by RBI. The members may refer Annexure II for more details.

CostAudit

The requirement of maintaining cost records u/s 148(1) of the Companies Act 2013 is not applicable to the Bank.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with Section 134 (5) of the Companies Act, 2013, the Board of Directors of the Bank hereby declares and confirms that:

i) In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the State of Affairs of the Bank as at the end of the Financial Year and of the Profit & Loss of the Bank for that period.

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of applicable laws governing Banks in India for safeguarding the assets of the Bank and for preventing and detecting fraud and other irregularities.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) The Directors have laid down adequate internal financial controls to be followed by the Bank and that such internal financial controls are adequate and were operating effectively; and

vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

INSIDER TRADING NORMS

The Bank has formulated / revised the Code of Conduct pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015 as amended from time to time ("SEBI PIT Regulations") to regulate, monitor and ensure reporting of trading by the designated persons and other connected persons. The said code had been reviewed and amended by the Board of Directors from time to time.

The code is adopted to maintain highest ethical standards in dealing with securities of the Bank by persons to whom it is applicable. The code of conduct and related policy are available in the Banks website. weblink:

https://www.cityunionbank.com/assets/frontend/pdf/others/CUB_Code_of_Conduct.pdf

All listed companies are required to maintain an in-house Structured Digital Database ("SDD") under Regulation 3(5) and 3(6) of SEBI (PIT) Regulations, 2015 through which Unpublished Price Sensitive Information (UPSI) are to be reported. In this regard our Bank has purchased a software application from M/s GNSA, Infotech, Chennai

which has been integrated in the Banks server. The trades of all Designated and Connected persons ("Insiders") are monitored on a continuous basis.

Further, in order to exercise additional vigil on the trades conducted by all Insiders, the PAN of all the Insiders are linked in the database of RTA and thereby the RTA furnishes a weekly report to the Bank on trades conducted by the Insiders. The violations, if any, are reported to the Audit Committee and the Board.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE BANK AND SIGNIFICANT / MATERIAL ORDERS PASSED BY THE REGULATORS

There are no material changes and commitments affecting the financial position of the Bank which occurred between the end of the financial year of the Bank i.e., March 31, 2023 and the date of Directors Report i.e., June 26, 2023.

During the year under review, no significant and material orders have been passed by the Regulators except the Reserve Bank of India, which as per its final Report on Risk Assessment for the period March 2022 has inter-alia reported divergence in additional gross NPA amounting to 259 Crores. As per such Report the Bank had to make an additional provisioning towards Bad & Doubtful debts to the tune of 40 Crores. The Bank had complied with the directions of RBI.

POLICIES

Directors Appointment(s) and Remuneration / Compensation Policy

The Bank has formulated and adopted a policy on Board Diversity as per which the Nomination Committee of the Board of Directors of the Bank conducts the preliminary assessment for appointment of Directors on the Board of the Bank and makes suitable recommendations to the Board for its consideration.

The Nomination Committee identifies and assesses the qualifications and positive attributes of the proposed candidate for the position of Director based on the disclosures / declarations received from such person under the Companies Act, 2013, the Banking Regulation

City Union Bank Limited

Act, 1949 and also RBI guidelines. The Nomination Committee makes a thorough scrutiny of the prospective candidate and certifies the fit and proper status to the Board after exercising above due diligence process.

Apart from the above, the Nomination Committee while appointment of an Independent Director also considers the Declaration on Independence furnished by the proposed candidate for the position of Director u/s 149 (6) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Further, the Bank has a Compensation Policy which is in accordance with the directives issued by the Reserve Bank of India. The Bank has constituted a Compensation & Remuneration Committee which oversees the framing, implementation and review of the Compensation Policy of the Bank. The Remuneration Policy of the Bank is briefed under Corporate Governance Report forming part of Annual Report.

RISK MANAGEMENT POLICY

The Bank has in place an Integrated Risk Management framework supported by detailed policies and processes for management of Credit Risk, Market Risk, Liquidity Risk, Operational Risk and various other risks. The details on the Risk Management framework of the Bank is detailed in the Management Discussion and Analysis section appended to this Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

As per Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Bank has prepared the Business Responsibility and Sustainability Report setting out the Banks Social, Environmental and Governance aspects. The same is furnished as a separate report forming part of this Annual Report.

DEPOSITS UNDER CHAPTER V OF COMPANIES ACT, 2013

Being a Banking company, the disclosures as required pursuant to Rule 8(5)(v) & (vi) of the Companies (Accounts) Rules, 2014 read with Section 73 & 74 of the Companies Act, 2013 are not applicable to your Bank.

INTERNAL FINANCIAL CONTROLS SYSTEMS & ADEQUACY

The Bank has put in place adequate internal financial controls commensurate with the size and scale of operations. The Bank has, in all material aspects, adequate Internal Control systems over financial reporting and these controls have been taken into consideration, the essential components of internal control stated in the guidance note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. Such Internal Financial Controls over Financial Reporting were operating effectively as at the end of the financial year. More details have been set out in Management Discussion and Analysis Report which forms part of this report.

RELATED PARTY TRANSACTIONS

The Board of Directors of the Bank has adopted a policy on Related Party transactions which is in line with the Companies Act, 2013 and SEBI Listing Regulations, 2015. During the reporting year, no contracts or arrangements were made by the Bank attracting the provisions of Section 188 of the Companies Act, 2013 or SEBI Listing Regulations. A detailed policy on the Related Party Transaction is available at the Banks website. Weblink: https://www.cityunionbank.com/filemanager/PDF/RPT-policy-26%20June-2023.pdf

LOANS, GUARANTEES OR INVESTMENTS

The Loans, Guarantees or Investments made in securities by the Bank are exempt pursuant to the provisions of section 186 (11) of the Companies Act, 2013 and hence do not attract any disclosure required under section 134 (3)(g) of the Companies Act, 2013.

Responsibility (CSR) Committee. The Bank has established CUB Foundation, a non-profit entity to identify suitable deserving projects, recommend and oversee the CSR initiatives of the Bank.

The Annual Return on CSR activities as required under Rule 9 of the Companies (Corporate Social Responsibility) Rules 2014 is furnished under Annexure III to this report.

DISCLOSURE TO BE MADE UNDER SECTION 177(8) OF COMPANIES ACT, 2013

The Board of the Bank had constituted the Audit Committee under the extant guidelines of Reserve Bank of India (RBI), provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details of the composition of the Audit Committee are furnished in the Corporate Governance Report which forms part of this Report.

CORPORATE GOVERNANCE

The Bank is committed to achieving the highest standards of Corporate Governance and it also adheres to the Corporate Governance requirements set by the Regulators / applicable laws. The Corporate Governance practices followed by the Bank aim to ensure value creation for all its stakeholders through ethical decision making and maintaining transparency.

A detailed report on Corporate Governance standards followed by the Bank as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Companies Act, 2013 and Rules made there under alongwith Certificate of Compliance from the Statutory Auditors are furnished separately which forms part of this report.

ANNUAL RETURN u/s 92(3) OF COMPANIES ACT, 2013 MANAGEMENT DISCUSSION & ANALYSIS

The Annual Return pursuant to Section 92(3) of the Companies Act, 2013 is uploaded in the website of the Bank. Weblink:

https://www.cityunionbank.com/filemanager/PDF/MGT-7_2022.pdf CORPORATE SOCIAL RESPONSIBILITY (CSR)

In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended and the related notifications / circulars / guidelines issued by MCA, the Bank has established Corporate Social

A detailed Management Discussion and Analysis Report for the year under review as stipulated in SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 is presented as a separate section forming part of this Report.

OTHER DISCLOSURES

Conservation of Energy and Technology Absorption

In respect of the nature of activities carried out by the Bank, w.r.t. the provisions of Section 134 (m) of the

Companies Act, 2013 relating to conservation of energy and technology absorption, the Bank has taken every effort to conserve energy. The Bank has been installing energy efficient equipments at all its branches including installation of Solar panels wherever feasible and power saving LED bulbs at majority of Branches and Central Office. The members may refer the Business Responsibility and Sustainability Report for more details on this aspect.

On the technological front, the Bank continued to offer reliable and secure banking service to its customers by facilitating the latest customer friendly technological solutions. A separate para on Technology matters has been set out elsewhere in this report.

Foreign Exchange Earnings and Outgo

The Bank continues to encourage countrys export promotion by lending to exporters and offering them forex transaction facilities.

EMPLOYEES / OTHER DISCLOSURES

Disclosures under Section 197 of the Companies Act, 2013

The disclosures pursuant to the provisions of Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are furnished as Annexure IV.

The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure V.

Disclosure under Section 22 of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Bank is keen in maintaining and upholding the dignity of each and every woman at the work place. The Bank has a policy on Prevention of Sexual Harassment at workplace which provides for adequate safeguards and protection for women at the work place in the organization. The Bank has complied with the requirement of constitution of Internal Complaints Committee (ICC) under the Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013.

City Union Bank Limited

There exists an online Grievance redressal forum for women employees in the intranet server of the Bank wherein women employees of the Bank can file their Grievance / complaint under the act. During the reporting period no complaints have been received by the ICC.

Whistle Blower / Vigil Mechanism

Pursuant to the provisions of Section 177(9) and (10) of the Companies Act 2013, a vigil mechanism for Directors and employees to report genuine concerns has been established. The Bank has a policy on whistle blower / vigil mechanism which is uploaded in the website of the Bank. Weblink:

https://www.cityunionbank.com/assets/frontend/pdf/others/Whistleblower-Policy.pdf

There exists an online forum for all employees in the intranet server of the Bank to report genuine concerns under the mechanism. No application / compliant was received in this regard during FY 2022-2023.

All employees and Directors have access to the Chairman of the Audit Committee under extraordinary circumstances.

Compliance with Secretarial Standards and applicable laws

It is hereby confirmed that the Bank has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India (SS-1 and SS-2) relating to Meetings of the Board, its Committees and Shareholders. Further proper systems are in place to ensure compliance of all laws applicable to the Bank.

ACKNOWLEDGEMENT

The Board of Directors of the Bank would like to take this opportunity to thank all its Customers and Stakeholders and wish to place on record its sincere appreciation for the assistance and co-operation received from the Reserve Bank of India, SEBI, IRDAI, NABARD, NHB, SIDBI, EXIM BANK, ECGC, DICGC, NPCI, Stock Exchanges, Depositories, Integrated Registry Management Services Private Limited, Life Insurance Corporation of India and all other authorities.

Your Directors also place on record their deep sense of appreciation for the committed services rendered by the Banks Executives, members of the Staff and all other employees.

For and on behalf of the Board

Sd/-

M. Narayanan

Date : 26th June, 2023 DIN: 00682297

Place : Chennai Chairman