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Transcript of the 93 rd AGM held on 25 th September 2020 Page 1 of 39 CIN L65110TN1926PLC001377 TRANSCRIPT OF THE 93 RD ANNUAL GENERAL MEETING HELD ON FRIDAY, THE 25 TH DAY OF SEPTEMBER 2020 AT 11.10 AM Shri N Ramanathan, Company Secretary : As per Section 104 of the Act read with Clause 5.1 of Secretarial Standards 2– Directors present at the meeting shall elect one of themselves to be the Chairman of the Meeting. The Directors present in the meeting are: Shri S. Sundar, MD & CEO, Shri G. Sudhakara Gupta, Shri N. Saiprasad, participating Shri Gorinka Jaganmohan Rao, Shri Raghuraj Gujjar, Shri Shakti Sinha, Shri Satish Kumar Kalra, Smt. Meeta Makhan, Shri K.R. Pradeep, Shri B.K. Manjunath, Shri Y.N. Lakshminarayana Murthy, One director to propose and another to second for Chairman. Shri Y N Lakshminarayana Murthy : I propose the appointment of Shri K R Pradeep as Chairman of the 93 rd Annual General Meeting of the Bank Shri Gorinka Jaganmohan Rao : I second the appointment of Shri K R Pradeep as Chairman of the 93 rd Annual General Meeting of the Bank Shri K R Pradeep, Chairman of the Meeting : a) Respected Dignitaries and Dear Shareholders, On behalf of the Board of Directors and on my personal behalf, I welcome you all to this 93 rd Annual General Meeting of the Lakshmi Vilas Bank Limited. In view of the current extraordinary circumstances due to the COVID-19 pandemic prevailing in the country and continuing restrictions on movement of persons at several places and social distancing norms, the Ministry of Corporate Affairs vide its circular dated May 05, 2020 has permitted companies to hold annual general meeting through Video Conferencing (“VC”)/Other Audio Visual Means (“OAVM”). Accordingly, in compliance with the applicable provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, this annual general meeting of the Bank is being held.

TRANSCRIPT OF THTHE 93 RD ANNUAL GENERAL MEETING … · Transcript of the 93rd thAGM held on 25 September 2020 Page 1 of 39 CIN L65110TN1926PLC001377 TRANSCRIPT OF THTHE 93RD ANNUAL

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Page 1: TRANSCRIPT OF THTHE 93 RD ANNUAL GENERAL MEETING … · Transcript of the 93rd thAGM held on 25 September 2020 Page 1 of 39 CIN L65110TN1926PLC001377 TRANSCRIPT OF THTHE 93RD ANNUAL

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CIN L65110TN1926PLC001377

TRANSCRIPT OF THE 93RD ANNUAL GENERAL MEETING HELD ON FRIDAY, THE 25TH DAY OF SEPTEMBER

2020 AT 11.10 AM

Shri N Ramanathan,

Company Secretary

: As per Section 104 of the Act read with Clause 5.1 of Secretarial

Standards 2– Directors present at the meeting shall elect one of

themselves to be the Chairman of the Meeting. The Directors

present in the meeting are:

Shri S. Sundar, MD & CEO,

Shri G. Sudhakara Gupta,

Shri N. Saiprasad, participating

Shri Gorinka Jaganmohan Rao,

Shri Raghuraj Gujjar,

Shri Shakti Sinha,

Shri Satish Kumar Kalra,

Smt. Meeta Makhan,

Shri K.R. Pradeep,

Shri B.K. Manjunath,

Shri Y.N. Lakshminarayana Murthy,

One director to propose and another to second for Chairman.

Shri Y N Lakshminarayana

Murthy

: I propose the appointment of Shri K R Pradeep as Chairman of

the 93rd Annual General Meeting of the Bank

Shri Gorinka Jaganmohan

Rao

: I second the appointment of Shri K R Pradeep as Chairman of

the 93rd Annual General Meeting of the Bank

Shri K R Pradeep,

Chairman of the Meeting

: a) Respected Dignitaries and Dear Shareholders,

On behalf of the Board of Directors and on my personal behalf, I

welcome you all to this 93rdAnnual General Meeting of the

Lakshmi Vilas Bank Limited.

In view of the current extraordinary circumstances due to the

COVID-19 pandemic prevailing in the country and continuing

restrictions on movement of persons at several places and social

distancing norms, the Ministry of Corporate Affairs vide its circular

dated May 05, 2020 has permitted companies to hold annual

general meeting through Video Conferencing (“VC”)/Other

Audio Visual Means (“OAVM”).

Accordingly, in compliance with the applicable provisions of the

Companies Act, 2013 and Securities and Exchange Board of

India (Listing Obligations and Disclosure Requirements)

Regulations, 2015, this annual general meeting of the Bank is

being held.

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At the outset, this year proved to be most difficult for your Bank

on the back of certain events happening in our bank coupled

with certain external factors. During 2019-20, your Bank has

reported net loss of Rs. 836.04 crores facing testing times in many

parameters.

Prompt Corrective Action has been imposed by the Reserve

Bank of India on the Bank on 27th September 2019, in view of

continuing losses, mounting NPAs and inadequate capital

adequacy ratio. However, PCA will not restrict our operations for

taking/repaying deposits or granting of loans. Your Bank is now

concentrating on improving its overall performance and

profitability.

While welcoming you all, I join the other Directors in conveying

our sincere thanks to all members, customers and staff of the

Lakshmi Vilas Bank family for their understanding and

cooperation as well as the faith and trust reposed in the Bank

during difficult times which has helped the Bank to face the

challenges.

I also personally take this opportunity in welcoming my

colleagues on the Board and express my sincere appreciation

for their guidance which has been a greatest source of strength

in helping the Bank to see through the difficult times and soon to

rise to the bloom with better performance and growth.

At the conclusion of the proceedings, I request our MD & CEO to

address the shareholders.

b) All the members attending this meeting through video

conference are counted for the purpose of quorum as per the

circulars issued by MCA and Section 103 of the Companies Act,

2013. The required quorum being present I call this meeting to

order.

Before taking up the agenda items for discussion, I wish to state

that, in accordance with the extant circulars issued by the

Ministry of Corporate Affairs and SEBI, Bank had sent the Notice

of the 93rd AGM together with the Annual Report 2019-20 only

through electronic mode to those Members whose email

addresses are registered with the Registrar and Share Transfer

Agent / Depository Participant(s) and therefore, there was no

physical copy of Notice, Annual Report sent to any shareholder

this time. As the Notice has already been circulated to the

members, I take the Notice convening the meeting as read.

c) Shri Rajnish Kumar and Shri Sundaram Shankar being RBI

Additional Directors are not present at the AGM, as per their

terms of appointment issued by RBI.

We have ensured to take sufficient care to maintain proper

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social distancing and comply with other health advisories while

conducting the meeting.

At the outset, I also acknowledge the presence of our Statutory

Central Auditors, M/s. P. Chandrasekar LLP, represented by Shri P

Chandrasekaran and Smt. Lakshmy, Partners, participating in the

meeting through VC from Bangalore, and our Secretarial

Auditor, Shri K. Muthusamy, participating through VC from

Coimbatore.

d) All relevant documents referred to in the Notice have been

made available for electronic inspection by the members

without any fee from the date of circulation of 93rd AGM Notice

upto the date of the AGM.

Now, I request all the directors to identify themselves and I will

begin with myself Shri K R Pradeep, Promoter Director attending

this AGM from my office at Bangalore.

I request all the directors to identify themselves.

Shri Gorinka Jaganmohan

Rao

: I Jaganmohan Rao, Independent Director participating in the

AGM from Hyderabad

Smt. Meeta Makhan

: This is Meeta Makhan, Independent Director attending the 93rd

AGM from Delhi

Shri G Sudhakara Gupta

: Sudhakara Gupta attending the 93rd AGM from my office at

Chennai

Shri Y.N.Lakshminarayana

Murthy

: I Y.N.Lakshminarayana Murthy, Independent Director attending

the 93rd AGM of the Lakshmi Vilas Bank from my residence at

Bangalore

Shri Shakti Sinha

: I am Shakti Sinha, Independent Director participating in the 93rd

AGM from my residence at Delhi

Shri Raghuraj Gujjar

: I am Raghuraj Gujjar participating in the 93rd General Meeting

from Bangalore

Shri Satish Kumar Kalra

: I am S K Kalra attending the 93rd AGM of the Lakshmi Vilas Bank

from my residence at Gurgaon

Shri K R Pradeep,

Chairman of the Meeting

Yes, Other Directors please, Manjunath

Shri B.K. Manjunath

: I B.K. Manjunath participating in the AGM from Bengaluru

Shri N Saiprasad

: This is N Saiprasad participating in the AGM from Karur Regional

Office and I belong to Founder Promoter Family. I am the

Chairman of Stakeholder Relationship Committee of the Bank.

Thank You.

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Shri S Sundar, Managing

Director & CEO

: I S Sundar, MD & CEO joining the AGM through Video

Conference from Head Office, Chennai

Shri K R Pradeep,

Chairman of the Meeting

: So all have identified Mr. Ramanathan

Shri N Ramanathan,

Company Secretary

: Yes Sir

Shri K R Pradeep,

Chairman of the Meeting

shall we proceed with the other items

Shri N Ramanathan,

Company Secretary

: May I request the Chairman to explain to the members, rules of

the meeting.

Shri K R Pradeep,

Chairman of the Meeting

: a) In compliance with the provisions of Regulation 44 of the SEBI

(Listing Obligations and Disclosure Requirements) Regulations,

2015, Section 108 of the Companies Act, 2013 and Rule 20 and

21 of the Companies (Management and Administration) Rules,

2014, as amended, the bank has provided the members’ the

following facilities to vote at the AGM by electronic means:

1. through remote electronic voting services provided by

National Securities Depositories Limited (NSDL) and

2. through electronic voting system from NSDL at the AGM.

b) As per Section 105 of the Companies Act, 2013, a member

entitled to attend and vote at the meeting is entitled to appoint

a proxy to attend and vote instead of him. However, since this

AGM is held through VC, where physical presence of members

has been dispensed with, there is no requirement for

appointment of proxies, as per the MCA Circular dated 08th April

2020. However, in pursuance of Section 112 & Section 113 of the

Act, representatives of the members may be appointed for the

purpose of participation and voting in the meeting.

c) The Board of Directors has appointed M/s. JMACS Associates,

Coimbatore as the Scrutinizer to scrutinize the remote E-voting

and E-voting on the day of the AGM; and the Scrutinizer will be

submitting the report to the Chairman of the meeting, as per

applicable provisions.

d) As per the applicable provisions of the SEBI (Listing Obligations

and Disclosure Requirements) Regulations, 2015 as amended,

the voting results shall be declared within forty eight hours of

conclusion of the general meeting.

The members may get to know of the results through our Bank’s

website and also through Stock Exchanges.

e) As per provisions of the Companies (Management and

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Administration) Rules, 2014 a resolution assented to by the

requisite majority of the shareholders and declared by the

Chairman of the meeting shall be deemed to have been passed

on the date of the Annual General Meeting.

f) The Bank had given opportunity to the Members to express

their views/raise queries in advance by email. Mails, if any

received from the members, will be responded by the MD &

CEO of the Bank at the conclusion of the Meeting.

g) As per Revised Secretarial Standard 2, every Resolution,

except a Resolution which has been put to vote through Remote

e-Voting or on which a poll has been demanded, shall be

proposed by a Member and seconded by another Member. In

our Bank, as every Resolution has been put to vote through

Remote e-Voting, no proposing and seconding are required.

Item No.1 in the notice will be taken up.

“The Directors’ Report and Audited Accounts for the year ended

31st March 2020 have been with you for some time and with your

permission, I shall take them as read”

I request the Company Secretary to read the Auditor’s Report.

Shri N Ramanathan,

Company Secretary

: The Members of The Lakshmi Vilas Bank Limited

Report on the Audit of the Financial Statements

Qualified Opinion

We have audited the accompanying financial statements of The

Lakshmi Bank Limited (“the Bank”), which comprise the Balance

Sheet as at 31st March 2020, the Profit and Loss Account, the

Cash Flow Statement for the year then ended, and a summary

of significant accounting policies and other explanatory

information. Incorporated in these financial statements are the

Returns for the year ended on that date of 21 Branches and

departments audited by us and 562 Branches/ offices audited

by statutory branch auditors. The Branches audited by us and

those audited by other auditors have been selected by the Bank

in accordance of the guidelines issued to the Bank by the

Reserve Bank of India (“RBI”).

In our opinion and to the best of our information and according

to the explanations given to us, except for the possible effects of

the matters described in the Basis for Qualified Opinion

paragraph, the aforesaid financial statements give the

information required by the Banking Regulation Act, 1949 as well

as the Companies Act, 2013 in the manner so required for

banking companies and give a true and fair view in conformity

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with the accounting principles generally accepted in India, of

the state of affairs of the Bank as at 31st March 2020, and its

losses and its cash flows for the year ended on that date.

Basis for Qualified Opinion

1. We draw attention to Note 8 of the Schedule 18 – Notes on

Accounts. During the financial year ended 31st March 2018, the

Bank had adjusted loans aggregating to Rs.794 crore extended

to RHC Holding Private Limited and Ranchem Private Limited

against deposits of Religare Finvest Limited. The said adjustment

has been contested by Religare Finvest Limited and a suit has

been fi led against the Bank in May 2018 before the Honourable

High Court of Delhi. The matter still remains sub-judice. Further,

the Economic Offences Wing, Delhi (“EOW”) has initiated

proceedings against the Directors of the Bank and SEBI has

sought clarification on the above matter. However, as per the

Bank, based on legal opinions obtained against the suit, the said

appropriation is lawful and tenable and hence not made any

specific provision on this score. The Reserve Bank of India (“RBI”)

vide letter dated 21st November 2019, had advised the Bank to

maintain provisions, on a prudential basis, to cover potential

losses for the ‘Claim against the Bank not acknowledged as

debt’ in respect of the above-mentioned matter. In case of

adverse judgment, the Management needs to provide an

additional amount of Rs.594 crore after considering the available

contingent provision of Rs.200 crore provided in the books.

Considering the above, the Provisions & Contingencies would

have increased, net loss for the year would have increased,

shareholders’ funds would have decreased, by Rs.594 crore

each and the Capital Adequacy Ratio (Basel III) would have

reduced by 4.50%.

The audit opinion on the financial statements for the years

ended 31st March 2018 and 31st March 2019 was also qualified

in respect of this matter.

2. We draw attention to Note 5.1.1 of the Schedule 18 – Notes on

Accounts, which states that the Bank has reversed the

cumulative provision of Rs.48.70 crore held towards revision of

wages due to employees with effect from November 2017. While

the Bank has cited the withdrawal of mandate given to the

Indian Banks’ Association (“IBA”) to negotiate revision of salary

on its behalf, as the basis for reversing the provision, there is no

evidence to suggest that there will not be any liability for the

wage revision with effect from November 2017. While the

quantum of wage revision cannot be determined as on date, it

is likely that the provision required would at least be Rs.48.70

crore. Considering the above, Operating Expenses and the net

loss for the year would have increased by Rs.24 crore each,

Other income would have decreased by Rs.24.70 crore and

Other liabilities & Provisions as at 31st March 2020 would have

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increased by Rs.48.70 crore.

3. We draw attention to Note 4.9 of the Schedule 18 – Notes on

Accounts, which states that the Bank has recognised net

deferred tax asset of Rs.1,185.57 crore as at 31st March 2020, of

which Rs.326.01 crore was created during the year ended 31st

March 2020. The Bank has decided not to opt for reduced

corporate tax rate under Section 115BAA of the Income Tax Act

and the deferred tax asset and liability have been calculated

with the existing tax rate.

As per the requirements of AS 22 “Accounting for Taxes on

Income”, deferred tax assets should be recognised and carried

forward only to the extent that there is a virtual certainty that

sufficient future taxable income will be available against which

such deferred tax assets can be realised. In our opinion,

considering the recurring losses and in the present scenario of

the Bank going through the Prompt Corrective Action imposed

by the RBI, there is no certainty that the Bank will have sufficient

future taxable income to justify the creation of deferred tax

asset. Had the deferred tax asset not been created and

retained, the net loss for the year would have been higher by

Rs.1,185.57 crore.

We conducted our audit in accordance with the Standards on

Auditing (“SAs”) specified under Section 143(10) of the

Companies Act, 2013 (“the Act”). Our responsibilities under those

Standards are further described in the Auditor’s Responsibilities

for the Audit of the Standalone Financial Results section of our

report. We are independent of the Bank in accordance with the

Code of Ethics, as amended, issued by the Institute of Chartered

Accountants of India together with the ethical requirements that

are relevant to our audit of the Financial Results, and we have

fulfilled our other ethical responsibilities in accordance with these

requirements and the Code of Ethics, as amended. We believe

that the audit evidence obtained by us is sufficient and

appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

The financial results indicate that the Bank has incurred a loss of

Rs.836.04 crore during the year ended 31st March 2020. The Bank

has been incurring losses for the past 10 Quarters and the

Reserve Bank of India has initiated Prompt Corrective Action in

September 2019, which inter alia prescribes the Bank to bring in

additional capital, restrict further lending to corporates, reduce

NPAs and improve the Provision Coverage Ratio to 70%. There

has been a steady decline in the Bank’s deposit base since

September 2019 and increase in the NPA ratios. The Bank’s Tier 1

Capital ratio has turned negative, at -0.88%, as compared to the

minimum requirement of 8.875%. This requires the Bank to take

effective steps to augment its capital base in the year 2020-21.

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We were informed that the Bank routinely evaluates capital

raising options.

In line with the RBI’s COVID-19 Regulatory Package dated 27th

March 2020 and 17th April 2020, the Bank has granted a

moratorium of three months on the payment of all instalments

and/ or interest, as applicable, falling due between 1st March

2020 and 31st May 2020 to all eligible borrowers classified as

“Standard”, even if overdue, as at 29th February 2020.

In the opinion of the Bank, based on their internal assessment

and the likely capital infusion, the Bank will be able to realise its

assets and discharge its liabilities in its normal course of business

and hence the Financial Results have been prepared on a going

concern basis. The said assumption of going concern is

dependent upon the Bank’s ability to achieve improvements in

liquidity, asset quality and solvency ratios, augment its capital

base and mitigate the impact of COVID-19 and thus a material

uncertainty exists that may cast a significant doubt on the Bank’s

ability to continue as a going concern. However, as stated

above, the Bank opines that there are mitigating factors to such

uncertainties.

Our opinion on the financial statements is not modified in respect

of this matter.

Emphasis of Matter

1. We draw attention to Note 9 of the Schedule 18 – Notes on

Accounts, which describes that the Bank has recognised

provision on loans and overdrafts that were overdue but

“Standard” as at 29th February 2020, for which moratorium

benefit has been granted, based on the days past due status as

on that date in accordance with the RBI’s COVID-19 Regulatory

Package.

2. We draw attention to Note 9 of the Schedule 18 – Notes on

Accounts, which describes the uncertainties due to the outbreak

of COVID-19 and Management’s evaluation of its impact on the

operations of the Bank. In view of these uncertainties, the impact

on the Bank’s financial results is significantly dependent on future

developments.

3. We draw attention to Note 5.1.1 of the Schedule 18 – Notes on

Accounts, which describes about the reversal of excess provision

for employee benefits amounting Rs.70.37 crore as per the

actuarial valuation report as at 31st March 2020 in accordance

with AS 15 “Employee benefits” and this reversal of excess

provision is mainly on account of the change in the principal

actuarial assumption of salary escalation rate.

Our opinion on the financial statements is not modified in respect

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of any of the above-mentioned matters of emphasis.

Key Audit Matters

Key audit matters are those matters that, in our professional

judgement, were of most significance in our audit of the

standalone financial statements of the current period. These

matters were addressed in the context of our audit of the

standalone financial statements as a whole, and in forming our

opinion thereon, and we do not provide a separate opinion on

these matters. We have determined the matters described

below to be the key audit matters to be communicated in our

report.

S.No. Key Audit Matter Auditor’s Response to

Key Audit Matter

1 Recognition of Deferred tax

assets on carry forward of

losses

Deferred tax assets on

unabsorbed depreciation or

carry forward of losses are

to be recognized only when

there is a virtual certainty

supported by convincing

evidence that sufficient

future taxable income will

be available against which

such deferred tax assets

can be realised.

Determination of virtual

certainty is a matter of

judgement based on

convincing evidence.

Refer Note 4.9 of the

Schedule 18 – Notes on

Accounts

Principal Audit

Procedures:

Considered

the taxable

profits of the

Bank and

taxes paid in

the past,

obtained

details of carry

forward losses

under income

tax and details

of estimates of

taxable

incomes for

future periods

without

considering

further capital

infusion, of

restructuring

and without

considering

expected

recoveries

from assets

where

resolution

proceedings

are underway.

Tested the

period over

which the

deferred tax

assets on such

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unabsorbed

losses would

be recovered

against future

taxable

income.

Tested the

Management`

s underlying

assumptions in

estimating the

future taxable

incomes

against which

such

unabsorbed

losses would

be recovered.

2 Adequacy of provisions in

respect of Advances

Advances are classified as

performing and non-

performing assets in

accordance with the

prudential norms issued by

RBI. The identification of

non-performing assets and

creation of provision on

such advances involves key

judgments relating to

performance of borrowers,

determination of security

value, manual interventions,

management judgement,

regulatory level, etc.

Accordingly, our audit was

focused on income

recognition, asset

classification and

provisioning pertaining to

advances due to the

materiality of the balances

and associated impairment

provisions.

Principal Audit

Procedures:

We assessed the

Bank’s system in place

to identify and

provide for non-

performing assets.

Our audit approach

consisted testing of

the design and

operating

effectiveness of the

internal controls and

substantive testing as

follows:

Evaluated the

design of

internal

controls

relating to

identification

and making

provision for

non-

performing

assets.

Tested the

relevant

information

technology

systems used in

identification

and making

provision for

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such NPA as

per the RBI

Guidelines

including

involvement of

manual

process and

manual

controls. in

relation to

income

recognition,

asset

classification

and

provisioning

pertaining to

advances.

Considered

Branch audit

reports for

identification

and

provisioning for

non-

performing

assets

Test checked

the

identification

and

provisioning of

non-

performing

assets in

accordance

with RBI

Guidelines

issued from

time to time.

Ensured

exceptions

noticed during

our audit

procedures

are duly

corrected.

3 Information technology (IT)

systems (Flex Cube – Oracle

based) used in financial

reporting process

The Bank’s operational and

Principal Audit

Procedures:

We conducted an

assessment and

identified key IT

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financial processes are

dependent on IT systems

due to large volume of

transactions that are

processed daily.

Accordingly, our audit was

focused on key IT systems

and controls due to the

pervasive impact on the

financial statements.

applications,

databases and

operating systems that

are relevant to our

audit and have

identified CBS and

Treasury System

primarily as relevant

for financial reporting.

Our audit approach

consisted testing of

the design and

operating

effectiveness of the

internal controls and

substantive testing as

follows:

Obtained an

understanding

of the Bank’s IT

control

environment, IT

policies and

key changes

during the

audit period.

Reviewed the

design,

implementatio

n and

operating

effectiveness

of the Bank’s

General IT

controls over

the key IT

systems that

are critical to

financial

reporting on

test check

basis as per

the checklist

provided by

the ICAI in its

latest

Guidance

Note on Bank

Audit.

Tested key

automated

and manual

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business cycle

controls and

logic for system

generated

reports

relevant to the

audit on test

check basis.

4 Valuation of Investments

As per RBI guidelines,

Investments are classified

into Held for Trading (“HFT”),

Available for Sale (“AFS”)

and Held to Maturity

(“HTM”) categories at the

time of purchase and HTM

investments are at

amortised cost and AFS and

HFT are at Mark to Market.

Accordingly, our audit was

focused on the key audit

matter, due to the

Management’s judgment in

determining the value

based on the policy of the

Bank, impairment

assessments and the impact

on the financial statements.

Principal Audit

Procedures:

We conducted an

assessment of the

policies, controls,

classifications and

valuation of

investments.

Reviewed the

appropriatene

ss of the

valuation, by

test checking

on the pricing,

volatility,

discount

factors.

Reviewed if

the RBI policies

are followed.

Reviewed if

the financial

statements

disclosures

reflect the

Bank’s

exposure to

investments in

line with the

RBI policies,

and

Accounting

Standards.

5 Modified audit procedures

carried out in light of

COVID-19 pandemic

Due to the outbreak of

COVID-19 pandemic,

nationwide lockdown has

been imposed by the

Central Government/ State

Governments/ Local

authorities, which had

resulted in restrictions on

Principal Audit

Procedures:

We modified our audit

procedures as

outlined below:

Verified the

necessary

records,

reports,

documents

and

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movement of personnel.

Hence, physical visit to the

Branches and offices was

not possible in most of the

cases by us and the Branch

auditors.

Accordingly, our audit

procedures were carried

out based on the necessary

records, reports, documents

and certificates were made

available to us by the Bank

through digital medium, e-

mail and remote access to

the Core Banking Solution

application.

As we could not gather

audit evidence physically or

through meetings with the

Bank’s officials, we have

identified the modified audit

procedure as a Key Audit

Matter.

certificates

(mostly the

scanned

images)

electronically

through e-

mails and

remote access

to the Branch/

office system

and the Core

Banking

Solution

application.

Resolved audit

observations

through

discussions,

receipt of

digital records,

telephonic

conversations,

video

conferencing

and e-mails.

Other Matter

Audit of most of the Branches have been performed by us and

the Branch auditors, relying on alternative audit procedures,

such as through remote access, on account of restrictions on

physical visit to the Branches due to the COVID-19 pandemic.

Our opinion on the financial statements is not modified in respect

of this matter.

Information other than the Financial Statements and Auditor’s

Report thereon

The Bank’s Board of Directors is responsible for the preparation of

the other information. The other information comprises of the CSR

initiatives, Directors’ Report including Annexures to Directors’

Report, Shareholders’ Information, Business Responsibility Report,

Corporate Governance Report, Management Discussion and

Analysis Report, List of Branches, Basel III Disclosures, Decade

Progress included in the Bank’s Annual Report, but does not

include the fi nancial statements and our auditor’s report

thereon.

Our opinion on the financial statements does not cover the other

information and the Basel III disclosures, and accordingly, we do

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not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our

responsibility is to read the other information, and, in doing so,

consider whether the other information is materially inconsistent

with the financial statements or our knowledge obtained during

the course of our audit or otherwise appears to be materially

misstated. If, based on the work we have performed, we

conclude that there is a material misstatement of this other

information, we are required to report that fact. We have

nothing to report in this regard.

Management's Responsibility for the Financial Statements

The Bank's Board of Directors is responsible for the matters stated

in section 134(5) of the Companies Act, 2013 (“the Act”) with

respect to the preparation of these financial statements that

give a true and fair view of the financial position, financial

performance and cash flows of the Bank in accordance with the

accounting principles generally accepted in India, including the

Accounting Standards specified under Section 133 of the Act,

read with Rule 7 of the Companies (Accounts) Rules, 2014 and

provisions of Section 29 of the Banking

Regulation Act, 1949 and circulars and guidelines issued by the

Reserve Bank of India (“RBI”) from time to time.

This responsibility also includes maintenance of adequate

accounting records in accordance with the provisions of the Act

for safeguarding of the assets of the Bank and for preventing

and detecting frauds and other irregularities ; selection and

application of appropriate accounting policies; making

judgments and estimates that are reasonable and prudent; and

design, implementation and maintenance of adequate internal

financial controls, that were operating effectively for ensuring

the accuracy and completeness of the accounting records,

relevant to the preparation and presentation of the financial

statements that give a true and fair view and are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors is

responsible for assessing the Bank’s ability to continue as a going

concern, disclosing as applicable, matters related to going

concern and using the going concern basis of accounting unless

the Management either intends to liquidate the Bank or to cease

operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the

Bank’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about

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whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance, but is not a guarantee

that an audit conducted with SA’s will always detect a material

misstatement when it exists. Misstatements can arise from fraud

or error and are considered material if, individually or in

aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial

statements.

As part of an audit in accordance with SAs, we exercise

professional judgment and maintain professional skepticism

throughout the audit. We also:

• Identify and assess the risks of material misstatement of the

standalone financial statements, whether due to fraud or error,

design and perform audit procedures responsive to those risks,

and obtain audit evidence that is sufficient and appropriate to

provide a basis for our opinion. The risk of not detecting a

material misstatement resulting from fraud is higher than for one

resulting from error, as fraud may involve collusion, forgery,

intentional omissions, misrepresentations, or the override of

internal control.

• Obtain an understanding of internal financial controls relevant

to the audit in order to design audit procedures that are

appropriate in the circumstances. Under Section 143(3)(i) of the

Act, we are also responsible for expressing our opinion on

whether the Bank has adequate internal financial controls

system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and

the reasonableness of accounting estimates and related

disclosures made by management.

• Conclude on the appropriateness of management’s use of the

going concern basis of accounting and, based on the audit

evidence obtained, whether a material uncertainty exists related

to events or conditions that may cast significant doubt

on the Company’s ability to continue as a going concern. If we

conclude that a material uncertainty exists, we are required to

draw attention in our auditor’s report to the related disclosures in

the standalone financial statements or, if such disclosures are

inadequate, to modify our opinion. Our conclusions are based

on the audit evidence obtained up to the date of our auditor’s

report. However, future events or conditions may cause the

Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the

standalone financial statements, including the disclosures,

and whether the standalone financial statements

represent the underlying transactions and events in a manner

that achieves fair presentation.

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Materiality is the magnitude of misstatements in the financial

statements that, individually or in aggregate, makes it probable

that the economic decisions of a reasonably knowledgeable

user of the financial statements may be influenced. We consider

quantitative materiality and qualitative factors in (i) planning the

scope of our audit work and in evaluating the results of our work;

and (ii) to evaluate the effect of any identified misstatements in

the financial statements.

We communicate with those charged with governance

regarding, among other matters, the planned scope and timing

of the audit and significant audit findings, including any

significant deficiencies in internal control that we identify during

our audit. We also provide those charged with governance with

a statement that we have complied with relevant ethical

requirements regarding independence, and to communicate

with them all relationships and other matters that may

reasonably be thought to bear on our independence, and

where applicable, related safeguards.

From the matters communicated with those charged with

governance, we determine those matters that were of most

significance in the audit of the standalone financial statements

of the current period and are therefore the key audit matters.

We describe these matters in our auditor’s report unless law or

regulation precludes public disclosure about the matter or when,

in extremely rare circumstances, we determine that a matter

should not be communicated in our report because the adverse

consequences of doing so would reasonably be expected to

outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

The Balance Sheet and the Profit and Loss Account have been

drawn up in accordance with the provisions of Section 29 of the

Banking Regulation Act, 1949 and Section 133 of the Companies

Act, 2013 read with Rule 7 of the Companies (Accounts) Rules,

2014.

As required by sub-section (3) of Section 30 of the Banking

Regulation Act, 1949, we report that:

(a) We have obtained all the information and explanations

which, to the best of our knowledge and belief, were necessary

for the purpose of our audit except for the matter described in

the Basis for Qualified Opinion paragraph and have found them

to be satisfactory;

(b) The transactions of the Bank, which have come to our notice,

have been within the powers of the Bank;

(c) Since the key operations of the Bank are automated with key

applications integrated to the Core Banking System, the audit is

carried out centrally as all the necessary records and data

required for the purpose of our audit are available therein.

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However, during the course of our audit, we have visited 9

Branches and offices. The returns received from the offices and

Branches of the Bank have been found adequate for the

purposes of our audit. As mentioned in Other Matter paragraph,

audit of most of the Branches have been performed by us and

the Branch auditors, relying on alternative audit procedures,

such as through remote access, on account of restrictions on

physical visit to the Branches due to the COVID-19 pandemic.

Further, as required by Section 143(3) of the Act, we report that:

(i) We have sought and obtained all the information and

explanations which to the best of our knowledge and belief

were necessary for the purpose of our audit except for the

matter described in the Basis for Qualified Opinion paragraph;

(ii) In our opinion, proper books of account as required by law

have been kept by the Bank so far as it appears from our

examination of those books and proper returns adequate for the

purposes of our audit have been received from Branches not

visited by us;

(iii) The reports on the accounts of the Branches audited by

Branch auditors of the Bank under Section 143(8) of the Act have

been sent to us and have been properly dealt with by us in

preparing this report;

(iv) The Balance Sheet, the Profit and Loss Account and the Cash

Flow Statement dealt with by this report are in agreement with

the books of account and with the returns received from the

Branches not visited by us;

(v) Except for the possible effects of matter described in the Basis

for Qualified Opinion paragraph, in our opinion, the financial

statements comply with the Accounting Standards specified

under Section 133 of the Act, read with Rule 7 of the Companies

(Accounts) Rules, 2014, to the extent they are not inconsistent

with the accounting policies prescribed by RBI;

(vi) On the basis of written representations received from the

Directors as on 31st March 2020 taken on record by the Board of

Directors, none of the Directors is disqualified as on 31st March

2020 from being appointed as a Director in terms of Section 164

(2) of the Act;

(vii) With respect to the adequacy of the internal financial

controls over financial reporting of the Bank and the operating

effectiveness of such controls, refer to our separate Report in

"Annexure A"; and

(viii) With respect to the other matters to be included in the

Auditor's Report in accordance with Rule 11 of the Companies

(Audit and Auditors) Rules,2014, in our opinion and to the best of

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our information and according to the explanations given to us:

a. The Bank has disclosed the impact of pending litigations on its

financial position in its financial statements - Refer Schedule 18 -

Note No. 7 to the financial statements;

b. The Bank does not have any long term contracts including

derivative contracts - Refer Schedule 18 - Note No. 3.3 to the

financial statements;

c. There has been no delay in transferring amounts required to

be transferred to the Investor Education and Protection Fund by

the Bank;

d. With respect to the matter to be included in the Auditor’s

Report in accordance with the requirements of Section 197(16)

of the Act, as amended:

In our opinion and to the best of our information and according

to the explanations given to us, the Bank being a banking

company, Section 197 of the Act, related to the managerial

remuneration is not applicable by virtue of Section 35B(2A) of

the Banking Regulation Act,1949.

For M/s. P.CHANDRASEKAR LLP

Chartered Accountants

LAKSHMY CHANDRASEKARAN

Shri N Ramanathan,

Company Secretary

I request the Chairman to continue the proceedings

Shri K R Pradeep,

Chairman of the Meeting

: I request the Company Secretary to read out the draft resolution

relating to Item No.1:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT, the Audited Balance Sheet as at 31st March,

2020 and the Statement of Profit and Loss Account for the year

ended 31st March, 2020, Cash Flow Statement, Directors Report

together with the Auditors’ Report thereon be and are hereby

approved and adopted”.

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 2 -Appointment of Director in place of Shri N Saiprasad

who retires by rotation and being eligible, offers himself for re-

appointment.

The Nomination, Remuneration and Compensation Committee

of the Board undertook the process of Due Diligence to

determine the suitability of Shri N Saiprasad, by scrutiny of

declaration and undertaking obtained from him and found him

to be fit & proper for re-appointment as Director of the Bank.

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I request the Company Secretary to read out the draft resolution

relating to Item No.2:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT, Shri N. Saiprasad, DIN 00137910 be and is

hereby re-appointed as director liable to retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No.3 – Appointment of Statutory Auditors.

M/s. P. Chandrasekar LLP, Chartered Accountants, have been

appointed as the Statutory Auditors of the bank and the bank

has received the required approval of RBI vide Ref.

DOS.ARG.No.PS-12/08.14.005/2019-20 dated June 12, 2020.

I request the Company Secretary to read out the draft resolution

relating to Item No.3:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Section 139 and Section 142 and

other applicable provisions, if any, of the Companies Act, 2013

read with Companies (Audit and Auditors) Rules, 2014, the

applicable provisions of Banking Regulation Act, 1949, Securities

and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 and the rules, circulars,

guidelines issued by the Reserve Bank of India, as applicable,

each including statutory modification(s) or re-enactment thereof

for the time being in force, M/s. P. Chandrasekar LLP, Chartered

Accountants, (Firm Registration No.000580S/S200066) be and is

hereby re-appointed as the statutory auditors of the Bank, and

shall hold office from the conclusion of this meeting till the

conclusion of the next annual general meeting of the Bank, on

approved terms of the Reserve Bank of India, at a proposed

annual remuneration of Rs.30,00,000/-(Rupees Thirty Lakhs Only)

plus out of pocket expenses and applicable goods and services

tax, with the board of directors (the “Board”) being authorized,

on the recommendations of the Audit Committee of the Board,

to make such revision to the annual remuneration as it may

deem necessary based on regulatory advice or on mutually

agreed terms with the statutory auditors.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No.4 - Appointment of Branch Auditors.

I request the Company Secretary to read out the draft resolution

relating to Item No.4:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT the board of directors of the Bank be and is

hereby authorized to appoint, in consultation with statutory

auditors, as branch auditors, such persons who are qualified to

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act as auditors, including statutory auditors, pursuant to Section

143(8) and other applicable provisions of the Companies Act,

2013, for the purpose of audit of the branches of the Bank, to

decide the branch offices to be audited by such branch

auditors, and to fi x their remuneration and reimbursement of out

of pocket expenses incurred, if any, in connection with the audit,

based on the recommendation of the Audit Committee of the

Board.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No.5- Appointment of Shri S Sundar as Managing Director

and Chief Executive Officer (Interim) of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.5:

Shri N Ramanathan,

Company Secretary

: "RESOLVED THAT pursuant to Sections 196, 197, 203 read with

Schedule V and other applicable provisions, if any, of the

Companies Act, 2013, the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014 and other

relevant rules thereunder, the Banking Regulation Act, 1949,

relevant circulars issued by the Reserve Bank of India (RBI) from

time to time, each including any amendments, modifications,

variations or re-enactments thereof, and as approved by the

Reserve Bank of India under Section 35B of the Banking

Regulation Act, 1949, and the recommendation of the

Nomination, Remuneration and Compensation Committee of

the board and the Board of Directors of the Bank (hereinafter

referred to as the “Board”) consent of members of the Bank be

and is hereby accorded for the appointment of Shri S. Sundar,

DIN 08655632 as the Managing Director and Chief Executive

Officer (“MD & CEO”) of the Bank for a period of 11 months from

January 01, 2020 till November 30, 2020, or till a regular

managing director and chief executive officer takes charge,

whichever is earlier (and who will be a director of the Bank not

liable to retirement by rotation),on such terms and conditions,

including remuneration, as are set out in the explanatory

statement to the resolution as per Item No. 5 of this notice.

RESOLVED FURTHER THAT subject to the provisions of the

Companies Act, 2013 and any other applicable law, the consent

of the members of the Bank be and is hereby accorded to the

Board to revise the remuneration and perquisite payable to Shri

S. Sundar, DIN 08655632 as MD & CEO of the Bank, from time to

time.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 6 - Appointment of Shri Gorinka Jaganmohan Rao as

Non-Executive and Independent Director of the Bank.

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I request the Company Secretary to read out the draft resolution

relating to Item No.6:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and the circulars issued by the Reserve

Bank of India from time to time, each including any

amendments, modifications, variations or re-enactments thereof

and the recommendations of the Nomination, Remuneration

and Compensation Committee of the board and the Board of

Directors of the Bank, Shri Gorinka Jaganmohan Rao, DIN

06743140, who was appointed as an additional non-executive

and independent director with effect from 02nd December,

2019 and who holds office up to the date of this annual general

meeting of the Bank, pursuant to Section 161 and other

applicable provisions, if any of the Companies Act, 2013, be and

is hereby appointed as non-executive and independent director

of the Bank, for a period of two (2) years from the date of this

meeting, and is not liable to retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 7 - Appointment of Shri Raghuraj Gujjar as Non-

Executive and Non-Independent Director of the Bank, liable to

retire by rotation.

I request the Company Secretary to read out the draft resolution

relating to Item No.7:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Section 152 and other applicable

provisions, if any, of the Companies Act, 2013, read with the

Companies (Appointment and Qualification of Directors) Rules,

2014, and applicable provisions of the Banking Regulation Act,

1949, and circulars issued by the RBI from time to time, each

including any amendments, modifications, variations or re-

enactments thereof, and the recommendations of the

Nomination, Remuneration and Compensation Committee of

the Board and the Board of Directors of the Bank, Shri Raghuraj

Gujjar, DIN 02734451, who was appointed as an additional non-

executive and non-independent director with effect from 02nd

December, 2019 and who holds office up to the date of this

annual general meeting of the Bank, pursuant to Section 161

and other applicable provisions, if any of the Companies Act,

2013, be and is hereby appointed as non-executive and non-

independent director of the Bank, liable to retire by rotation.”

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Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 8 - Appointment of Shri Shakti Sinha as Non-Executive

and Independent Director of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.8:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and the circulars issued by the Reserve

Bank of India from time to time, each including any

amendments, modifications, variations or re-enactments thereof

and the recommendations of the Nomination, Remuneration

and Compensation Committee of the Board and the Board of

Directors of the Bank, Shri Shakti Sinha, DIN 02876853, who was

appointed as an additional non-executive and independent

director with effect from 02nd December, 2019 and who holds

office up to the date of this annual general meeting of the Bank,

pursuant to Section 161 and other applicable provisions, if any of

the Companies Act, 2013, be and is hereby appointed as non-

executive and independent director of the Bank, for a period of

two (2) years from the date of this meeting, and is not liable to

retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 9 - Appointment of Shri Satish Kumar Kalra as Non-

Executive and Independent Director of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.9:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and circulars issued by the Reserve Bank of

India from time to time, each including any amendments,

modifications, variations or re-enactments thereof and the

recommendations of the Nomination, Remuneration and

Compensation Committee of the Board and the Board of

Directors of the Bank, Shri Satish Kumar Kalra, DIN 01952165, who

was appointed as an additional non-executive and

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independent director with effect from 02nd December, 2019

and who holds office up to the date of this annual general

meeting of the Bank, pursuant to Section 161 and other

applicable provisions, if any of the Companies Act, 2013, be and

is hereby appointed as non-executive and independent director

of the Bank, for a period of two (2) years from the date of this

meeting, and is not liable to retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 10 - Appointment of Smt. Meeta Makhan as Non-

Executive and Independent Director of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.10:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and circulars issued by the Reserve Bank of

India from time to time, each including any amendments,

modifications, variations or re-enactments thereof and the

recommendations of the Nomination, Remuneration and

Compensation Committee of the Board and the Board of

Directors of the Bank, Smt. Meeta Makhan, DIN 07135150, who

was appointed as an additional non-executive and

independent director with effect from 23rd January, 2020 and

who holds office up to the date of this annual general meeting

of the Bank, pursuant to Section 161 and other applicable

provisions, if any of the Companies Act,2013, be and is hereby

appointed as non-executive and independent director of the

Bank, for a period of two (2) years from the date of this meeting,

and is not liable to retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

To consider item No. 11, I request Mr. Jaganmohan Rao to chair

the meeting.

Shri Jaganmohan Rao : Anybody has any objection

Shri Raghuraj Gujjar : No Objection

Shri Jaganmohan Rao Ramanathan, this item is regarding the Appointment of Shri

K.R.Pradeep as Promoter Director. Can you read the relevant

section from the book.

Shri N Ramanathan,

Company Secretary

: Item No. 11 - Appointment of Shri K.R.Pradeep as Non-Executive

and Non-Independent Director of the Bank, liable to retire by

rotation.

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“RESOLVED THAT pursuant to Section 152 and other applicable

provisions, if any, of the Companies Act, 2013 read with the

Companies (Appointment and Qualification of Directors) Rules,

2014, applicable provisions of the Banking Regulation Act, 1949,

and circulars issued by the Reserve Bank of India from time to

time, each including any amendments, modifications, variations

or re-enactments thereof and the recommendations of the

Nomination, Remuneration and Compensation Committee of

the Board and the Board of Directors of the Bank, Shri

K.R.Pradeep, DIN 00153097, who was appointed as an additional

non-executive and non-independent director with effect from

23rd January, 2020 and who holds office up to the date of this

annual general meeting of the Bank, pursuant to Section 161

and other applicable provisions, if any, of the Companies Act,

2013, be and is hereby appointed as non-executive and non-

independent director of the Bank, liable to retire by rotation.”

Shri Jaganmohan Rao : Ok. The results of the resolution will be known as informed earlier

subsequently.

I will demit this temporary office again, I propose Pradeep to

continue as Chairman of the meeting for conduction

Shri N Ramanathan,

Company Secretary

: Yes sir. Noted

Shri K R Pradeep,

Chairman of the Meeting

: Item No. 12 – Re-Appointment of Shri B.K.Manjunath as Non-

Executive and Independent Director of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.12:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and circulars issued by the Reserve Bank of

India from time to time, each including any amendments,

modifications, variations or re-enactments thereof and the

recommendations of the Nomination, Remuneration and

Compensation Committee of the Board and the Board of

Directors of the Bank, Shri B.K. Manjunath, DIN 00319891, who was

appointed as an additional non-executive and independent

director with effect from 10th June, 2020 and who holds office up

to the date of this annual general meeting of the Bank, pursuant

to Section 161 and other applicable provisions, if any of the

Companies Act, 2013, be and is hereby re-appointed as non-

executive and independent director of the Bank, for a period of

two (2) years from the date of this meeting, and is not liable to

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retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 13 –Re-Appointment of Shri Y.N.Lakshminarayana

Murthy as Non-Executive and Independent Director of the Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.13:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Sections 149 and 152, Schedule IV

and other applicable provisions, if any, of the Companies Act,

2013 read with the Companies (Appointment and Qualification

of Directors) Rules, 2014, the provisions of Securities and

Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the provisions of the Banking

Regulation Act, 1949, and circulars issued by the Reserve Bank of

India from time to time, each including any amendments,

modifications, variations or re-enactments thereof and the

recommendations of the Nomination, Remuneration and

Compensation Committee of the Board and the Board of

Directors of the Bank, Shri Y.N. Lakshminarayana Murthy, DIN

07534836, who was appointed as an additional non-executive

and independent director with effect from 30th July, 2020 and

who holds office up to the date of this annual general meeting

of the Bank, pursuant to Section 161 and other applicable

provisions, if any, of the Companies Act, 2013, be and is hereby

re-appointed as non-executive and independent director of the

Bank, for a period of two (2) years from the date of this meeting,

and is not liable to retire by rotation.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 14 - Increasing the Authorized Share Capital of the Bank

and amendment to the Clause 6 (Capital Clause) of the

Memorandum of Association.

I request the Company Secretary to read out the draft resolution

relating to Item No.14:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Section 61(1)(a) of the Companies

Act, 2013, as amended read with Articles of Association of the

Bank and the relevant rules formed thereunder and subject to all

other applicable provisions, if any, the authorized share capital

of the Bank be increased from Rs.650,00,00,000/- (Rupees Six

Hundred and Fifty Crores Only) divided into 65,00,00,000 equity

shares of Rs.10/- each, to Rs.1000,00,00,000/- (Rupees One

Thousand Crores Only) divided into 100,00,00,000 equity shares of

Rs.10/- each, ranking pari-passu in all respect with the existing

equity shares of the Bank.

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RESOLVED FURTHER THAT the existing Clause 6 of the

memorandum of association of the Bank be amended and shall

stand substituted as follows, subject to the approval of the

Reserve Bank of India.

“6. The liability of the members is limited. The authorized capital

of the Bank is Rs.1000,00,00,000/-(Rupees One Thousand Crores

Only) divided into 100,00,00,000 equity shares of Rs.10/- each”.

RESOLVED FURTHER THAT Shri K. Hariharan, Chief Financial Officer

and Shri N. Ramanathan, Company Secretary, be and are

hereby jointly or severally authorized to file necessary forms with

the Registrar of Companies and do all such acts, deeds, matters

and things as may be required to be done to give effect to the

above resolution.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 15 - Raising of capital through FPO, QIP, GDR, ADR etc.

I request the Company Secretary to read out the draft resolution

relating to Item No.15:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to the relevant provisions of the

memorandum and articles of association of the Bank, the

provisions of Sections 23, 41, 42 and 62 and other applicable

provisions, if any, of the Companies Act, 2013 read with the rules

made thereunder (including any amendments, statutory

modification(s) and / or re-enactment thereof for the time being

in force) (the “Companies Act”), the relevant provisions of the

Securities and Exchange Board of India (Issue of Capital and

Disclosure Requirements) Regulations, 2018 (including any

amendment, modification, variation or re-enactment thereof)

(the “ICDR Regulations”), the applicable listing agreements

entered into by the Bank with the stock exchange(s) where the

equity shares of the Bank of face value of Rs.10 each (the

“Equity Shares”) are listed or are currently proposed to be listed,

the Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015 (including any

amendment, modification, variation or re-enactment thereof)

(the “Listing Regulations”), to the extent applicable, the

provisions of the Foreign Exchange Management Act, 1999

(including any amendments, statutory modification(s) and / or

re-enactment thereof) and the Foreign Exchange Management

(Non-debt Instruments) Rules, 2019 (including any amendments,

statutory modification(s) and / or re-enactment thereof), the

Banking Regulation Act, 1949 (including any amendments,

statutory modification(s) and / or re-enactment thereof), the

Depository Receipts Scheme, 2014 (including any amendments,

statutory modification(s) and / or re-enactment thereof) (the “DR

Scheme”) and all other applicable statutes, rules, regulations,

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guidelines, notifications, circulars and clarifications as may be

applicable, as amended from time to time, issued by the

Government of India, Ministry of Corporate Affairs, the Reserve

Bank of India, BSE Limited and National Stock Exchange of India

Limited (together with BSE Limited, the “Stock Exchanges”), the

Securities and Exchange Board of India, and / or any other

regulatory / statutory authorities, in India or abroad, from time to

time, to the extent applicable and subject to the approvals,

permissions, consents and sanctions of any regulatory / statutory

authorities and guidelines and clarifications issued thereon from

time to time and subject to such conditions and modifications as

may be prescribed by any of them while granting such

approvals, permissions, consents and / or sanctions, which may

be agreed to by the Board of Directors of the Bank (hereinafter

referred to as the “Board” which term shall be deemed to

include any committee(s) constituted / to be constituted by the

Board to exercise its powers including powers conferred by this

resolution), the Bank be and is hereby authorised to create, offer,

issue and allot (including with provisions for reservations on firm

and / or competitive basis, for such part of the issue and for such

categories of persons as may be permitted and to provide a

discount to the issue price to such categories of persons, as

permitted under applicable law) of such number of Equity

Shares, Global Depository Receipts (“GDRs”), American

Depository Receipts (“ADRs”), Foreign Currency Convertible

Bonds (“FCCBs”), fully convertible debentures / partly convertible

debentures, preference shares convertible into Equity Shares,

securities or financial instruments convertible into Equity Shares,

securities linked to Equity Shares, securities with or without

detachable warrants with right exercisable by the warrant

holders to convert or subscribe to Equity Shares (including non-

convertible debt instruments with warrants) or any other eligible

securities (hereinafter referred to as “Securities”), or any

combination thereof, in one or more tranches, in the course of

Indian and / or international offering(s) in one or more foreign

markets, for cash, at such price or prices, at market price(s) or at

a discount, as may be permissible under applicable law or

premium to market price(s) in terms of the applicable regulations

and as permitted under the applicable laws, in such manner in

consultation with the merchant banker(s) and / or other

advisor(s) or otherwise, upon exercise or conversion of all

securities so issued and allotted, for an aggregate amount not

exceeding Rs.1000 crores (Rupees Thousand crores only) by way

of one or more public and / or private offerings, including by

way of a further public offer in accordance with the provisions of

Chapter IV of the ICDR Regulations, qualified institutions

placement in accordance with the provisions of Chapter VI of

the ICDR Regulations (“QIP”), and / or any other permitted

modes through a prospectus and / or an offer document and /

or a private placement offer letter and / or such other

documents / writings / circulars / memoranda, by way of issue of

any Securities, with or without premium, to be subscribed to in

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Indian and / or any foreign currencies by all eligible investors that

may be permitted to invest in such issuance of Securities as per

the extant regulations / guidelines, including eligible qualified

institutional buyers (“QIBs”) as defined in the ICDR Regulations,

foreign or resident investors (including institutions, incorporated

bodies, mutual funds, individuals or otherwise), venture capital

funds (foreign or Indian), alternate investment funds, foreign

portfolio investors, Indian and / or multilateral financial

institutions, mutual funds, insurance companies, non-resident

Indians, stabilizing agents, pension funds or any other categories

of investors (whether or not such investors are members of the

Bank) or any combination of the above as may be deemed

appropriate by the Board in its absolute discretion and, whether

or not such investors are members of the Bank (hereinafter

collectively referred to as the “Investors”), to all or any of them,

jointly or severally through a prospectus / an offer document /

placement document and / or other letter or circulars may be

deemed appropriate, in the sole discretion by the Board in such

manner and on such terms and conditions as may be

determined and deemed appropriate by the Board in its

absolute discretion at the time of such issue and allotment

(considering the prevailing market conditions and other relevant

factors), including in relation to, the categories of Investors, to

whom the offer, issue and allotment of Securities shall be made

to the exclusion of others, in such manner, including allotment to

stabilizing agent in terms of a green shoe option, if any,

exercised by the Bank, and where necessary in consultation with

the book running lead manager(s) and / or underwriters and / or

stabilizing agent and / or other advisors, whether the Securities

will be issued as fully or partly paid up, making of calls and

manner of appropriation of application money or call money in

respect of different class(es)of Investor(s) and / or in respect of

different Securities, number of Securities to be issued, face value,

number of Equity Shares to be allotted on conversion /

redemption / extinguishment of debt(s), rights attached to the

warrants, period of conversion, fixing of record date or book

closure terms, if any, securities premium, or its equivalent amount

in such foreign currencies as may be necessary;at such price or

prices, (whether at prevailing market price(s) or at discount or

premium to market price(s) permissible under the applicable

regulations) as the Board may in its absolute discretion decide, in

each case subject to applicable law.

RESOLVED FURTHER THAT the issue of Securities shall be subject to

the following terms and conditions: (i) the Equity Shares that may

be issued and allotted directly or on conversion of other

convertible or exchangeable Securities that may be issued as

aforesaid shall be subject to the provisions of the memorandum

and articles of association of the Bank and rank pari – passu with

the then existing Equity Shares in all respects including dividend;

and (ii) the number and / or conversion price in relation to Equity

Shares that may be issued and allotted on conversion of other

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convertible Securities that may be issued as aforesaid shall be

appropriately adjusted for corporate actions such as bonus

issue, rights issue, stock split and consolidation of share capital,

merger, de-merger, transfer of undertaking, sale of division or

any such capital or corporate restructuring.

RESOLVED FURTHER THAT in case of a further public offer, the

Securities shall be issued by the Bank incompliance with Chapter

IV of the SEBI ICDR Regulations and other applicable laws.

RESOLVED FURTHER THAT in case of issue and allotment of

Securities by way of QIP in terms of Chapter VI of the ICDR

Regulations (hereinafter referred to as “Eligible Securities” within

the meaning rendered to such term under Regulation 171(a) of

the ICDR Regulations):

1. the allotment of the Eligible Securities, or any combination of

the Eligible Securities as may be decided by the Board and

subject to applicable laws, shall be completed within 365 days

from the date of passing of this special resolution of the

shareholders of the Bank or such other time as may be allowed

under the ICDR Regulations and shall only be made to eligible

QIBs within the meaning of ICDR Regulations;

2. the Eligible Securities under the QIP shall be allotted as fully

paid up;

3. in the event Equity Shares are issued, the ‘relevant date’ for

the purpose of pricing of the Equity Shares to be issued, shall be

the date of the meeting in which the Board decides to open the

proposed issue of Equity Shares, subsequent to the receipt of

members’ approval in terms of provisions of Companies Act,

2013 and other applicable laws, rules, regulations and guidelines

in relation to the proposed issue of the Equity Shares;

4. in the event that Eligible Securities issued are eligible

convertible securities, the ‘relevant date’ for the purpose of

pricing of the convertible securities to be issued, shall be, either

the date of the meeting in which the Board decides to open the

proposed issue or the date on which the holders of such eligible

convertible securities become entitled to apply for Equity Shares,

as decided by the Board;

5. the tenure of the convertible or exchangeable Eligible

Securities issued through the QIP shall not exceed sixty months

from the date of allotment;

6. any issue of Eligible Securities made by way of a QIP shall be

at such price which is not less than the price determined in

accordance with the pricing formula provided under Part IV of

Chapter VI of the ICDR Regulations (the “QIP Floor Price”). The

Board may, however, subject to the approval of the

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shareholders of the Bank, issue Equity Shares at a discount of not

more than five percent or such other discount as may be

permitted under applicable regulations to the QIP Floor Price;

and

7. the Eligible Securities allotted in the QIP shall not be eligible for

sale by the respective allottees, for a period of one year from the

date of allotment, except on a recognized stock exchange or

except as may be permitted from time to time by the ICDR

Regulations.

RESOLVED FURTHER THAT in case of any offering of Securities,

including without limitation any GDRs / ADRs / FCCBs / other

Securities convertible into Equity Shares, the Board is hereby

authorized to issue and allot such number of Equity Shares as

may be required to be issued and allotted upon conversion,

redemption or cancellation of any such Securities referred to

above in accordance with the terms of issue / offering in respect

of such Securities and / or as may be provided in the offer

document and / or offer letter and / or offering circular and / or

listing particulars.

RESOLVED FURTHER THAT without prejudice to the generality of

the above, the Securities may have such features and attributes

or any terms or combination of terms in accordance with

domestic and international practices to provide for the

tradability and free transferability thereof as per applicable law

including but not limited to the terms and conditions in relation

to payment of interest, additional interest, premium on

redemption, prepayment and any other debt service payments

whatsoever including terms for issue of additional Equity Shares

or variation of the conversion price of the Securities during the

duration of the Securities and the Board be and is hereby

authorized in its absolute discretion, in such manner as it may

deem fit, to dispose of such of the Securities that are not

subscribed in accordance with applicable law.

RESOLVED FURTHER THAT the Board be and is hereby authorized

to do all such acts, deeds, actions and sign such documents as

may be required in furtherance of, or in relation to, or ancillary

to, the offering, issue and allotment of Securities, including

authorizing any director(s) or officer(s) of the Bank to sign offer

documents, execute any necessary documents, agreements,

forms, deeds, appoint intermediaries, open and close the period

of subscription, determine the Investors or class(es) of Investors to

whom the offer is to be made, determine the terms and

conditions of the issuance of Securities, including the timing, floor

price (including any discount thereto, as may be permitted

under applicable law) and the issue price in respect of the

Securities, file any necessary forms with regulatory authorities and

allot the Securities and to amend, vary or modify any of the

above as authorized by the Board or such authorized persons

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may consider necessary, desirable or expedient, and enter into

and execute all such arrangements / agreements as the case

may be with any lead managers, managers, underwriters,

advisors, lawyers, guarantors, depositories, custodians and all

such agencies as may be involved or concerned in such

offerings of the Securities and to remunerate all such agencies

including payment of commissions, brokerage, fees or the like,

and also to seek the listing of such Securities in one or more stock

exchanges in India and / or overseas as the case may be.

RESOLVED FURTHER THAT the board of directors of the Bank be

and is hereby authorized to delegate all or any of the powers

herein conferred to any committee of directors or any whole-

time director(s) of the Bank in such manner as they may deem fit

in their absolute discretion with the power to take such steps and

to do all such acts, deeds, matters and things as they may deem

fit and proper for the purposes of the Issue and settle any

questions or difficulties that may arise in this regard to the Issue

without being required to seek any further consent or approval

of the members or otherwise to the end and intent that the

members of the Bank shall be deemed to have given their

approval thereto expressly by the authority of this resolution.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

Item No. 16 - Approval for borrowing / raising funds in Indian /

foreign currency by issue of debt securities to eligible investors on

private placement basis.

I request the Company Secretary to read out the draft resolution

relating to Item No.16:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT pursuant to Section 42 and other applicable

provisions, if any, of the Companies Act, 2013 read with the rules

made thereunder including Companies (Prospectus and

Allotment of Securities) Rules, 2014, the Companies (Share

Capital and Debenture) Rules, (the “Companies Act”), Securities

and Exchange Board of India (Issue and Listing of Debt

Securities) Regulations, 2008, the applicable provisions of the

Banking Regulation Act, 1949, and the rules, circulars and

guidelines issued by the Reserve Bank of India (“RBI”) from time

to time, each including any statutory amendment(s) or

modification(s) or re-enactment(s) thereof for the time being in

force, and all other relevant provisions of applicable law(s), the

provisions of the memorandum and articles of association of the

Bank and subject to such other approval(s), consent(s),

permission(s) and sanction(s) as may be necessary from the

concerned statutory authority(ies), including RBI, BSE Limited

(“BSE”) and the National Stock Exchange of India Limited (“NSE”,

and together with the BSE, the “Stock Exchanges”), the approval

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of the members of the Bank be and is hereby accorded to the

Board of Directors of the Bank (hereinafter referred to as “Board”

and which term shall be deemed to include any Committee of

the Board or any other persons to whom powers are delegated

by the Board as permitted under the Companies Act, 2013) for

borrowing / raising of funds in Indian / foreign currency by issue

of debt securities including but not limited to refinance from term

lending institutions and non-convertible debentures, bonds

(including bonds forming part of Tier I capital / Tier II Capital in

accordance with and subject to the terms and conditions

specified in the Basel III Capital Regulations prescribed by RBI,

long terms infrastructure bonds or such other bonds as may be

permitted by RBI from time to time), or a combination thereof, in

domestic and / or overseas market, on a private placement

basis and / or for making offers and / or invitations therefor and /

or issue(s) / issuances therefor, on private placement basis, for a

period of one year from the date hereof, in one or more

tranches and / or series and under one or more shelf disclosure

documents and / or one or more letters of offer and on such

terms and conditions for each series / tranches including the

price, coupon, premium, discount, tenor etc., as deemed fi t by

the Board, as per the structure and within the limits permitted by

RBI, of an amount not exceeding Rs.500 crores (Rupees Five

Hundred crores only), in aggregate for additional Tier I and / or

Tier II capital within the overall borrowing limits of the Bank, as

approved by the members of the Bank from time to time.

RESOLVED FURTHER THAT the Board be and is hereby authorized

to negotiate, modify and finalize the terms and conditions of the

debt securities and sign the relevant documents / agreements in

connection with the private placement of the debt securities,

including without limitation, the private placement offer letter

(along with the application form), information memorandum,

disclosure documents, debenture subscription agreement,

debenture trust deed and any other documents as may be

required, and do all such acts, deeds, actions and sign such

documents as may be required in furtherance of, or in relation

to, or ancillary to, the offering(s), issuance(s) and / or allotment(s)

on private placement of debt securities by the Bank and to

further delegate the above powers to any Committee of

Directors or any whole-time director of the Bank in such manner

as the Board may deem fit in its absolute discretion with the

power to take such steps and to do all such acts, deeds, matters

and things as they may deem fit and proper for the purposes of

giving effect to this resolution and settle any questions or

difficulties that may arise in this regard without being required to

seek any further consent or approval of the members of the

Bank or otherwise to the end and intent that the members of the

Bank shall be deemed to have given their approval thereto

expressly by the authority of this resolution”.

Shri K R Pradeep, : The results of the resolution placed will be known to the members

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Chairman of the Meeting as informed earlier.

Item No. 17 - Increasing of Investment limit of FPIs, NRIs in the

Bank.

I request the Company Secretary to read out the draft resolution

relating to Item No.17:

Shri N Ramanathan,

Company Secretary

: “RESOLVED THAT in supersession of the resolution passed at the

87th Annual General Meeting held on 26th September, 2014,

subject to the applicable provisions of the Foreign Exchange

Management Act, 1999 (FEMA), including the regulations,

guidelines and circulars issued thereunder, the Companies Act,

2013, to the extent applicable, Banking Regulation Act, 1949, to

the extent applicable, Foreign Exchange Management (Non-

debt Instruments) Rules, 2019, the Consolidated Foreign Direct

Investment Policy Circular of 2017, as amended, Master

Directions of the Reserve Bank of India on Foreign Investment in

India and all other applicable laws, rules, regulations, guidelines

and subject to the approvals, consents and permissions of the

Department of Financial Services, Ministry of Finance (“DFS”),

Government of India, the Reserve Bank of India (“RBI”) and any

other appropriate authorities, institutions or bodies as may be

necessary and applicable rules, regulations, guidelines, circulars,

policies and laws, as applicable, each including any

modifications or re-enactment(s) thereof, from time to time, and

subject to all applicable approval(s), permission(s), sanction(s),

consent(s) and intimation(s), as may be required, and subject to

such condition(s) as may be prescribed by the RBI or any other

the relevant authorities, while granting such approval(s),

permission(s), sanction(s) and consent(s), as may be required,

the consent of the members of the Bank be and is hereby

accorded to permit foreign investors including FPI’s and NRI’s to

acquire shares of the Bank by purchase or acquisition on the

recognized Stock Exchanges, subject to the condition that the

individual holding of the above investors shall not exceed 5% of

the paid up capital which is subject to the regulatory approval

and the total holding of all eligible foreign investors shall not

exceed an aggregate limit of 74% of the total paid up share

capital of the Bank, within which the aggregate NRI holding shall

not exceed 24%, both of which may be increased to such other

maximum limit as may be prescribed from time to time.

RESOLVED FURTHER THAT the Board be and is hereby authorized

to do all such acts, matters, deeds and things necessary or

desirable in connection with or incidental to giving effect to the

object of the above resolution.”

Shri K R Pradeep,

Chairman of the Meeting

: The results of the resolution placed will be known to the members

as informed earlier.

I request Shri S. Sundar, MD & CEO of the Bank to address the

shareholders and also answer some of the queries received by

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the shareholders please.

Shri S Sundar, Managing

Director & CEO

: Good Morning ladies and gentlemen.

I wish to share with you the happenings that took place in the

last financial year FY 2019-20 and how we have addressed all

the issues and put in place workable solutions. As also in its 93

years’ history, I should honestly admit that the Bank faced

highest challenges during last year.

1. The bank’s Board in May 2019 approved a merger of IBHF

and its WOS ICCL with and into LVB. On merger the

inadequacy of capital, high NPA levels and negative

ROA would have been corrected. Based on the

application, the CCI issued NOC for the merger. However

it was not considered favourably by RBI and this was

communicated the same in October, 2019. However the

bank in the meanwhile, based on the merger agreement

received capital funds of 188 crs from IndiaBulls Housing

finance in July 2019 at the price agreed for Swap ratio of

Rs. 112.

2. The previous MD and CEO of the Bank Mr Parthasarathi

Mukherjee resigned from the services in August, 2019 and

I have been appointed as interim MD &CEO terms

extending upto till 30th November, 2020 or till a new MD &

CEO joins and takes charge whichever is earlier.

3. During September 2019, i.e. 27.09.2019 to be more

appropriate, the Bank was put on Prompt Corrective

Action by Reserve Bank of India as the capital adequacy

ratio was lower than the stipulated level 10.875%, NNPA

ratios were higher the permitted level of 6% and the

Bank’s ROA was negative for two consecutive years. The

action from the Regulator along with some liquidity

problems faced by a couple of Banks and adverse

media publicity in the Religare case resulted in strain on

the liquidity of the Bank. However the Bank managed the

situation well and maintained enough liquidity restoring

the confidence of depositors. Even as of today the Bank

is maintaining an Liquidity CR of 275%.

4. As stipulated by Reserve Bank of India while imposing

PCA, the Bank is required to improve its CRAR, reduce

NPA levels and return to profitability. Accordingly the

Bank is pursuing on the following

5. The Bank’s total Capital Adequacy Ratio as on 31.03.2020

was 1.13%. The Bank has been trying to increase the

capital adequacy ratio. The Bank has entered into a non-

binding LOI with Clix group for the latter’s amalgamation

with the Bank as they have surplus capital and the same

shall be available on merger to the Bank for improving

the CRAR to a very large extent. The Due Diligence is

substantially over and both the parties shall be moving on

to the next stage of valuation before finally getting the

respective Boards’ approval for the amalgamation. The

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Bank is holding an enabling resolution from the

shareholders for raising Tier I capital upto Rs 1000 crs

through various forms like QIP/Preferential Issue/FPO, etc.,

and the Bank is pursuing on the same. On completion of

the amalgamation process together with the capital

infusion, the Bank is expected to have sufficient capital

funds both to meet regulatory requirements and for

growth purposes as well.

6. The Bank’s Net NPA as on 31st March, 2020 was 10.04%. I

should tell you that Bank is taking all measures to recover

updates to reduce it below the ceiling of 6%. The

measures include gearing up internal recovery

mechanism, Lok Adalat, Sarfaesi sale, OTs, DRT, etc. Since

much of the NPAs are from corporate sector most of

which are under NCLT /Consortium/Multiple Banking

Arrangement, more time is taken to recover though the

Bank is confident of achieving decent recoveries. The

Bank however maintains PCR of 71.25% higher than the

minimum of 70% stipulated under PCA. The Bank is also

exploring the possibilities of outright sale of whole or

substantial portion of NPAs to some of the ARCs so that

larger reduction of NPA shall be possible in shorter time.

As you know the Bank going by the records the Bank has

been maintaining has been recovering some of the

ARC’s so that larger reduction of NPA is possible in short

time. Hope this will be recovered going forward.

7. The Bank is extending more of GLs and Government

guaranteed loans which call for nil capital allocation. As

the Bank has surplus funds the net interest margins shall

improve in the process and these loans are least risky

from the recovery point of view also.

8. The Bank while initiating measures as above to improve

margins and net interest income, is equally exercised on

controlling cost. The Bank has cut down the staff strength

by 15%, VRS was introduced and about 70 staff opted for

that. The Bank should be in a position to reward its

employees with comparable salaries and incentives on

turning to a profit making bank. The Bank has

renegotiated lease rentals with landlords, converted all its

ATMs into Opex model ensuring security and e

surveillance so that deployment of security guards could

be reduced with attendant benefits on cost savings and

is properly monitoring and controlling all the other

operating costs as well. The bank has recently introduced

deposit products online with a view to improving digital

penetration that will relieve more staff from operations to

marketing in addition to controlling the cost of

administration and improving TAT and response time. All

these measures are expected to reduce the cost income

ratio to comparable levels.

9. To sum up, I would like to explain that though the Bank is

currently on PCA restrictions, we have taken all steps to

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improve Capital Adequacy ratio, Reduce Net NPA Level

as explained and to report positive return on assets at the

earliest to ensure LVB a sound and financially healthy

Bank to the satisfaction of all stake holders

Now, I will answer the questions raised by the couple of

Shareholders:

The 1st one was from Mr. M R Subramanian, Shareholder, Client

ID: 25835100, DPID IN300214 and another shareholder Mr. N.

Ramalingam, having Client ID: 2602890, DPID IN300214 &

1203840000088801, both the shareholders are former executives

of the Bank, Mr. N. Ramalingam has endorsed the questions

raised by Mr. M R Subramanian.

Now I will read out the questions and answers briefly

Mr. MRS as he is popularly known in our circles is asking about the

disbursal time and when the accounts become NPA practically

he was telling in quick mortality cases we normally call account

quick mortality case which turns NPA within one year. He was

asking about the effectiveness of risk scoring followed by the

Bank in sanctioning advances to answer that Bank is following

risk model for the past 20 years now and risk rating has 2

dimensional system in vogue in our Bank one for the obligor are

based on the industry level management risk and all that and

the 2nd one are based on exposures offered by collateral

security. Rating is one of the criteria for sanctioning the credit

proposal. The obligor rating from LVB 1-9, facility rating from TS – 1

to TS -9. I would like to say that the ratings are below LVB 6 to 9

accounts for closely about 12% and 88% are above the

Investment grade only. MRS wanted to know whether the ALCO

of the Bank is placed in all the risk management files, Yes, Risk

profiles of the borrowers are placed credit risk management

committees of the executive and followed by Risk Management

Committees of the executive and followed by Risk Management

Committee of the Board and their advice are taken accordingly

being conducted. He also wanted to know whether all the

ALCO observations are placed to the Board. Yes, I will say in the

positive all the observations are placed to the Board and the

advice given by the Board are taken, executed. Whether the

observations of the Board on the above aspects and their

directions to the Bank in this regard. Board regularly issues

directions, they are of the various risk parameters to the Bank to

improve rating of the borrower and the Bank is always on the

job.

He also wanted to know the RBI representatives were also

present in the Board their observations. Yes, RBI representatives

are present on the Board and gives valuable advice to improve

the quality of the advances next was on the quantum of NPAs

from high risk scoring advances below the investment grade and

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all that. As said it was only about 12% below investment. As such

the turning into NPA is hardly very less.

When the advances slips into NPA what are the steps initiated

Mr. MRS wanted to know. See, we follow the procedure as laid

down in the manual for advances. As and when an advance is

not going slipping in SME 01-1-2 category itself. We start the

dialogue and we hold discussion with borrowers and try to bring

it back into orders. By any reason, it has to slipped into NPA we

constantly follow it up with various means as already mentioned

including SARFASI act where we have adequate security, we try

to recover the advances.

MRS wanted to know whether we have policy for recovery. Yes

we have Board approved policy for recovery and that is being

pursued and followed. Policy also includes sale of assets,

adalats, Commissions, writing off and he wanted to know the

write off of Bad debts in spite of the availability of collateral. I

should say that where there are collaterals available, Bank

doesn’t go for write off. In case most of the write off has taken

place in consortium accounts, NCLT cases where there are no or

less collaterals. Accordingly, Decision of NCLT or consortium are

being followed. In cases where we are the prime or sole bankers

we strive and we don’t go for write offs. However we have to

keep in mind the time value of money, the value of the collateral

converted into cash and all the things as taken and these are all

done by any individuals the recovery process or write off are

vested with Committee of executives at Regional Level and at

Head Office level upto some threshold beyond which it has to

be placed to MCB. As you said even the write off cases are

coming down over the years. He wanted to know the policy

adhered for write off and advances and the details of such

accounts. As said the recovery and compromise settlement

policy by the Board is adhered and write off is be with reference

to the policy.

These are all the various questions by MRS, all these were

centring around advances as I told earlier bank has a risk rating

system and bank follows threshold for minimum Risk for

investment grade for advances where the existing advances

slips below the Investment grade, we go for improving the

quality of advance, we try to recover this advances and as

already told about write off policy I repeat Mr. ARS or similar

shareholders. Bank management is cautious of the problems

faced by the Bank and all efforts are taken to improve the

capital adequacy ratio very widely important followed by

reduction in NPA, equally pursuing of profit maximization. As I

told you earlier I would like to repeat like to ensure LVB sound

and financially healthy bank to the satisfaction of all the

Stakeholders at the earliest.

With this I thank all the members and directors who are in the

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meeting, my colleagues and media persons attended the

meeting.

Thank you all.

Shri K R Pradeep,

Chairman of the Meeting

: At the outset, I thank Sundar for presenting the picture of the

Bank in a very objective manner. I thank him for leading the

bank in this hour of need. You are a very experienced person in

leading the bank in difficult times in the right way. Before we

conclude the meeting I would like to say that the country and

the globe is facing an unprecedented and uncertain times due

to COVID and other financial and economic reasons. Coming to

our own country Indian army is engaged in protecting the

sovereignty of this country in post empathic and meaningful

way. I love soldiers and all those who are involved in protecting

our lives and country and I bow my head before them.

As Bankers and Citizens of this country our duty is to see that the

borders of the economy is well insulated and protected, we

have to work hard and make sure that every bit is contributed in

this difficult times as to the exchequer and also for the public

good.

I thank all the directors, MD, Staff, Senior employees of the Bank

and the shareholders and the attendees for making this meeting

as successful meeting.

Thank you once again.

National Anthem