Dhanlaxmi Bank shareholders unanimously approved all seven resolutions at its 99th Annual General Meeting held on September 23, 2026. The meeting, conducted via video conferencing, saw a voting turnout of approximately 26% of outstanding shares.

Key Resolutions Passed

The agenda included routine business such as the adoption of audited financial statements and the appointment of statutory auditors, alongside special business items like director appointments and an employee stock option plan. The bank disclosed these approvals to BSE and NSE under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Director Appointments and Terms

The newly approved Independent Directors bring significant regulatory experience to the board. Sri. Rajan T.K (DIN: 08990301) has been appointed for a period of five years effective July 29, 2026. He is a retired Chief General Manager from the Reserve Bank of India (RBI), where he oversaw the supervision of the banking sector and led the Cyber and IT Risk Group. His profile highlights extensive involvement in setting up regulatory frameworks for cyber risks and representing the RBI in international forums such as the Financial Stability Board in Basel.

Sri. T.V Rao (DIN: 11878881) has been appointed for a period of three years effective September 1, 2026. A career Central Banker with over 35 years of service at the RBI, Rao retired as Chief General Manager. His expertise covers regulation and supervision of banks and NBFCs, payment systems, and financial inclusion. Both directors are not liable to retire by rotation and have no directorships in other listed companies.

Dr. Jineesh Nath C.K (DIN: 01476775) was re-appointed as a Non-Executive Non-Independent Director liable to retire by rotation. He holds 29,593,200 shares, representing 7.49% of the bank's total paid-up share capital. Dr. Jineesh is a postgraduate doctor and a major shareholder, also serving as a Director of CKG Finance Private Limited and Chittilangattkalam Holdings Private Limited.

Meeting Proceedings and Attendance

Shri. K. N. Madhusoodanan, Chairman of the Bank, chaired the meeting from the Corporate Office at Thrissur. The session began at 11:00 am and concluded at 11:48 am. A total of 76 shareholders participated in the meeting through video conferencing. Of the 14 members who registered as speaker shareholders, only 4 were present to raise queries, which were addressed by the management.

The following directors were present during the proceedings:

• Shri. K. N. Madhusoodanan (Chairman)
• Shri. Ajith Kumar K. K. (Managing Director & CEO)
• Shri. P. Suriaraj (Executive Director)
• Shri. G. Rajagopalan Nair (Independent Director)
• Dr. Nirmala Padmanabhan (Independent Director)
• Ms. Vardhini Kalyanaraman (Independent Director)
• Dr. Jineesh Nath C. K. (Director)
• Shri. Ashutosh Khajuria (Independent Director)
• Shri. T.V. Rao (Additional Director)

The Joint Central Statutory Auditors were represented by partners from M/s. Sagar & Associates and M/s. Abraham & Jose. Shri. M. Vasudevan served as the Secretarial Auditor for the meeting.

Voting Participation Details

The e-voting process was overseen by V Suresh Associates, Practising Company Secretaries. The total number of shares on record was 39,46,98,851. Institutional investors held 5,58,72,339 shares, while non-institutional public shareholders held 33,88,26,512 shares.

Notably, no promoter or promoter group members participated in the voting, as their shareholding count was recorded as zero for the purpose of this meeting. The vast majority of votes were cast through remote e-voting prior to the meeting date.

What the Numbers Show

The voting data reveals a distinct concentration of dissent in non-institutional retail holdings. While institutional investors voted 100% in favour across all seven resolutions, non-institutional shareholders registered marginal opposition. For instance, on Resolution 7 (ESOP approval), 6,785 votes were cast against by non-institutional holders, compared to zero against votes from institutions. This pattern suggests that while institutional confidence remains absolute, there is slight friction among retail shareholders regarding governance changes and compensation structures.

Dhanlaxmi Bank has completed the electronic dispatch of the notice for its 99th Annual General Meeting (AGM) and the Annual Report for FY26. The dispatch was finalized on August 31, 2026, to shareholders registered as of August 28, 2026.

The bank scheduled the meeting for Wednesday, September 23, 2026, to be conducted via Video Conferencing or Other Audio-Visual Means (OAVM) starting at 11:00 am. This disclosure follows a previous notice dated August 19, 2026, and a subsequent letter to stock exchanges dated September 1, 2026.

Agenda and Governance

The primary agenda includes the adoption of the audited balance sheet as at March 31, 2026, and the profit and loss account for FY26. Shareholders will also consider the reports of the Board of Directors and Auditors.

The meeting will address the re-appointment of Dr. Jineesh Nath C.K., who retires by rotation under Section 152 of the Companies Act, 2013. He offers himself for re-appointment as a director.

Voting and Logistics

E-voting commences on Sunday, September 20, 2026, at 9:00 am and concludes on Tuesday, September 22, 2026, at 5:00 pm. Members who have not voted through e-voting can participate via Instapoll during the AGM on September 23.

The cut-off date for determining eligible shareholders is Thursday, September 17, 2026. The Register of Members and Share Transfer Books will remain closed from Friday, September 18, 2026, to Wednesday, September 23, 2026.

The notice and annual report are hosted on the bank's website under the Investor Relations section. The disclosure was made pursuant to SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, and Section 91 of the Companies Act, 2013.