SBI Cards and Payment Services Limited sbi cards has scheduled its 28th Annual General Meeting (AGM) for Monday, August 31, 2026, at 11:00 AM IST. The meeting will be conducted via Video Conferencing or Other Audio Visual Means (VC/OAVM) in compliance with the Companies Act, 2013, and SEBI Listing Regulations. This virtual format ensures accessibility for shareholders while adhering to regulatory guidelines issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). The primary objective of the gathering is to transact the business outlined in the notice dated July 25, 2026, including the approval of financial statements and other statutory matters.

The company has engaged National Securities Depository Limited (NSDL) to facilitate the VC/OAVM proceedings and the electronic voting process. Shareholders are required to register their email addresses with their Depository Participants or the Registrar to an Issue and Share Transfer Agent, MUFG Intime India Private Limited, to receive login credentials. The Integrated Annual Report for the financial year 2025-26, comprising financial statements, the Board’s report, and auditor’s reports, was dispatched via email on August 03, 2026, to registered members. These documents are also available on the company’s website and the stock exchange portals.

Remote e-voting will be open from Friday, August 28, 2026, at 10:00 AM IST until Sunday, August 30, 2026, at 5:00 PM IST. Only shareholders whose names appear in the Register of Members or the Register of Beneficial Owners as of the cut-off date, Monday, August 24, 2026, are eligible to vote. Those who have already cast their votes through the remote e-voting facility may attend the AGM but cannot vote again during the meeting. Shareholders who acquire shares after the dispatch of the notice but hold them on the cut-off date can obtain login details by contacting NSDL.

The disclosure regarding the AGM was published in all editions of 'Business Standard' on August 04, 2026, pursuant to Regulation 30 and Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The filing also complies with Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014. Payal Mittal Chhabra, Chief Compliance Officer and Company Secretary, signed the communication, confirming that all procedural requirements have been met.

Key Dates for Shareholders

Shareholders are advised to ensure their bank details and email addresses are updated with their respective Depository Participants to facilitate seamless participation and future dividend processing. For technical assistance related to e-voting, NSDL can be contacted at evoting@nsdl.com or via telephone at 022-48867000. The company emphasizes that the quorum for the meeting will be ascertained under Section 103 of the Act, counting members attending via VC/OAVM.

SBI Cards and Payment Services Limited will hold its 28th Annual General Meeting (AGM) on Monday, August 31, 2026, to secure shareholder approval for material related party transactions (RPTs) valued at approximately ₹28,000 crore with its promoter, State Bank of India (SBI). The proposed omnibus approval covers a fifteen-month period extending into FY27-28, encompassing critical banking facilities, non-convertible debentures (NCDs), and brand royalty payments. This deep operational integration allows the company to maintain a competitive cost of funds while leveraging SBI’s brand trust for customer acquisition.

The transactions represent 135.22% of the company’s annual consolidated turnover for FY25-26, highlighting significant reliance on its promoter for liquidity and operational support. SBI, which holds a 68.58% direct equity stake in SBI Cards, will abstain from voting on the resolution as per SEBI Listing Regulations. The Board of Directors has recommended the resolution, noting that the transactions are conducted on an arm’s length basis and are essential for ordinary business operations. The AGM will also confirm the payment of an interim dividend of ₹2.50 per equity share for FY25-26.

Proposed Related Party Transactions

The total estimated value of the proposed transactions is ~₹28,000 crore. The majority of this value is allocated to banking facilities and NCD participation, reflecting the company’s strategy to secure low-cost funding from its parent bank. This structure contributed to a reduction in the average cost of funds from 7.4% in FY24-25 to 6.6% in FY25-26.

Royalty payments for the use of the SBI brand logo remain fixed at 0.20% of Total Income or 2% of Profit After Tax, whichever is higher. In FY25-26, the actual royalty paid was ₹43.33 crore. The Audit Committee has reviewed and approved the RPTs, confirming they are fair and in the company’s interest. No valuation report was deemed necessary given the nature of the banking agreements.

Financial Context and Governance

The RPT approval follows a strong financial performance in FY25-26, where total income grew 11% year-on-year to ₹20,708 crore. The company’s net interest margin (NIM) improved by 31 basis points to 11.2%, while gross non-performing assets (GNPA) declined significantly from 3.08% to 2.41%. The capital adequacy ratio (CRAR) stood at a robust 25.5%, well above the regulatory minimum of 15%, providing ample buffer for future growth.

Shareholders holding shares as of the record date, Monday, August 24, 2026, are eligible to vote. Remote e-voting will be open from Friday, August 28, 2026, at 10:00 A.M. (IST) until Sunday, August 30, 2026, at 5:00 P.M. (IST), facilitated by National Securities Depository Limited (NSDL). The notice of the AGM and the Integrated Annual Report were dispatched via email on August 03, 2026, in compliance with Section 108 of the Companies Act, 2013, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

What the Numbers Show

The scale of the proposed RPTs (~₹28,000 crore) relative to the company’s turnover (₹20,708 crore in FY25-26) highlights SBI Cards’ strategic integration with its promoter. While this structure provides competitive advantages in customer acquisition and trust through brand leverage, it necessitates strict regulatory oversight to ensure arm’s length pricing. The stability of the royalty rate at 2% of PAT, despite PAT growing 13% year-on-year, indicates a predictable cost component that does not erode margin expansion during profitable periods. Furthermore, the inclusion of ₹27,135 crore towards borrowing and deposit limits underscores the reliance on SBI for liquidity management, enabling the company to maintain a lower cost of funds compared to industry peers.