Suryoday Small Finance Bank has initiated a postal ballot process seeking shareholder approval for the appointment of two Independent Directors via remote e-voting. The Postal Ballot Notice dated May 07, 2026, was dispatched electronically to members whose names appeared in the Register of Members as on the cut-off date of Friday, May 01, 2026. The bank also published newspaper advertisements in Business Standard (English, nationwide circulation) and Mumbai Lakshdeep (Marathi) on May 09, 2026, confirming the dispatch. The communication was made pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Proposed Resolutions via Postal Ballot

The bank is seeking shareholder approval through remote e-voting for two Special Resolutions related to the appointment of Independent Directors. Both directors were initially appointed as Additional Directors (Non-Executive under Independent category) on the Board with effect from March 12, 2026. The details of the proposed resolutions are as follows:

Profile of Proposed Independent Directors

The Nomination and Remuneration Committee (NRC) has assessed and determined that both proposed directors are Fit and Proper persons as per RBI norms and applicable regulations. Neither director is related to any existing directors of the bank, and both have confirmed they are not debarred from holding office by SEBI or any other authority.

Mr. Sunil Satyapal Gulati (DIN: 00016990), aged 64 years, holds a B.Tech from IIT Delhi and an MBA (Gold Medalist) from IIM Ahmedabad. He brings three decades of global banking experience spanning investment banking, corporate finance, relationship management, risk management, and corporate strategy. His career includes roles as Chief Risk Officer at RBL Bank, Group President at Yes Bank, and leadership positions at ING Group. He currently serves on the boards of Fedbank Financial Services, SBI Mutual Fund Trustee Company, Arthan Finance, Perfios Account Aggregation Services, Sri Kauvery Medical Care, and KMC Speciality Hospitals, among others. Mr. Gulati holds 22,000 equity shares in the bank as on March 31, 2026. His last drawn sitting fees were Rs. 75,000/- for attending Board meetings during FY 2025-26.

Mr. Alok Sethi (DIN: 00277481), aged 64 years, is a Qualified Chartered Accountant holding a B.Com (Hons) from Delhi University. He brings over four decades of experience in asset management operations, technology, governance, and large-scale transformation. He served as Executive Vice President and Head of Global Operations and Technology at Franklin Templeton, overseeing $1.7 trillion in assets. He has led multi-country operating model transformations, major M&A integrations, and large technology and outsourcing initiatives. He currently serves on multiple boards within the Franklin Templeton group and was also appointed as an Additional Director (Under Professional Category) of Ramtirth Leasing and Finance Company Private Limited with effect from April 08, 2026. Mr. Sethi holds 20,000 equity shares in the bank as on March 31, 2026. His last drawn sitting fees were Rs. 75,000/- for attending Board meetings during FY 2025-26.

The following table summarises key profile details of both proposed directors:

E-Voting Process and Key Dates

In accordance with MCA Circulars, physical copies of the Postal Ballot Notice, Postal Ballot forms, and pre-paid business reply envelopes have not been dispatched to shareholders. Members are required to communicate their assent or dissent exclusively through the remote e-voting platform. The bank has engaged KFin Technologies Limited (KFintech) as its Registrar and Share Transfer Agent to facilitate the e-voting process. Members may cast their votes using EVEN No. 9700 on KFintech's e-voting platform. Once a vote is cast, it cannot be changed or recast subsequently. Voting rights shall be reckoned on the paid-up value of Equity Shares registered in the name of members as on the cut-off date, subject to the provisions of the Banking Regulation Act, 1949, as amended.

The key dates and parameters for the e-voting process are summarised below:

Scrutinizer and Results Declaration

The Board of Directors has appointed Ms. Dhara Gala, Practicing Company Secretary (ACS - 61949/ COP 26125, Peer Review Certificate No.: 6594/2025), Mumbai, as the Scrutinizer for the postal ballot process. In her absence, Ms. Priyanka Tank, Practicing Company Secretary (ACS-61276/ COP-24520, Peer Review Certificate No.: 6625/2025), will act as the Scrutinizer. The Scrutinizer will unblock votes after the close of the e-voting period in the presence of at least two witnesses not employed by the bank, and submit a consolidated report to the Chairman. The results of the e-voting will be declared within two (2) working days from the end of the e-voting period and will be published on the bank's website at https://suryoday.bank.in/ , on KFintech's website at https://evoting.kfintech.com , and communicated to BSE Limited and National Stock Exchange of India Limited. If passed by the requisite majority, the resolutions shall be deemed to have been passed on Monday, June 08, 2026.

Shareholder Assistance and Contact Information

Members with queries related to the e-voting process may refer to the FAQs and e-voting User Manual available at https://evoting.kfintech.com , or contact KFintech's toll-free number 1800-309-4001. Members may also write to the Company Secretary & Compliance Officer, Krishna Kant Chaturvedi, at the bank's registered office or at company.secretary@suryodaybank.com . The Postal Ballot Notice is also available on the websites of BSE Limited ( https://www.bseindia.com ) and National Stock Exchange of India Limited ( https://www.nseindia.com ).

Suryoday Small Finance Bank posted a robust financial performance for the quarter and year ended March 31, 2026, with its Board of Directors approving the audited financial results at a meeting held on May 07, 2026. The bank recorded a net profit of ₹4,972 lakhs in Q4FY26, reversing a net loss of ₹3,378 lakhs in the corresponding quarter of the previous year. For the full financial year ended March 31, 2026, net profit rose to ₹15,197 lakhs from ₹11,497 lakhs in FY25, reflecting steady growth across income streams and improved provisioning metrics. The financial results were audited by joint statutory auditors M/s. Mukund M. Chitale & Co. and M/s. Gokhale & Sathe, Chartered Accountants, who issued an unmodified audit opinion. Subsequently, pursuant to Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the bank published its audited financial results in Business Standard (English, nationwide circulation) and Mumbai Lakshdeep (Marathi), both dated May 09, 2026, and submitted the newspaper advertisements to NSE and BSE via a letter signed by Company Secretary & Compliance Officer Krishna Kant Chaturvedi.

Financial Performance Highlights

The bank's total income for Q4FY26 stood at ₹69,189 lakhs, up from ₹53,068 lakhs in Q4FY25. Interest earned for the quarter rose to ₹60,159 lakhs from ₹47,058 lakhs in Q4FY25, driven primarily by higher interest and discount on advances. For the full year, total income increased to ₹2,51,996 lakhs from ₹2,17,100 lakhs in FY25. The following table summarises the key financial metrics:

The newspaper advertisement also disclosed that net profit before tax (before and after exceptional items) for Q4FY26 stood at ₹6,565 lakhs, compared to a loss of ₹4,678 lakhs in Q4FY25. For FY26, the pre-tax profit was ₹19,957 lakhs versus ₹14,383 lakhs in FY25. Full-year basic EPS stood at ₹14.30 and diluted EPS at ₹14.29, while the Securities Premium Account was ₹1,18,863 lakhs as at March 31, 2026.

Asset Quality and Key Ratios

The bank's asset quality showed improvement both on a quarter-on-quarter and year-on-year basis. Gross NPAs as a percentage of gross advances declined to 6.55% as at March 31, 2026, from 6.69% as at December 31, 2025 (QoQ), and from 7.16% as at March 31, 2025 (YoY). Net NPAs as a percentage of net advances also improved to 4.21% from 4.35% QoQ and from 4.58% YoY. The Capital Adequacy Ratio (CRAR), computed as per RBI directions, stood at 20.45% as at March 31, 2026, compared to 21.94% as at December 31, 2025 and 25.83% as at March 31, 2025. The bank carries a floating provision of ₹5,917 lakhs as on March 31, 2026, of which ₹2,210 lakhs was created during the year.

Figures for the respective quarter ended are not annualized.

Balance Sheet Overview

The bank's total assets grew to ₹19,88,396 lakhs as at March 31, 2026, from ₹15,61,439 lakhs as at March 31, 2025. Advances increased to ₹12,87,876 lakhs from ₹9,97,435 lakhs, while deposits rose significantly to ₹13,99,404 lakhs from ₹10,57,961 lakhs. Reserves and surplus stood at ₹1,97,203 lakhs as at March 31, 2026, compared to ₹1,82,081 lakhs in the previous year.

Cash Flow Summary

For the year ended March 31, 2026, the bank generated net cash flow from operating activities of ₹65,233 lakhs, compared to ₹1,31,998 lakhs in the previous year. Net cash used in investing activities stood at ₹79,157 lakhs, while net cash flow from financing activities was ₹41,213 lakhs. Cash and cash equivalents at the end of the year stood at ₹1,97,584 lakhs, up from ₹1,70,295 lakhs at the beginning of the year.

Segment Performance

Retail Banking remained the dominant revenue contributor, generating segment revenue of ₹2,34,263 lakhs for FY26, compared to ₹2,03,911 lakhs in FY25. The Treasury segment contributed revenue of ₹30,275 lakhs in FY26 versus ₹23,861 lakhs in FY25, while the Corporate segment reported revenue of ₹16,244 lakhs against ₹12,341 lakhs in FY25. Other Banking Operations contributed ₹5,216 lakhs in FY26 compared to ₹3,442 lakhs in FY25. Total segment assets expanded to ₹19,88,396 lakhs as at March 31, 2026, from ₹15,61,439 lakhs as at March 31, 2025.

Loan Transfers and Other Disclosures

During the year ended March 31, 2026, the bank transferred loans not in default through assignment, with aggregate principal outstanding of ₹13,661.84 lakhs and aggregate consideration received (including interest) of ₹12,978.75 lakhs. The weighted average residual maturity was 28.12 months and the weighted average holding period was 20.59 months, with retention of beneficial economic interest at 13%. Additionally, the bank transferred stressed loans to ARCs involving 1 account with aggregate principal outstanding of ₹1,166 lakhs and aggregate consideration of ₹566 lakhs. The bank also recognised an estimated incremental impact of ₹18.13 lakhs under employees cost during the year ended March 31, 2026, on account of the New Labour Codes notified by the Government of India on November 21, 2025.

Dividend and Corporate Actions

The Board of Directors recommended a final dividend of ₹1.50 (Rupee One and Fifty Paise) per equity share of face value ₹10 each, representing 15% of face value, out of profits for the financial year ended March 31, 2026. The dividend is subject to shareholder approval at the ensuing Annual General Meeting. The Board also approved the initiation of a Postal Ballot process to seek shareholder approval for the appointment of two Independent Directors:

• Mr. Sunil Satyapal Gulati (DIN: 00016990) — appointed as Independent Director for a period of five consecutive years effective March 12, 2026 to March 11, 2031, not liable to retire by rotation.
• Mr. Alok Sethi (DIN: 00277481) — appointed as Independent Director for a period of five consecutive years effective March 12, 2026 to March 11, 2031, not liable to retire by rotation.

Additionally, the Board deliberated on the agenda item relating to the raising of funds through equity and debt securities and decided to take up the matter for detailed discussion at a subsequent meeting. The bank confirmed that during the quarter and year ended March 31, 2026, it did not issue any non-convertible debt securities and has no outstanding secured listed non-convertible debt securities as on March 31, 2026.

Source: None/Company/INE428Q01011/6ec11f7b512a4c3e.pdf