Tamilnad Mercantile Bank shareholders approved a final dividend of ₹12.50 per equity share for the financial year ended March 31, 2026, at the 104th Annual General Meeting (AGM) held on July 14, 2026. The meeting, conducted via video conferencing, saw the adoption of audited financial statements and the re-appointment of key statutory auditors and directors. All resolutions were passed with the requisite majority, though voting rights for certain shareholders were restricted to 4.99% of the paid-up capital in compliance with Reserve Bank of India (RBI) directives.

The scrutinizer's report confirmed that remote e-voting occurred from July 11, 2026, to July 13, 2026. A total of 223 shareholders attended the meeting through video conferencing. The facility for appointing proxies was not available due to the virtual mode of the meeting. The voting process was supervised by I.D. Saravanan of Alagar & Associates LLP.

Voting Results and Restrictions

The approval for the final dividend received 99.995% assent, with 73,437,733 votes in favour and 3,366 against. The re-appointment of Shri K.V. Rama Moorthy as a Non-Executive Director was approved with 99.321% votes in favour. The special resolution to re-appoint Shri C. Chiranjeeviraj as a Non-Executive Independent Director secured 96.807% assent.

The report noted that 98,06,073 equity shares held by four shareholders acting in concert were restricted to 79,01,738 shares, representing 4.99% of the total voting rights, following an RBI order dated March 15, 2019. Consequently, 19,04,335 equity shares were treated as invalid.

Auditor and Director Appointments

M/s. Sundaram & Srinivasan and M/s. Chandran & Raman were re-appointed as Joint Statutory Central Auditors for the financial year 2026-27. The remuneration for each firm was fixed at ₹26,40,000, plus reimbursement of out-of-pocket expenses. The Board was also authorized to appoint statutory branch auditors for FY27 and fix their remuneration in consultation with the Joint Statutory Central Auditors.

Tamilnad Mercantile Bank has successfully defended itself against an appeal seeking the confiscation of 46,862 shares transferred to foreign investors. The Appellate Tribunal under SAFEMA, New Delhi, dismissed the appeal by order dated July 9, 2026, which the bank received on July 14, 2026. The appeal, preferred by the Deputy Legal Advisor of the Directorate of Enforcement on January 27, 2021, had challenged an earlier adjudication order and sought either the confiscation of the shares or a remand for de-novo adjudication.

The dispute originated from a Show Cause Notice dated December 17, 2014, issued by the Directorate of Enforcement regarding alleged contraventions of FEMA Regulations in recording the transfer of shares. The Special Director had previously passed an order on August 14, 2020, imposing a penalty on the bank and others. The recent tribunal order brings this legal challenge to a close without the financial repercussions the enforcement agency had sought.

Impact and Disclosure

The bank confirmed that the tribunal's decision to dismiss the appeal will not have a material impact on its financial statements. The disclosure was made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III - Para A (20) of Part A.

Details of the Order