Yes Bank will conduct its 22nd Annual General Meeting (AGM) on Wednesday, August 19, 2026, at 10:30 AM Indian Standard Time. The meeting will be held exclusively through Video Conferencing (VC) or Other Audio Visual Means (OAVM), allowing remote participation without a physical venue. This approach enhances shareholder accessibility while ensuring compliance with regulatory frameworks. Shareholders are advised to update their KYC details, including PAN and nomination information, with their Depository Participants or the Registrar and Transfer Agent (RTA) to avoid future transaction restrictions.

The proceedings are governed by Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Sanjay Abhyankar, Company Secretary, confirmed that the Notice convening the AGM, along with the Integrated Annual Report for Financial Year 2025-26, has been dispatched electronically to members with registered email addresses.

E-Voting Timeline and Eligibility

Shareholders holding shares in physical or dematerialized form as of the cut-off date, Wednesday, August 12, 2026, are eligible to cast their votes electronically. The remote e-voting facility is managed by KFin Technologies Limited (Kfintech), the Bank’s Registrar and Transfer Agent.

Members who have already cast their votes via remote e-voting may participate in the AGM through the VC/OAVM facility but cannot vote again on resolutions where they have already expressed their opinion. Conversely, those present during the AGM who have not voted remotely can do so using the e-voting system available during the meeting.

Accessing Voting Credentials and Documents

Shareholders holding shares in physical form or those who have not registered their email addresses must obtain their login ID and password by sending a request to https://evoting.kfintech.com . Existing users registered with KFin can utilize their current USER ID and password. It is critical for members to note that once a vote is cast, it cannot be modified. Additionally, the remote e-voting module will be disabled by KFin beyond 05:00 PM on Tuesday, August 18, 2026.

Pursuant to Regulation 36(1)(b) of the SEBI Listing Regulations, a letter providing the web-link of the Integrated Annual Report for FY 2025-26 is being sent to members who have not registered their e-mail addresses. The documents are accessible via the following links:

For members without registered emails, a letter containing a web-link and QR code is being dispatched. Any grievances related to the electronic voting facility can be directed to Ms. C Shobha Anand, Vice President, KFin Technologies Limited, via email at evoting@kfintech.com or by calling 1800 309 4001. Members may also contact the Company Secretary at AGM@yes.bank.in .

Yes Bank will hold its 22nd Annual General Meeting on August 19, 2026, via video conferencing to seek shareholder approval for a potential equity raise of up to ₹7,500 crore and a debt issuance of up to ₹8,500 crore. The meeting also includes the adoption of audited financial results for FY26 and the re-appointment of director Shivakumar Dega. These enabling resolutions aim to strengthen the bank’s capital base, support long-term growth strategies, and maintain optimal credit risk-adjusted capital adequacy ratios (CRAR).

The Board has recommended these special resolutions to ensure readiness for future funding opportunities, including Qualified Institutional Placements (QIPs), public offerings, or international placements through American Depository Receipts (ADRs) or Global Depository Receipts (GDRs). The aggregate dilution from both equity and convertible debt issuances is capped at 10%. Additionally, the bank seeks approval for material related party transactions (MRPTs) with State Bank of India (SBI) and Sumitomo Mitsui Banking Corporation (SMBC), covering treasury operations, trade finance, and funded facilities.

Capital Raising Resolutions

Shareholders will vote on two key special resolutions regarding capital adequacy:

The equity raise is intended to fund business growth, mitigate unforeseen risks, and pursue inorganic opportunities. The debt issuance may include non-convertible debentures, medium-term notes, or instruments qualifying as Tier I/II capital under Reserve Bank of India (RBI) guidelines. Both resolutions are valid for one year from the date of the AGM.

Related Party Transactions

The bank seeks omnibus approval for MRPTs with two major stakeholders, subject to SEBI Listing Regulations:

• State Bank of India (SBI): Approval for transactions up to ₹25,000 crore, including treasury deals, certificate of deposit (CD) issuances, and trade facilities. SBI holds approximately 10.78% of the bank’s paid-up share capital.
• Sumitomo Mitsui Banking Corporation (SMBC): Approval for transactions up to ₹25,200 crore, covering forex derivatives, bond purchases, custodial services, and joint lending. SMBC holds approximately 24.9% of the paid-up share capital.

These transactions are conducted on an arm’s length basis in the ordinary course of business. Interested directors, including SBI nominee Thekepat Keshav Kumar and SMBC nominees Rajeev Veeravalli Kannan and Shinichiro Nishino, will abstain from voting.

Auditor Appointment and Director Re-appointment

The AGM will appoint M/s. MSKA & Associates LLP as one of the Joint Statutory Auditors for a three-year term, replacing G. M. Kapadia & Co., whose term concludes after the meeting. C N K & Associates LLP will continue as the other joint auditor. The aggregate audit fee is set at ₹4 crore per annum. Additionally, shareholders will re-appoint Shivakumar Dega, a nominee of Verventa Holdings Limited, as a Non-Executive and Non-Independent Director liable to retire by rotation.

What the Numbers Show

The proposed capital raising limits reflect the bank’s strategic focus on strengthening its balance sheet amidst improving credit ratings, including recent upgrades by Moody’s and ICRA. The combined ₹16,000 crore authorization provides flexibility to respond to market conditions without requiring fresh shareholder approvals for each tranche. The strict 10% dilution cap ensures that existing shareholders’ interests are protected while allowing the bank to access critical funding for growth and risk mitigation.