Capital Small Finance Bank 's Board of Directors has approved a significant change in its shareholder structure, reclassifying Dinesh Gupta and his associated Promoter Group members from Promoter/Promoter Group status to Public shareholders. This decision, made during a board meeting on September 18, 2025, marks a shift in the bank's ownership structure and governance.

Reclassification Details

The reclassification affects 14 entities, including Dinesh Gupta, his family members, and related companies. Collectively, these entities hold 3,35,543 shares, representing 0.74% of the company's total shareholding. Dinesh Gupta individually holds 2,95,920 shares, accounting for 0.65% of the bank's equity.

Key Points of the Reclassification

• Reason for Reclassification: The request was initiated due to Dinesh Gupta's extensive professional and family engagements.
• Shareholder Approval: Since the cumulative shareholding is less than 1%, no shareholder approval is required for this reclassification.
• Regulatory Compliance: The reclassification is being carried out in accordance with Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Confirmations from Outgoing Promoters

The outgoing promoters have provided several key confirmations as part of the reclassification process:

1. They do not hold more than 10% of the total voting rights in the company.
2. They do not exercise control over the company's affairs, directly or indirectly.
3. They have no special rights through formal or informal arrangements, including shareholder agreements.
4. They are not represented on the Board of Directors and do not act as key managerial personnel.
5. They are not willful defaulters as per Reserve Bank of India guidelines.
6. They are not fugitive economic offenders.

Next Steps

Following the board's approval, Capital Small Finance Bank will file an application with the stock exchanges (National Stock Exchange of India Limited and BSE Limited) for their final approval of the reclassification.

Impact on Shareholding Structure

The reclassification affects the following key individuals and entities:

This move represents a significant change in the bank's ownership structure, potentially impacting its governance and shareholder dynamics. The reclassification aligns with regulatory requirements and reflects the evolving relationship between the bank and its former promoter group members.

Capital Small Finance Bank (CSFB) has received a significant request from one of its promoters, Dinesh Gupta, seeking reclassification from the 'promoter' category to 'public' category. This move comes as part of a broader shift in Gupta's involvement with the bank.

Key Points of the Reclassification Request

• Resignation from Board: Dinesh Gupta stepped down from the Board of Directors of Capital Small Finance Bank, effective August 14, 2025.
• Current Shareholding: Gupta holds 2,95,920 shares, representing 0.65% of the bank's total shareholding.
• Extended Reclassification: The request includes 13 related persons and entities from the promoter group.
• Collective Holdings: The additional entities hold a small percentage of shares, with some holding no shares at all.

Reasons for Reclassification

Dinesh Gupta cited several reasons for his reclassification request:

1. Professional Engagements: Extensive commitments to professional and family pursuits.
2. No Operational Involvement: Gupta is no longer directly or indirectly associated with the bank's business operations.
3. Lack of Influence: He does not exercise any influence over the bank's policy decisions.

Compliance with SEBI Regulations

In his application dated September 12, 2025, Gupta confirmed adherence to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

• Maintains less than 1% of total voting rights in the bank.
• Does not exercise direct or indirect control over the bank's affairs.
• Holds no special rights through formal or informal agreements.
• Has no representation on the Board and is not a Key Managerial Personnel (KMP).
• Is not classified as a fugitive economic offender or willful defaulter.

Future Commitments

Gupta has made several commitments for a period of three years post-reclassification:

• Will not be represented on the bank's Board of Directors.
• Will not act as a Key Managerial Personnel of the bank.
• Will promptly notify the bank of any changes in circumstances affecting these undertakings.

Next Steps

The reclassification request will be placed before the Board of Directors of Capital Small Finance Bank for consideration and approval. If approved, it will be submitted to the relevant stock exchanges for further processing.

This move by Dinesh Gupta represents a significant change in the ownership structure of Capital Small Finance Bank and aligns with regulatory requirements for promoter reclassification in the Indian banking sector.