Repco Home Finance Limited has issued a postal ballot notice dated January 12, 2026, seeking shareholder approval for a key board appointment. The company is requesting member approval for the appointment of Mr. Paiyur Kuppuraman Vaidyanathan as Whole-Time Director, following regulatory clearance from the Reserve Bank of India.

Regulatory Approval and Appointment Details

The Reserve Bank of India has granted its approval for Mr. Vaidyanathan's appointment through a letter dated December 19, 2025. The appointment became necessary as it resulted in a change of more than 30% of the Board composition, excluding Independent Directors, which required prior RBI approval under Regulation 45.3 of the Master Direction for Non-Banking Financial Company - Housing Finance Company.

E-Voting Schedule and Process

The company has implemented a remote e-voting process exclusively for this postal ballot, with no physical ballot forms being distributed. The voting schedule has been structured to provide adequate time for shareholder participation.

KFin Technologies Limited has been engaged to provide the e-voting facility, while Mr. G. Ramachandran of M/s. G. Ramachandran & Associates, Company Secretaries, has been appointed as the Scrutinizer to ensure a fair and transparent voting process.

Compensation Structure

Mr. Vaidyanathan's remuneration package has been structured with multiple components, reflecting his executive responsibilities and performance expectations.

The compensation structure includes provision for minimum remuneration in case of absence or inadequacy of profits, subject to applicable statutory provisions under the Companies Act, 2013.

Professional Background and Qualifications

Mr. Vaidyanathan brings extensive banking experience to the role, having served over 30 years in the banking sector. He holds a Bachelor's degree in Science, Master's degree in Public Administration, Post Graduate Diploma in Computer Applications, Diploma in AML & KYC, and is a Certified Associate of Indian Institute of Bankers.

His professional experience includes serving as Chief Vigilance Officer of Repco Bank from June 2016 to September 2020, appointed by the Ministry of Home Affairs, Government of India. He has been associated with Repco Home Finance Limited since November 29, 2023, as Chief Development Officer on deputation from Repco Bank.

Voting Eligibility and Communication

Shareholders whose names appear in the Register of Members as of the cut-off date of January 9, 2026, are eligible to participate in the e-voting process. The postal ballot notice has been sent electronically to members whose email addresses are registered with the company, KFin Technologies Limited, or their respective Depository Participants.

The results will be communicated through multiple channels including the company's website at www.repcohome.com , KFintech's e-voting portal, and the websites of BSE Limited and National Stock Exchange of India Limited where the company's shares are listed.

Repco Home Finance Limited has received regulatory approval from the Reserve Bank of India (RBI) for the appointment of Mr. Paiyur Kuppuraman Vaidyanathan as Whole-time Director, marking a significant leadership development for the Chennai-based housing finance company.

Regulatory Approval and Appointment Details

The RBI, through its letter dated December 19, 2023, confirmed that it has no objection to the appointment of Mr. Vaidyanathan as Whole-time Director (Executive Non-Independent Director). This approval follows the company's Board decision made on August 7, 2023, which had initially approved the appointment subject to regulatory and shareholder approvals.

Professional Background and Qualifications

Mr. Vaidyanathan brings extensive banking expertise to his new role, currently serving as Chief General Manager of Repco Bank, the company's promoter. His educational qualifications include:

• Bachelor's Degree in Science
• Master's Degree in Public Administration
• Post Graduate Diploma in Computer Applications
• Diploma in AML KYC
• Certification as an Associate of the Indian Institute of Bankers

His professional experience spans over 30 years in banking, with notable positions including:

• Chief Vigilance Officer (CVO) of Repco Bank (June 2016 to September 2020), appointed by the Ministry of Home Affairs, Government of India
• Chief Development Officer at Repco Home Finance Limited since November 29, 2023
• Current deputation from Repco Bank to Repco Home Finance Limited

Corporate Governance and Compliance

The appointment follows proper regulatory protocols under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Mr. Vaidyanathan is not related to any existing directors of the company and is not debarred from holding directorial positions by any regulatory authority.

The company has confirmed that it will seek shareholder approval for this appointment in due course, with necessary intimations to be provided as required under regulatory guidelines.

Organizational Structure

As part of the promoter representation structure, Mr. Vaidyanathan joins other Repco Bank representatives on the board. The appointment strengthens the governance framework while maintaining the promotional relationship between Repco Bank, a Government of India enterprise, and Repco Home Finance Limited.

The dual role arrangement allows Mr. Vaidyanathan to continue his responsibilities as Chief Development Officer while taking on additional strategic oversight as a Whole-time Director, ensuring continuity in the company's development initiatives.