Your Board of Directors present the Twelfth Annual Report on the business and operations of your Bank, together with the Audited Financial Statement for the Financial Year ('FY') ended March 31, 2026 ('FY2025-26').

Financial Performance of the Bank

The financial highlights for the FY under review are presented below:

(Figures in ^ Crore)

State of Affairs of the Bank

FY2025-26 marked a significant milestone in your Bank's journey, with the completion of a decade of operations and the achievement of a balance sheet size exceeding ?2 lakh Crore and total business crossing ?3 lakh Crore. The year under review was characterised by steady and sustainable growth, underpinned by the strength of your Bank's franchise, prudent risk management practices and a resilient

business model. During the year, your Bank continued to pursue its strategic agenda of consolidation, with a strong emphasis on asset quality and a higher proportion of secured assets within its portfolio. Simultaneously, efforts remained focused on strengthening the deposit franchise through deeper customer engagement, enhanced relationship banking and differentiated product offerings aligned with evolving customer needs.

Your Bank also continued to advance its geographical and business diversification strategy by expanding its presence in non-eastern markets, deepening penetration in metro and urban centres, and broadening relationships across retail, MSME, agriallied and emerging customer segments, while maintaining its strong franchise in rural and semi-urban India. Simultaneously, your Bank is undertaking a comprehensive transformation across people, processes and technology to enhance organisational effectiveness, strengthen execution capabilities and support future growth. A steadfast commitment to governance, compliance and risk management continues to underpin your Bank's strategic direction, reinforcing balance sheet resilience and positioning the institution to deliver sustainable value creation over the long term.

During the FY, total deposits grew from ?1,51,212.50 Crore as on March 31, 2025 to ?1,66,344.45 Crore as on March 31, 2026, registering a growth of 10.01 per cent., whereas total advances (net) grew from ?1,31,987.32 Crore as on March 31, 2025 to ?1,50,103.78 Crore as on March 31, 2026, registering a growth of 13.7 per cent. Total Business increased to ?3,20,577.55 Crore an increase of 11.2 per cent. over ?2,88,207.10 Crore as on March 31, 2025 whereas the size of Balance Sheet reached to ?2,11,123.73 Crore. The steady growth of your Bank reflects the trust of millions of customers and their continued association over the years with your Bank. Your Bank stayed on the path of building on faith reposed by its customers which is reflected in its strong customer base of 3.18 Crore as on March 31, 2026. During the FY under review, your Bank has added 46 new banking outlets taking the total count of banking outlets to 6,355 as on March 31, 2026 spread across 35 states and Union Territories. Out of the total banking outlets, 33 per cent. are in rural, 38 per cent. in semi-urban, 18 per cent. in urban and 11 per cent. in metro locations.

During the FY under review, your Bank has been on the course with its strategic priorities of portfolio diversification. As on March 31, 2026, Emerging Entrepreneurs Business ('EEB') portfolio comprising of Group Loan and Small Business & Agri Loan ('SBAL') has reduced to 35.0 per cent. of the total loan book from 41.3 per cent. as on March 31, 2025 whereas Wholesale Banking portfolio increased from 26.5 per cent. to 31.4 per cent., Housing portfolio at 22.6 per cent., Retail portfolio at 10.4 per cent. of the total loan book of your Bank as on March 31, 2026. With regard to geographical diversification, 62 per cent. of the portfolio of your Bank was outside Eastern India. The secured portfolio of your Bank increased to 56.2 per cent. of its total portfolio as on March 31, 2026.

During the FY under review, the total income (net) of your Bank has decreased by 6.18 per cent. to ?13,563.71 Crore as against the Total Income (net) of ?14,457.18 Crore for FY2024-25 whereas Net Interest Income for the FY2025-26, stood at ?10,829.69 Crore compared to ?11,490.58 Crore for FY2024-25, representing a reduction of 5.75 per cent., on account of moderation in Net Interest Margin ('NIM') led by continued expansion of secured book and impact of the repo rate cut. NIM for the FY2025-26 was 6.1 per cent. The PAT stood at ?1,223.56 Crore for the FY2025-26, a decrease of 55.43 per cent. as compared to ?2,745.30 Crore for the FY2024-25. Consequently, Return on Average Equity ('ROAE')

decreased from 11.6 per cent. to 4.8 per cent. whereas Return on Average Asset ('ROAA') decreased from 1.5 per cent. to 0.6 per cent. Correspondingly, basic as well as diluted Earnings Per Share ('EPS') decreased from ?17.04 to ?7.60 and ?7.59, respectively, as at the end of FY2025-26 in comparison to FY2024-25. The GNPA as on March 31, 2026, was 3.27 per cent. whereas net NPA was 0.97 per cent.

The Reserve Bank of India ('RBI') has mandated Priority Sector Lending ('PSL') of 40 per cent. of advances for all the banks. Your Bank continues to focus on financial inclusion by providing various financial services to the underserved. Your Bank's PSL was ?67,120.44 Crore as on March 31, 2026 and PSL as a proportion of preceding year's Adjusted Net Bank Credit ('ANBC') of ?1,55,268 Crore was 43.22 per cent.

Emerging Entrepreneurs Business

The Emerging Entrepreneurs Business ('EEB') of your Bank has been serving borrowers at the bottom of the pyramid with affordable and convenient loans to help them develop into entrepreneurs and transform their lives. Your Bank's EEB strategy is guided by its long-held philosophy of financial inclusion and economic empowerment of the disadvantaged sections of the society. The endeavour of your Bank is to nurture these entrepreneurs and help them move up the socio-economic hierarchy. In their movement upwards, your Bank is by them to support with whichever financial service they may require in the journey.

Your Bank offers a wide array of loans through its Banking Unit ('BU') outlets under EEB vertical to benefit small business owners in need of financial assistance. Your Bank operates its Group Loans and SBAL business channels from its BU outlets.

Each BU is linked to a bank branch for operational convenience. BUs are self-sufficient and empowered to open deposit accounts using TABs and also open loan accounts after necessary credit checks. The highlight of the BUs' operations is the TABs that are connected to the Core Banking System ('CBS') through cellular data. Relationship Officers ('RO') carry these TABs to their group meetings, and the entire instalment reconciliation for the customer happens through these TABs on real-time basis. To ensure timely and effective support to the BUs in their day-to-day functioning, your Bank has a structure comprising Circles, Territories, Divisions, Areas and BU Catchments. A central operation team maintains oversight of the quality of the operations and adherence to prevalent guidelines at all times. Your Bank lays significant emphasis on processes and controls to help maintain uniform and consistent standards in transaction processing and service delivery, as well as compliance with regulatory and statutory guidelines.

Your Bank's commitment towards financial inclusion is also reflected in the fact that during FY2025-26, loans were offered to 10.33 lakh new borrowers. EEB portfolio stood at ?53,905 Crore as on March 31, 2026 as your Bank introduced additional credit control measures to further strengthen its portfolio quality.

Your Bank now has several loan products under its Group Loans and SBAL, which are provided from BU outlets to cater better to the varied demands and needs of its customers:

Group Loans

1.    Srishti Loan: Timely funds to start a new business or grow an existing one. Loan size is from ?15,000 to ?1,50,000.

2.    Suraksha Loan: Loan size is up to ?15,000 and is sanctioned to help existing customers meet their emergency expenses, e.g. medical, drinking water and sanitation.

3.    Sushiksha Loan: Loan size is up to ?10,000 and is sanctioned to help customers meet expenses towards the education of their children.

Small Business and Agri Loans

1.    Sahayata Loan: Loan to fund growing business needs of individuals involved in an array of income generation activities. Loan amount is from ?50,001 to ?5,00,000.

2.    Baazar Loan: With a loan size from ?26,000 to ?1,50,000, this product is for small entrepreneurs, who have an existing super-saver account with your Bank. This loan provides financial support to deposit customers for their working capital needs.

During the FY under review, your Bank has taken various initiatives:

•    to sharpen the underwriting process for Group Loans and SBAL loans in order to have a better portfolio.

•    implemented Scorecards and Business Rule Engines ('BRE') to improve the selection of customers for Group Loans.

•    started offering deposit services from BUs to give customers wholistic banking experience through its BU outlets.

•    driving digital repayment modules such as QR based channels to make repayments easier and hassle-free.

•    introduced Aadhaar based authenticated withdrawals from BUs for a smoother and better customer experience while also ensuring authentication of customer identity.

•    a separate Collections Team has been formed to have improved recovery collections from delinquent customers where the business team will focus on collections from standard accounts to restrict slippages while the Collections Team will have a focused approach on collection from delinquent accounts turned into NPA.

•    deployed several analytics-driven models to improve both, sourcing and recovery. Some of the key initiatives in this regard are: the identification of good borrowers for a higher ticket loan based on a data-driven renewal base, identification of potential borrowers for graduating to individual loan, categorization of delinquent borrowers based on their propensity to repay and prioritizing collections accordingly, etc.

•    Awareness about using digital solutions, like smartphone-based transactions and use of credit/debit cards for online transactions are still persistent issues to the customers under the EEB vertical. To overcome these challenges, your Bank is imparting training to make the customers aware about the benefits of digital payments and various other aspects, such

as seeding bank accounts with mobile number and Aadhaar, using digital mode of payments of instalments, etc. Your Bank has also taken an initiative for informing the customers to pay through online transactions.

Wholesale Banking Mid-Market Group

The Mid-Market Group ('MMG') offers fund and non-fund based credit facilities majorly to Medium/Large Corporate borrowers for meeting their working capital, capital expenditure requirements, etc. These are generally secured loans extended to businesses involved in manufacturing, trading, services, construction of infrastructure, real estate, etc. The MMG vertical offers both fund and non-fund based facilities including term loan, cash credit, overdraft, loan against property, construction/project finance, lease rental discounting, Letter of Credit ('LC'), Bank Guarantee ('BG'), etc. The vertical also offers Cash Management Services ('CMS'), Trade Finance and Supply chain Finance facilities to the customers.

The MMG has Pan India presence with teams stationed in large Business Centres of the country. The Total Advances of the segment stood at ?18,601 Crore as on March 31, 2026, as compared to ?12,243 Crore as on March 31, 2025, a growth of 51.93 per cent. during FY2025-26.

Financial Institution Group (FIG), Healthcare and Education

Your Bank continuously strives to meet the diverse credit needs across sectors, with a dedicated focus on Institutional Lending catering to Non-Banking Financial Companies ('NBFCs') and Housing Finance Companies ('HFCs') to Public Financial Institutions. Since the starting of FY2024-25, your Bank has also forayed into the financial requirements of Education & Healthcare Institutions through its existing product suite, which includes term loans and working capital limits (fund-based and non-fund based). Your Bank also has credit exposure through Direct Assignments and Investment exposure through Pass through Certificates ('PTCs') and Non-Convertible Debentures ('NCDs'). In the NBFCs segment, your Bank's primary focus is secured financing through housing loan, loan against property, gold loan, business purpose loan, commercial & vehicle financing, etc. In the NBFC-MFI (Microfinance institutions) segment, the focus is to cater primarily for the priority sector funding.

FIG segment has a diverse portfolio with geographical presence across the country. The Total Advances of the segment (including Financial and Non-financial institutions) stood at ?21,233 Crore as on March 31, 2026 as compared to ?16,005 Crore as on March 31, 2025, a growth of 32.66 per cent. during FY2025-26, including the Healthcare & Education segment which has a book of ?580 Crore as on March 31, 2026.

Commercial - Loan Against Property

The Commercial LAP segment caters primarily to proprietorships, partnerships and private limited companies through Loan Against Property ('LAP'), aligned with your Bank's strategic objective of expanding its secured lending portfolio. The product suite addresses diverse working capital and business expansion needs through Term loans and Dropline Overdraft ('DLOD') facility, which offers flexibility of structured repayments with a gradually reducing limit over the tenor of the facility.

The segment leverages your Bank's extensive distribution network of Branches, complemented by openmarket sourcing, to efficiently meet the varied financial requirements of customers across geographies. Continuous investments in technology and process digitisation are being undertaken to improve turnaround time and enhance customer experience, which remain critical enablers for scaling up volumes in this space. The segment offers a comprehensive bouquet of incomelinked programs to cater the cashflow profiles of different business segments.

The Total Advances of the segment stood at ?2,055 Crore as on March 31, 2026 as compared to ?1,118 Crore as on March 31, 2025, a growth of 83.81 per cent. during FY2025-26.

Business Banking Group

The Business Banking Group ('BBG') at Bandhan Bank serves the credit needs of Micro, Small and Medium Enterprises ('MSMEs') across India, covering businesses with turnover ranging from ?10 Crore to ?500 Crore. The portfolio is anchored in secured lending and offers a comprehensive suite of solutions, including working capital facilities, term loans, project finance and financing under government-supported schemes. Your Bank also provides both fund-based and non-fund-based facilities, along with trade finance solutions, catering to enterprises across trading, manufacturing, and service sectors.

The BBG has strengthened its operating model through the introduction of parameterised products for exposures up to ?5 Crore, supported by in-house credit assessment frameworks that enable faster turnaround times while maintaining underwriting discipline and alignment to customer requirements. Beyond that exposure the assessment is on need based model as per various requirements of the segment of SMEs having turnover from ?10 Crore to ?500 Crore.

It follows a relationship-led approach, complemented by a diversified portfolio across geographies and sectors, ensuring balanced growth and risk management. Continued investments in product innovation, process efficiency, and customer-centric delivery are enabling your Bank to scale its SME franchise with improved productivity and responsiveness.

Some of the products offered by BBG are Cash Credit, Overdraft, Term Loan, Letters of Credit (LC), Bank Guarantees (BG), CGTMSE loans, other credit-led products which are secured in nature as per the customer requirements.

The BBG fund-based Advances was at ?2,155 Crore as on March 31, 2026, as against ?1,703 Crore as on March 31, 2025, registering a growth of 26.54 per cent. during FY2025-26.

Agri-business Loans

Providing credit for agricultural activities not only enhances crop production but also empowers farmers and strengthens the backbone of the Indian economy, the agricultural sector. Recognizing the critical importance of this segment, your Bank offers a comprehensive suite of credit facilities designed to support all participants across the Agri valuechain. Currently, the segment extends Kisan Cash Credit ('KCC') loans to borrowers engaged in farming and allied activities such as animal husbandry, horticulture, floriculture, pisciculture, etc. These loans are offered at competitive interest rates with minimal documentation,

ensuring ease of access for farmers and enabling them to invest in productivity enhancing activities. Your Bank has further started lending to individuals and non-individuals engaged in post-harvest management (supply chain, warehouses, cold chains, sorting/ grading units), community farming assets and loans to microenterprises in the unorganised sector and promote formalisation through Agriculture Infrastructure Fund ('AIF') and Pradhan Mantri Formalisation of Micro Food Processing Enterprises ('PMFME') Scheme, a Government Sponsored scheme.

The segment is expanding its footprint by offering working capital and term loan credit facilities (i.e. both fund-based and nonfund-based) to entities involved in agri-ancillary products and services. The segment also extends its foray towards financing of agricultural infrastructure, commodity Pledge finance, etc. to various agri-processors, agri-input dealers & agri-corporates, etc.

The growth trajectory of the segment has been strong. Total Advances increased to ?1,638 Crore as on March 31, 2026, compared to ?749 Crore as on March 31, 2025, reflecting a robust 118.69 per cent. growth during FY2025-26.

Aspiring Business Group (erstwhile Small Enterprise Loan)

Aspiring Business Group ('ABG') offers Term Loan and Working Capital products to small enterprises who rely on accessible and dependable financial solutions to sustain and expand their operations. The ABG vertical stands as a trusted financial partner, committed to empowering businesses with tailored funding solutions. With ABG, businesses gain more than just financial assistance-they build a relationship rooted in trust, security, and sustained growth.

Trusted Financial Products under ABG include:

•    Term Loans (^3 lakh to ^10 lakh): Designed to support small businesses in their journey, these term loans offer flexible tenures of one to three years, ensuring access to working capital and asset creation with reliability and ease.

•    Max Loans (^10.01 lakh to ^25 lakh): Built for enterprises with greater business aspirations, Max Loans extend higher-value funding, offering businesses a dependable avenue for expansion.

•    Unsecured Overdraft Loans (^3 lakh to ^25 lakh): A trusted revolving credit facility that provides businesses the flexibility to access funds as needed, with interest applicable only on the utilized amount. Limits are renewed yearly, ensuring continuous financial support.

•    Secured Overdraft Loans (^10.01 lakh to ^25 lakh):

Introduced in FY2022-23 to cater to MSME borrowers, this overdraft solution strengthens financial resilience. Businesses can secure working capital while pledging assets, reaffirming the foundation of trust in financial partnerships.

•    CGTMSE-backed Cash Credit/Overdraft (^5 lakh to ^100 lakh): This supports MSEs through CGTMSE guarantee cover by extending collateral free credit, enabling wider financial inclusion while mitigating risk.

•    GST Connect Overdraft (^20 lakh to ^100 lakh): This offers a simpler, efficient and faster process to MSEs to fulfil their working capital requirements against secured asset.

• Loan Against Property (^20 lakh to ^100 lakh): This secured credit facility that enables businesses to raise funds by leveraging residential or commercial properties. It is designed to support small business owners, including those with limited credit history, in meeting diverse business financing needs.

The Total Advances of the segment stood at ?2,767 Crore as on March 31, 2026, as compared to ?4,526 Crore as on March 31, 2025.

Transaction Banking

During FY2025-26, your Bank continued to strengthen its Transaction Banking proposition across Cash Management Services ('CMS'), Trade Finance, and Supply Chain Finance, with a strong focus on product expansion, digital enablement, and enhanced customer experience.

During the year, the cash pick-up offering was further scaled and enhanced. Your Bank also made steady progress in expanding the CMS product suite. Key offerings such as eNACH for external corporates and the centralized Escrow platform are now live, while additional services (cheque printing and collection, virtual account solutions, API banking and host-to-host integrations) are at various stages of rollout and development. The Escrow business has shown encouraging traction, with an increasing flow of mandates expected to contribute meaningfully to your Bank's liability franchise.

On the Trade Finance front, your Bank's non-fund based trade book crossed ?4,276 Crore, with the fund based trade book exceeding ?144 Crore during FY2025-26. Your Bank executed its first foreign currency import Letter of Credit ('LC') and its first Letter of Credit Bill Discounting ('LCBD') transaction during FY2025-26. Cross-border remittances also demonstrated healthy momentum, averaging over USD 5 million per month. Parallelly, your Bank is working on customer-facing digital front ends for both Trade Finance and Supply Chain Finance to support improved service delivery and operational efficiency.

Your Bank is also developing end-to-end Supply Chain Finance solutions to complement its existing Trade and CMS offerings. Continued investments in workflow automation, digitization, and core capability building will further strengthen the Transaction Banking franchise. CMS, Trade, FX and Supply Chain Finance continue to be key pillars within the Wholesale Banking business, underpinned by sustained focus on product innovation, technology-led enablement, and service excellence. Exchange Earners Foreign Currency ('EEFC') accounts have gone live, adding a new dimension to FX proposition and enabling your Bank to capture export flows more effectively. TReDS integration has also completed, adding another dimension to trade proposition. Your Bank has also enabled Electronic Bank Guarantees ('e-BGs') through NeSL to facilitate secure and fully digital issuance and delivery.

Housing Finance

During FY2025-26, your Bank's Housing Finance business navigated a year of consolidation and transition, with a calibrated approach focused on disciplined growth, stronger governance and tighter compliance across sourcing, underwriting and portfolio management. The year's performance reflects conscious tradeoffs undertaken in response to regulatory observations, while continuing to strengthen the business platform for sustainable and scalable growth.

The portfolio outstanding of ?34,791 Crore as of March 31, 2026, grew by 8.4 per cent. year-on-year while annual disbursements stood at ?7,977 Crore, supported by a quarter-on-quarter growth of 19 per cent. in last quarter.

Your Bank pursued growth in a calibrated manner, with continued emphasis on customer quality, prudent underwriting and portfolio resilience. During the year, sourcing, monitoring and collection capabilities were further strengthened, supporting the development of a more diversified, efficient and scalable Housing Finance franchise.

Looking ahead, the FY2026-27 roadmap outlines key strategic priorities focused on strengthening digital capabilities, expanding branch-led sourcing, and driving a more balanced sourcing mix. The planned scale-up of the developer retail business, together with the continued centralisation of key processing activities, is expected to enhance operational consistency, improve efficiency and reduce turnaround times. These initiatives are aimed at further strengthening customer experience, improving sourcing quality, and building a more resilient and scalable distribution and processing engine for the Housing Finance business.

Retail Assets

In its pursuit of broadening the product suite, your Bank has consistently worked to introduce and strengthen its Retail Asset product portfolio. This has ensured the availability of a diverse range of loan products designed to address varying customer needs. Among these are secured lending options such as Gold Loans, Car Loans, Commercial Vehicle & Construction Equipment ('CVCE') Loans, Two-Wheeler Loans as well as unsecured Personal Loans. This strategic focus aligns with your Bank's commitment to catering to a broader demographic while maintaining a sound risk profile.

•    Gold Loan: Crafted to meet customers' urgent financial needs with efficiency and simplicity. Offering loan amounts from ?10,000 to ?80,00,000, flexible tenure options of up to three years, and competitive interest rates, this product ensures accessibility and value for your Bank's customers. To further enhance service delivery and reach, your Bank is actively expanding its branch network, thus enabling greater access to Gold Loan facilities. This strategic move underscores your Bank's commitment to strengthening its presence, fostering trust, and driving business growth across wider geographies.

•    Car Loan: Designed to meet the needs of a diverse customer base, your Bank's Car Loan product offers financing for both new and pre-owned vehicles. Loan amounts range from ?1 lakh to ?1.5 Crore, backed by competitive interest rates and flexible repayment plans. The emphasis on Used Car Loans reflects your Bank's commitment to this expanding market segment. With a streamlined digital application process and an extensive dealer network, your Bank continues to deliver value-driven solutions that make car ownership hassle-free and rewarding.

•    CVCE Loan: Committed to fostering growth in transport and construction, your Bank offers CVCE Loans with flexible amounts from ?1 lakh to ?25 Crore. With a strategic segment emphasis on CVCE loans, the single-unit loan limit has been enhanced to meet the evolving requirements of businesses.

Additionally, your Bank is expanding its reach into the used CVCE segment, delivering customized financial solutions for this growing market. Leveraging its branch network and collaborations with dealers and manufacturers, your Bank continues to ensure a seamless and rewarding customer experience.

•    Two-Wheeler Loan: In its journey to empower mobility, your Bank has crossed the noteworthy figure of 2,68,000 customers in the Two-Wheeler Loan segment, with 93 per cent. being new-to-bank customers. This achievement underscores our commitment to providing a seamless loan experience with financing options available up to ?2,00,000 under Declared Programme, ?5,00,000 under Income Programme and ?25,00,000 under Super Bike Programme. To meet evolving demands, your Bank has introduced loans for electric vehicles ('EVs') and super bikes, ensuring relevance in emerging niches. Supported by a dealer/ channel-based distribution framework, your Bank is further enhancing accessibility and expanding its footprint across wider geographies.

•    Personal Loan: Your Bank pursued a strategic and adaptable approach to Personal Loans during FY2025-26, ensuring alignment with market shifts and customer expectations. Through the efforts of a dedicated sales team, your Bank continued to cater to key markets and diverse customer needs. Personal Loans, offered at competitive interest rates, are available for amounts between ?50,000 and ?25,00,000 with flexible tenures of up to 5 years.

The Retail Advances stood at ?16,087 Crore as on March 31, 2026 as compared to ?11,021 Crore as on March 31, 2025, a growth of 45.97 per cent. during FY2025-26.

Branch Banking

Your Bank offers a diversified suite of retail liability products aimed at meeting the evolving banking needs of customers across segments in a timely and effective manner. Anchored in a customer centric philosophy, your Bank continues to innovate and enhance convenience through differentiated products, digital enablement, and focused engagement strategies. During FY2025-26, your Bank's deposit portfolio demonstrated steady momentum, with total deposits increasing by 10 per cent. year on year to ?1,66,344 Crore as of March 31, 2026, compared to ?1,51,212 Crore as of March 31, 2025. Deposit growth was supported by balanced accretion across Term Deposits, Savings Accounts, and Current Accounts, with retail deposits accounting for 73.67 per cent. of total deposits, underscoring your Bank's continued focus on granular and stable funding.

During the year, your Bank continued to strengthen its Savings Account proposition through a targeted, segment driven approach. Your Bank sustained its focus on the Affluent segment through Elite Plus, Legacy and Premium Savings Accounts while building traction across other customer cohorts through differentiated offerings such as the AVNI Women's Savings Account, Pension Savings Account, PMJDY Savings Account, Corporate Salary Accounts and Classic Savings Account. These products continued to support financial inclusion, customer acquisition and deeper

engagement across lifecycle segments. To amplify the impact of these offerings, your Bank reinforced customer communication through targeted campaigns highlighting product features, interest rates and technology enabled banking services, thereby improving customer awareness and adoption.

The Debit Card business remained an important element of your Bank's retail proposition during FY2025-26, supported by a diversified portfolio including Platinum Plus, Titanium, PMJDY and AVNI Debit Cards. During FY2025-26, your Bank introduced new Debit Card variants such as Bandhan Bank Legacy, Elite Plus and Elite Debit Card, thereby remaining committed to providing customers better card value proposition, features and benefits along with a diverse selection of debit card choices. The entire collection of Debit Cards had garnered a total card fee income amounting to approximately ?85.69 Crore during FY2025-26. The card fee income consists of Issuance Fee, Annual Fee and Reissuance Fee.

The Current Account segment showed strong resilience, highlighting the effectiveness of focused and disciplined strategic execution, with emphasis on segmentation led customer acquisition and a sharper focus on affluent Current Account offerings to drive higher value. Growth was further supported by increased adoption of payment solutions, including EDC and QR. These initiatives, along with the expansion of digital services, enhanced process automation and steady branch expansion in high potential catchment areas supported by targeted acquisition efforts across key business clusters, resulted in improved turnaround times, enhanced customer experience, expanded market presence and sustained segment performance.

The Merchant Acquiring Business ('MAB') continued to serve as a key enabler for deepening current and savings account relationships during FY2025-26. Your Bank witnessed sustained traction across POS, Bharat QR and Payment Gateway solutions, supporting higher transaction throughput and strengthening operating balances in associated accounts, thereby enhancing client stickiness. These efforts reinforced MAB's role not only as a transaction facilitation platform but also as a strategic driver of liability growth and fee-based income.

Your Bank's expanding branch footprint now at 1,955 branches as of March 31, 2026, further supported these initiatives, enabling deeper penetration into high potential catchments and broader market reach. Going forward, your Bank remains committed to strengthening customer relationships through integrated solutions, digital innovation, and secure, user-friendly banking experiences, while continuing to focus on responsible growth and long-term value creation.

Government Business

Your Bank's Government Business Group works closely with Central and State Government, Public Sector Undertakings ('PSUs'), and Autonomous Bodies for fostering long standing partnerships to build a strong and resilient liability franchise through its comprehensive suite of transaction banking solutions and customer centric approach. Your Bank continues to strengthen institutional relationships and enhances its presence across the public sector ecosystem.

Backed by an extensive and expanding distribution network, your Bank caters to the banking requirements of government institutions at every level—from the Central and State Governments to District, Block, and Panchayat administrations. Its focused efforts reflect a commitment to deepening stakeholder engagement and delivering impactful financial solutions that uphold the confidence reposed in it by government institutions and citizens alike.

Your Bank offers a wide range of government payment and collection services, including Direct Tax, Custom Duty, Goods and Services Tax (GST), disbursement of Central Civil Pension and Railway Pension, ensuring efficient government transactions.

During FY2025-26, your Bank further strengthened its government business franchise through key digital initiatives, including the digital collection of treasury and non-treasury taxes for the Government of Assam through integration with the e-GRAS platform. Additionally, integration with the Government of Karnataka's digital payment ecosystem has enabled efficient management of government financial transactions and revenue collections.

This FY, your Bank has provided customized fund management solutions to various State Governments, supporting effective monitoring and management of funds and balances across various administrative functions. The digital solutions are aligned as per the framework prescribed. Further, your Bank remains agile and responsive to evolving government requirements by continuously upgrading its systems in line with the Public Financial Management System (PFMS) and various state financial platforms, ensuring seamless, secure, and efficient processing of all government transactions.

Third Party Products

Your Bank currently distributes mutual funds, life insurance and general insurance, including health insurance and 3-in-1 online trading and demat product to its customers. FY2025-26 had been a year of collaborative synergy and focussed delivery to drive value for customers. Your Bank continues to build and demonstrate a resolute focus on offering a value-driven, need encompassed, robust and comprehensive product proposition to its customers. In the life insurance business, your Bank has built and designed a customer needs focussed proposition offering of a wide bouquet of products to cater to the different goals and junctions of its customer's life. Your Bank had also been continuously engaged in building a strong distribution ecosystem framework with carefully crafted synergy and partnership with research, analytics and technology functions to offer the best-in-class insurance solutions to its customer segments. In the General Insurance business, your Bank continued to serve its customers since in an ever evolving and dynamic challenges faced in day-to-day life, they build a disciplined habit towards healthy living and coverage for unforeseen exigencies. Your Bank offers them a well-researched and wide variety of health insurance and general insurance solution-based product propositions. Your Bank aims to extend the benefits of general and health insurance to all its customer segments.

In mutual funds distribution, your Bank continues to focus on a research-driven, segment led, distribution strategy with a vision of providing its customers ease and flexibility while planning for

goal driven investments. Your Bank continues to offer a research driven distribution of Mutual Funds through its Mobile Banking ('mBandhan') platform and the Retail Internet Banking ('RIB') platform, which demonstrates your Bank's continuous efforts towards offering customers further convenience and benefits.

Your Bank had entered into partnerships with Centrum Finverse Limited to offer their online trading and demat product proposition to its customers. This will further strengthen your Bank's products proposition offering and enhance its commitment towards its customers.

Your Bank continues to invest towards building a strong customer value proposition centred around well-defined customer benefits and goals. The entire proposition is seamlessly stitched around value and needs centred products, segment-driven distribution, augmented with data analytics and research and the same is embedded with the convenience and ease that technology brings to the customers. Your Bank as always continues to seek out opportunities to add new product suites to serve the financial needs of its customers holistically.

The total mutual fund Assets Under Management ('AUM') managed under your Bank's code during the FY under review was ?1,531.16 Crore, on which your Bank earned an income of ?13.14 Crore.

A total of ?158.68 Crore and ?987.71 Crore of general and retail life insurance business, respectively, were garnered through the retail network during the FY2025-26, earning a fee income of ?23.50 Crore and ?406.12 Crore, respectively. During the FY under review, the life insurance business and general insurance through all asset verticals amounted to ?410.10 Crore and ?70.41 Crore, respectively, earning an income of ?104.89 Crore. The insurer wise segmented commission income is as follow: Bajaj Allianz Life Insurance: ?170.71 Crore; HDFC Life Insurance: ?146.18 Crore; Kotak Life Insurance: ?30.60 Crore; Bandhan Life Insurance: ?146.30 Crore; Bajaj Allianz General Insurance: ?9.79 Crore; Niva Bupa Health Insurance: ?25.81 Crore; Oriental General Insurance: ?3.38 Crore and ICICI Lombard General Insurance: ?1.76 Crore.

Your Bank had also earned ?0.89 Crore as commission for the distribution of Atal Pension Yojana, NPS Lite Swavalamban schemes of PFRDA and others during the FY2025-26. Your Bank has also demonstrated a steadfast performance in Government Security Schemes (GSS) products like Pradhan Mantri Jeevan Jyoti Bima Yojana (PMJJBY) and Pradhan Mantri Suraksha Bima Yojana (PMSBY) during the FY and enrolled 3,71,400 and 8,30,634 customers, respectively, under these schemes.

Digitising @Bandhan

Your Bank aspires to become a digitally enabled bank by continually expanding its offerings focusing on the customer's life cycle. The emphasis on digital adoption has helped increase penetration, streamline processes, and enhance customer experience. Your Bank is focused on building product-led technology solutions to build strong value proposition for its micro, retail, wholesale, and commercial banking customers.

Your Bank has created a Digital and Transaction Excellence Unit ('DTEU') to enhance focus, efficiency, and expertise. This unit is

responsible for Corporate Transactions and Solutions, Government Solutions, Payment products and Platform, Retail Digital Banking and Fintech partnerships. It will also help in augmenting granular deposits and fee-based income through various capabilities. DTEU team will build expertise, combining technical, functional, and commercial solutions catering to the corporate and consumer segment.

Your Bank stays committed to always delivering customer value while ensuring requisite systems and controls are in place for a safe and convenient digital banking experience for its valued customers.

Data Science and Analytics

The Data Science and Analytics function has emerged as one of the most critical capabilities for your Bank, playing a pivotal role in driving data-led decision making and risk management.

The Analytics team commenced its journey in FY2022-23 and comprises professionals trained in data science and data engineering from premier Tier-1 institutes. The core objective of the team is to deliver accurate, actionable, and timely intelligence by effectively leveraging both internal and external data ecosystems.

The team has developed multiple AI/ML-driven scorecards to assess borrower creditworthiness and repayment capacity for different customer segments and product category. The team also strengthens fraud and money mule detection through identification of suspicious accounts and transactions.

A key contribution of the team lies in its ability to generate early warning signals for emerging risks, enabling proactive intervention and supporting the design of robust risk mitigation strategies. Additionally, the team continuously works with AI and BOT for enhancing operational efficiency and offer better customer service for the customers.

From a strategic standpoint, the Analytics function plays an instrumental role in expanding your Bank's reach by identifying opportunities to acquire new customers across both physical and digital channels. It supports all business verticals throughout the customer lifecycle, right from acquisition to engagement and retention, by enabling targeted customer contact strategies and recommending relevant product and service offerings.

Corporate Social Responsibility

Your Bank remains deeply committed to fostering inclusive growth, a principle that underpins all its Corporate Social Responsibility ('CSR') initiatives. These efforts are thoughtfully directed towards empowering marginalized communities, particularly those residing in areas surrounding your Bank's operations. Recognising the complex and multi-dimensional vulnerabilities these communities face, most notably the persistent challenge of achieving sustainable livelihoods, your Bank's CSR interventions are strategically designed to enhance their capabilities and resilience. By focusing on capacity building and long-term empowerment, your Bank aims to create a meaningful, lasting impact that contributes to the broader goal of social and economic inclusion.

To address its societal commitments, your Bank has adopted a comprehensive CSR Policy that aligns with Schedule VII to the Companies Act, 2013 ('the Companies Act'). Your Bank's CSR programmes, guided by this Policy, are primarily implemented in communities located near its operational areas.

To ensure the effective implementation and oversight of its CSR programme, your Bank has established the Corporate Social Responsibility and Sustainability Committee of the Board ('CSR&SCB'), in compliance with Section 135 of the Companies Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014 (CSR Rules'). In addition to guiding your Bank's CSR initiatives, the CSR&SCB is also responsible for monitoring the execution of Business Responsibility and Sustainability Reporting ('BRSR') initiatives. Details regarding the composition of the CSR&SCB are provided in the Corporate Governance Report, which forms part of this Integrated Annual Report.

Total CSR obligation for your Bank for FY2025-26 was ?63.43 Crore, which was allocated towards 65 CSR programmes, and ?30.01 Crore was utilised towards these CSR programmes during FY2025-26, whereas, ?33.42 Crore was transferred to Unspent CSR Account towards the ongoing projects, in terms of the provisions of Section 135(5) and 135(6) of the Companies Act. The reasonable justification towards the same is provided in the CSR Annual Report forming part of this Report.

These programmes were implemented through 49 Project Implementing Agencies ('PIAs') in alignment with the activities outlined under Schedule VII to the Companies Act. One of the PIAs, Bandhan Konnagar ('BK'), promoter group entity, is a related party of your Bank. Accordingly, all CSR expenditure through BK, being related party transactions, were done with the approval of the Audit Committee of the Board, in addition to receiving necessary approvals from the CSR&SCB and the Board of Directors.

The CSR programmes undertaken pursuant to the provisions of the Companies Act and in accordance with the Annual Action Plan, during the FY under review are given in Annex - 1 and details of CSR programmes are provided under Social and Relationship Capital Segment of this Integrated Annual Report. The CSR Policy of your Bank is available on its website: https://bandhan.bank.in/ sites/default/files/2025-02/CSR-Policy-03022025.pdf.

Dividend

Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI LODR'), the Board of Directors of your Bank has adopted a Dividend Distribution Policy that, inter-alia, balances the objectives of appropriately rewarding Shareholders and retaining capital to maintain a healthy capital adequacy ratio. In addition to the Dividend Distribution Policy, the dividend payout ratio of your Bank is also guided by the Circulars on dividend issued by RBI, from time to time. Policies of your Bank are reviewed at least once a year and accordingly, Dividend Distribution Policy was reviewed by the Board during the FY, with minor amendments to enhance clarity. The Policy is available on the website at https://bandhan.bank.in/pdfViewerJS/index.html#../sites/ default/files/2025-07/Dividend-Distribution-Policy.pdf

In line with this Policy and in recognition of the financial performance during the FY2025-26, while retaining capital to maintain a healthy capital adequacy ratio to meet growth requirements, your Board of Directors has recommended a dividend of ?1.50 per equity share of ?10 each fully paid-up (15%) for the FY2025-26, similar to previous FY, for approval of the Shareholders at the 12^th Annual General Meeting ('AGM') of the Bank.

Pursuant to the provisions of Income-tax Act, 2025 ('IT Act'), dividends paid or distributed by your Bank shall be taxable in the hands of the Shareholders and your Bank shall be required to deduct tax at source at the prescribed rates from the dividend to be paid to Shareholders, subject to the approval of dividend by the Shareholders in the ensuing AGM. Further details are available in the Notice of the 12^th AGM of the Bank. An email communication in this regard is also being sent to the Shareholders.

Transfer to Reserves

In line with the RBI regulations, your Bank has transferred an amount of ?305.89 Crore to the statutory reserve during the FY ended March 31, 2026. Amount transferred to other reserves during the FY are provided under the head 'Financial Performance of the Bank' of this Report.

Issuance of Equity Shares & Capital Adequacy Ratio

During the FY under review, your Bank has allotted 909 equity shares of ?10 each fully paid-up, pursuant to exercise of stock options by the eligible Employees of your Bank, aggregating to ?9,090.

Post allotment of aforesaid equity shares, the issued, subscribed and paid-up equity share capital of your Bank stood at ?16,10,97,23,140, comprising 1,61,09,72,314 equity shares of ?10 each fully paid-up as on March 31, 2026.

Your Bank has not issued any equity shares with differential voting rights during the FY under review.

The authorised share capital of your Bank was ?32,00,00,00,000 comprising 3,20,00,00,000 equity shares of ?10 each, as on March 31, 2026.

Your Bank's Capital Adequacy Ratio ('CAR'), calculated in line with the RBI Circular on Capital Adequacy Framework, stood at 18.04 per cent. as on March 31, 2026, well above the minimum regulatory requirements, out of which Tier 1 CAR was 17.28 per cent. and Tier 2 CAR was 0.76 per cent.

Performance and Financial Position of the Subsidiaries, Associates or Joint Venture

Your Bank did not have any subsidiary, associate or joint venture company during the FY2025-26. Accordingly, no statement is required to be reported in Form AOC-1.

Rating of Various Debt Instruments

Details of rating of various debt instruments of your Bank as on March 31, 2026 are as under:

During the FY under review, CRISIL and ICRA have reaffirmed the ratings and outlook of both the instruments.

Board of Directors

The composition of the Board of Directors of your Bank ('Board') is governed by the provisions of the Companies Act, the Banking Regulation Act, 1949 (the 'BR Act'), the SEBI LODR, other applicable laws and its Articles of Association. As on March 31, 2026, the Board of your Bank had thirteen Directors, out of which eight were Independent, two were Nominees i.e. one Nominee of Bandhan Financial Holdings Limited ('BFHL') and an Additional Director appointed by the RBI, and the Managing Director & CEO and two Executive Directors.

Appointments

Ms. Veni Thapar (DIN: 01811724)

Pursuant to the recommendations of the Nomination and Remuneration Committee of the Board ('NRC'), the Board at its meeting held on June 27, 2025, had approved the appointment of Ms. Veni Thapar as an Additional Director of the Bank, with effect from June 27, 2025 and as an Independent Director of the Bank, for a term of three consecutive years, with effect from June 27, 2025, not liable to retire by rotation, subject to approval of Shareholders at the ensuing AGM, after ascertaining her fit and proper status and independence from the management of your Bank. Thereafter, on the basis of recommendation of the Board, Shareholders of the Bank at their 11^th AGM held on August 21, 2025, have accorded approval for her appointment as an Independent Director, not liable to retire by rotation, for a term of three consecutive years, with effect from June 27, 2025 up to June 26, 2028.

Mr. Avijit Mukerji (DIN: 03534116)

The Board, at its meeting held on September 25, 2025, on the basis of the recommendation of the NRC, approved the appointment of Mr. Avijit Mukerji (DIN: 03534116) as an Additional Non-Executive Non-Independent Director [Nominee of BFHL, Promoter of the Bank] on the Board of the Bank, with effect from September 25, 2025; and as a Non-Executive Non-Independent (Nominee)

Director (Nominated by BFHL) of the Bank, with effect from September 25, 2025, liable to retire by rotation, subject to approval of Shareholders within a period of three months from the date of his appointment. Accordingly, Shareholders of the Bank, on December 11, 2025, have accorded their approval, via Postal Ballot process, for the appointment of Mr. Mukerji as the Non-Executive Non-Independent Director (Nominee of BFHL) on the Board of the Bank, with effect from September 25, 2025, liable to retire by rotation.

Mr. Avijit Mukerji is a Chartered Accountant, having overall experience of more than three decades in audit and assurance. He is a former senior partner of Price Waterhouse, member of PricewaterhouseCoopers Network Firms in India (PwC India). He held several leadership roles within PwC India including as a member of the PwC India Board, PwC India Leadership, Managing Partner of the Eastern Region as well as India Assurance Leadership. Currently, he is the founder and managing partner of TatvaSutra Solutions LLP, a boutique investment and equity research firm. He is also an Independent Director on the Boards of Bandhan Financial Holdings Limited, Balaji Telefilms Limited and DIC India Limited; Member, Board of Governors of Welham Girls' School, Dehradun and Member, Governing Committee at The Bengal Club Limited.

Mr. Gauri Prosad Sarma (DIN: 09107885)

The Board, at its meeting held on October 28, 2025, on the basis of the recommendation of the NRC, approved the appointment of Mr. Gauri Prosad Sarma (DIN: 09107885) as an Additional Director (Independent) on the Board of the Bank, with effect from October 28, 2025 and as an Independent Director of the Bank, for a term of three consecutive years, with effect from October 28, 2025, not liable to retire by rotation, subject to approval of Shareholders within a period of three months from the date of his appointment, after ascertaining his fit and proper status and independence from the management of your Bank. Accordingly, on the basis of recommendation of the Board, Shareholders of the Bank, on December 11, 2025, have accorded their approval, via Postal Ballot process, for the appointment of Mr. Sarma as an Independent Director of the Bank, not liable to retire by rotation, for a term of three consecutive years, with effect from October 28, 2025 up to October 27, 2028.

Mr. Sarma is a distinguished and dynamic banking professional with over 37 years of experience, culminating in the role of Chief General Manager ('CGM'), Operations (equivalent to COO) at Punjab National Bank ('PNB'), the second-largest bank in India. He also worked as CGM in the Digital Banking, FinTech and Credit Card verticals at PNB. He has expertise in driving operational excellence, digital transformation, fintech innovations, and strategic leadership, even in high-pressure environments, such as, the COVID-19 pandemic. He is renowned for spearheading large-scale initiatives, including amalgamation projects, IT advancements, and customer service enhancements. Post-superannuation, he served PNB for 2 years as Advisor & Consultant, offering transformative insights to elevate operational efficiency and product innovation. He also attended Board and Committee meetings and served as Director on the Boards of PNB Cards & Services Ltd. and PSB Alliance Pvt Ltd. He is presently serving as an Independent Director on the Boards of B & A Limited and B & A Packaging India Limited.

Mr. Debashish Mukherjee (DIN: 08193978)

The Board, at its meeting held on February 12, 2026, on the basis of the recommendation of the NRC, approved the appointment of Mr. Debashish Mukherjee (DIN: 08193978) as an Additional Director (Independent) on the Board of the Bank, which is effective from March 25, 2026, and as an Independent Director of the Bank, for a term of three consecutive years which is effective March 25, 2026, not liable to retire by rotation, subject to approval of Shareholders within a period of three months from the date of his appointment, after ascertaining his fit and proper status and independence from the management of your Bank. Accordingly, on the basis of recommendation of the Board, Shareholders of the Bank, on June 05, 2026, have accorded their approval, via Postal Ballot process, for the appointment of Mr. Mukherjee as an Independent Director of the Bank, not liable to retire by rotation, for a term of three consecutive years, with effect from March 25, 2026 up to March 24, 2029.

Mr. Mukherjee, an MBA (Finance) from IISWBM, Kolkata (under University of Calcutta) and CAIIB qualified, has over three decades of banking experience in three major Public Sector Banks, namely Punjab National Bank, United Bank of India and Canara Bank, wherein he was involved in the whole gamut of banking: both retail and wholesale. He started his banking career with Punjab National Bank as a Financial Analyst in Scale II in 1994. Thereafter, he joined United Bank of India as an Assistant General Manager (Credit) in the year 2006. He took charge as Executive Director of Canara Bank on February 19, 2018 and superannuated on May 31, 2025.

Mr. Debasish Panda (DIN: 06479085)

The tenure of Dr. Anup Kumar Sinha, Non-Executive (Independent) Chairman of the Bank completed on July 04, 2026. Accordingly, on the basis of recommendations of the NRC and the Board, the RBI, vide its letter dated April 22, 2026, has provided its prior approval for appointment of Mr. Debasish Panda (DIN: 06479085) as the Non-Executive Chairman of the Bank for a period of three years, w.e.f. the date of taking charge. Accordingly, the Board, at its meeting held on June 25, 2026, on the recommendations of the NRC, approved the appointment of Mr. Debasish Panda as an Additional Director (Independent) on the Board of the Bank, with effect from July 05, 2026; and an Independent Director of the Bank, for a term of three consecutive years, with effect from July 05, 2026, not liable to retire by rotation, subject to approval of Shareholders of the Bank, within a period of three months from the date of his appointment. The Board has also approved his appointment and remuneration as the Non-Executive Chairman of the Bank, with effect from July 05, 2026, for a period of three years, subject to approval of Shareholders of the Bank. Pursuant to the provisions of Section 161 of the Companies Act, read with Regulation 17(1C) of the SEBI LODR, he will continue to hold office as an Additional Director of the Bank, up to the date of the ensuing AGM or upto three months from the date of his appointment, whichever is earlier. Your Bank has also received a notice in writing from a member proposing his candidature as a Director on the Board of the Bank. Further, the Board has recommended his appointment as an Independent Director, not liable to retire by rotation, to the Shareholders at the ensuing AGM, for a period of three years, effective July 05, 2026, by way of Special Resolution. The Board has also recommended his appointment as the

Non-Executive Chairman of the Bank, to the Shareholders at the ensuing AGM, for a period of three years, effective July 05, 2026.

Mr. Debasish Panda, a 1987 batch IAS officer of Uttar Pradesh cadre, is a visionary leader and transformative policy reformer. Over his distinguished career spanning more than three decades, he has made pioneering contributions across finance, insurance, public health, agriculture, law enforcement, and urban development. As Chairman of IRDAI (2022-2025), he spearheaded the vision of 'Insurance for All by 2047', redefined regulatory frameworks, and prioritised customer-centric governance. As Secretary, DFS (20202022), he led critical banking consolidations, promoted financial inclusion, and managed COVID-19 financial responses. He also held the position of Director on the Boards of Reserve Bank of India, State Bank of India, Bank of Baroda and Life Insurance Corporation of India. Currently, he is also an Independent Director on the Boards of Anand Rathi Wealth Limited, Capri Global Housing Finance Limited, IBDIC Private Limited, Invesco Asset Management (India) Private Limited.

Mr. Panda's career stands as a testament to visionary governance, marked by innovation, inclusivity, and national development. His leadership across sectors has empowered millions and strengthened India's administrative and financial ecosystems.

Mr. Arun Kumar Singh (DIN: 09498086)

The RBI, vide its letter dated June 24, 2024, had appointed Mr. Arun Kumar Singh, Chief General Manager (retired), RBI, as an Additional Director on the Board of the Bank, in exercise of powers conferred to it under Section 36AB of the BR Act, for a period of one year from June 24, 2024 to June 23, 2025 or till further orders, whichever is earlier. Thereafter, the RBI, vide its letter dated June 20, 2025 extended his term for a further period of one year, which has been further extended by RBI vide letter dated June 19, 2026, for a period of one more year from June 24, 2026 to June 23, 2027 or till further orders, whichever is earlier.

Mr. Ratan Kumar Kesh (DIN: 10082714)

Mr. Ratan Kumar Kesh was appointed as the Executive Director and Chief Operating Officer ('ED&COO') of the Bank effective March 31, 2023 for a period of three years, i.e. till March 30, 2026. Accordingly, in terms of the then RBI Circular dated March 31, 2020 on Appointment of Managing Director and Chief Executive Officer (MD&CEO) / CEO / part-time Chairperson (PTC) in Banks - 'Declaration and Undertaking' and allied matters [replaced by the Reserve Bank of India (Commercial Banks-Governance) Directions, 2025 dated November 28, 2025], on the basis of recommendation of the NRC and approval of the Board, the Bank had sought prior approval of the RBI for his re-appointment as the ED&COO of the Bank, for a period of three years effective March 31, 2026. RBI, vide its letter dated December 26, 2025, has granted its prior approval for the re-appointment of the ED&COO for a period of three years. Accordingly, pursuant to the approval granted by the RBI and on the basis of the recommendation of the NRC, the Board of the Bank, at its meeting held on January 22, 2026, has, approved and recommended to the Shareholders of the Bank, the re-appointment of Mr. Ratan Kumar Kesh (DIN: 10082714) as a Whole-time Director (designated as 'Executive Director

and Chief Operating Officer' and Key Managerial Personnel) of the Bank, with effect from March 31, 2026, for a period of 3 years, liable to retire by rotation. Accordingly, Shareholders of the Bank, on March 01, 2026, have accorded their approval, via Postal Ballot process, for re-appointment of Mr. Ratan Kumar Kesh (DIN: 10082714), as the ED&COO and Key Managerial Personnel of the Bank, liable to retire by rotation, for a period of three years, with effect from March 31, 2026 up to March 30, 2029, at such remuneration as may be approved by the RBI and Shareholders from time to time.

Re-appointments

Mr. Rajinder Kumar Babbar (DIN: 10540386)

In terms of the provisions of Section 152 of the Companies Act, Mr. Rajinder Kumar Babbar, ED&CBO, being longest in office, shall retire at the ensuing AGM and being eligible, offers himself for reappointment.

The resolution(s) in respect of appointment(s) / re appointment(s) of the Directors, as aforesaid, have been included in the Notice convening the 12th AGM of the Bank. Brief profiles of these Directors, together with other requisite disclosures/details, have been annexed to the said Notice. None of the Directors proposed for appointment/ re-appointment, would attain the age of 75 years (for Non Executive Directors) / 70 years (for Executive Directors), during the continuation of their tenure on the Board of your Bank.

Shareholders approved appointments/ re-appointments

During the FY under review, following appointments/re-appointments were approved by the Shareholders at the 11^th AGM of the Bank held on August 21, 2025 and by Postal Ballot process on December 11, 2025 and March 01, 2026:

•    At the 11^th AGM of the Bank held on August 21, 2025:

(i)    Re-appointment of Mr. Ratan Kumar Kesh (DIN: 10082714), who retired by rotation as a Director and being eligible, offered himself for re-appointment.

(ii)    Appointment of Ms. Veni Thapar (DIN: 01811724) as an Independent Director.

•    By way of Postal Ballot on December 11, 2025:

(i)    Appointment of Mr. Avijit Mukerji (DIN: 03534116) as a Non-Executive Non-Independent Director (Nominee of BFHL); and

(ii)    Appointment of Mr. Gauri Prosad Sarma (DIN: 09107885) as an Independent Director.

•    By way of Postal Ballot on March 01, 2026:

(i) Re-appointment of Mr. Ratan Kumar Kesh (DIN: 10082714) as the ED&COO and KMP of the Bank, liable to retire by rotation, with effect from March 31, 2026 till March 30, 2029.

Detailed profile of Directors are available on the website of your Bank and can be accessed at https://bandhan.bank.in/corporate-governance.

Cessations

Mr. Philip Mathew (DIN: 09638394)

Mr. Philip Mathew, Independent Director, has completed his term of three years as an Independent Director of the Bank on June 14, 2025. Accordingly, Mr. Mathew ceased to be a Director of the Bank with effect from June 15, 2025.

Dr. A S Ramasastri (DIN: 06916673)

Dr. A S Ramasastri, Independent Director, vide email dated June 30, 2025, has informed his decision to resign as an Independent Director of the Bank, with effect from the close of business hours on June 30, 2025. Accordingly, Dr. Ramasastri ceased to be a Director of the Bank with effect from July 01, 2025. Reason for resignation provided by Dr. Ramasastri vide his email dated June 30, 2025, is - 'As activities of our Trust (allamrajutrust.org) are demanding more time from me, I will not be able to continue as an independent director in the Board of Bandhan Bank. I feel I am not in a position to devote necessary time to the role of independent director.' He also confirmed that there were no other material reasons for his resignation.

Dr. Aparajita Mitra (DIN: 09484337)

Dr. Aparajita Mitra, Independent Director, completed her term of three years as an Independent Director of the Bank on July 12, 2025. Accordingly, Dr. Mitra ceased to be a Director of the Bank with effect from July 13, 2025.

Ms. Divya Krishnan (DIN: 09276201)

Upon completion of term of Ms. Divya Krishnan (DIN: 09276201) as Director in BFHL with effect from the close of business hours on August 27, 2025, BFHL withdrew the nomination of Ms. Krishnan as a Nominee from the Board of the Bank. Consequently, Ms. Krishnan ceased to be a Non-Executive Non-Independent Director on the Board of the Bank, with effect from the close of business hours on August 27, 2025.

Mr. Santanu Mukherjee (DIN: 07716452)

Mr. Santanu Mukherjee, Independent Director, vide email dated December 15, 2025, had informed his decision to resign as an Independent Director of the Bank, with effect from December 16, 2025 due to personal reasons. Accordingly, Mr. Mukherjee ceased to be a Director of the Bank with effect from December 16, 2025. He also confirmed that there were no other material reasons for his resignation.

Dr. Anup Kumar Sinha (DIN: 08249893)

Dr. Anup Kumar Sinha, Non-Executive (Independent) Chairman of the Bank, has completed his tenure, as approved by the RBI and Shareholders of the Bank, on July 04, 2026. Accordingly, Dr. Sinha ceased to be a Non-Executive Chairman and Independent Director on the Board of the Bank with effect from July 05, 2026.

The Board places on record its sincere appreciation for the contributions made by Mr. Mathew, Dr. Ramasastri, Dr. Mitra, Ms. Krishnan, and Mr. Mukherjee during their tenure as Directors of your Bank. The Board also places on record its sincere gratitude and profound appreciation for the invaluable contributions made by Dr. Sinha during his tenure as the Non-Executive Chairman of your Bank.

Necessary disclosures with regard to the above appointments/ re-appointments/ cessations have been made to the Stock Exchanges, the RBI and the Ministry of Corporate Affairs.

Key Managerial Personnel (KMP)

During the FY under review, Mr. Ratan Kumar Kesh was re-appointed as ED&COO and KMP for a further period of three years effective March 31, 2026.

Accordingly, as on March 31, 2026, Mr. Partha Pratim Sengupta, MD&CEO; Mr. Rajinder Kumar Babbar, ED&CBO; Mr. Ratan Kumar Kesh, ED&COO; Mr. Rajeev Mantri, Chief Financial Officer; and Mr. Indranil Banerjee, Company Secretary of the Bank were the KMPs of the Bank, as per the provisions of the Companies Act and rules made thereunder.

Further, Mr. Rajeev Mantri, Chief Financial Officer ('CFO') and KMP, has tendered his resignation vide letter dated June 29, 2026, to pursue another opportunity from career growth perspective. In terms of policies of the Bank, his last working day with the Bank as CFO and KMP would be September 25, 2026. The Board, at its meeting held on July 21, 2026, approved the appointment of Mr. Vinay Jain as Interim CFO and KMP of your Bank w.e.f September 26, 2026 upto March 31, 2027.

Meetings of the Board and Board Committees

The Board met sixteen times during the FY under review i.e., on April 30, 2025; May 30, 2025; June 27, 2025; July 18, 2025; August 02, 2025; August 22&23, 2025; September 25, 2025; October 28, 2025; October 30, 2025; November 27, 2025; December 23, 2025; January 15, 2026; January 20, 2026; January 22, 2026; February 12, 2026 and February 27&28, 2026. The details of the Board meetings held during the FY, attendance of Directors at the meetings, and other details have been provided separately in the Report on Corporate Governance forming part of this Report, enclosed as Annex-4.

Your Bank currently has the following ten Board Committees:

1.    Audit Committee of the Board (ACB);

2.    Nomination & Remuneration Committee of the Board (NRC);

3.    Stakeholders' Relationship Committee of the Board (SRCB);

4.    Risk Management Committee of the Board (RMCB);

5.    IT Strategy Committee of the Board (ITSCB);

6.    Customer Service Committee of the Board (CSCB);

7.    Corporate Social Responsibility and Sustainability Committee of the Board (CSR&SCB);

8.    Committee of Directors (COD);

9.    Special Committee of the Board for Monitoring and Follow up of cases of Frauds (SCBMF);

10.    Review Committee of the Board for Declaration of Wilful Defaulters (RCBDWD).

The details with respect to the composition, terms of reference, numbers of meetings held, attendance of members, etc., of these Board Committees are provided in the Report on Corporate Governance forming part of this Report.

Additionally, meeting(s) of Independent Directors, without the attendance of non-independent directors and members of management, were also held during the FY under review. The details of such meeting(s) have been provided separately in the Report on Corporate Governance forming part of this Report.

Declaration from Independent Directors

Your Bank has received necessary declarations from all the Independent Directors under Section 149(7) of the Companies Act and Regulation 25(8) of the SEBI LODR that they meet the criteria of independence laid down under Section 149(6) of the Companies Act read with allied Rules, and Regulation 16(1)

(b) of the SEBI LODR, respectively. The Board has reviewed the disclosures of independence submitted by Independent Directors and is of the opinion that the Independent Directors of your Bank fulfil the conditions specified in the Companies Act and the SEBI LODR, and are independent of the management. In the opinion of the Board, all the Independent Directors possess requisite expertise, experience, integrity and proficiency as required under the applicable laws and policies of your Bank.

Familiarisation Programmes for Independent Directors

The details of the familiarisation programme(s) for the Independent Directors of your Bank have been provided separately in the Report on Corporate Governance forming part of this Report.

Board Evaluation

Pursuant to recommendation of the NRC, the Board has framed the 'Performance Evaluation Policy for the Board, Committees, Non-Independent/ Whole-time Directors and Independent Directors' (the 'Board PE Policy'), in accordance with the relevant provisions of the Companies Act, the SEBI LODR and SEBI Guidance Note on Board Evaluation. In terms of the Board PE Policy, performance evaluation of the Board and its Committees, Chairman and individual Directors are done on various parameters. Parameters for the Board include various aspects, such as structure, meetings, appointments, agenda, discussions, evaluation of risks, strategy, governance and compliance, conflict of interest, etc. Parameters for Board Committees include various aspects, such as, meetings, effectiveness, agenda, discussion and dissent, minutes, etc. Parameters for the Directors include various aspects, such as knowledge and competency, integrity, functioning, commitment, contribution, attendance, initiative, teamwork, communication, corporate governance, updates, etc., and in case of Independent Directors, additional parameters include fulfilment of the independence criteria and their independence from the management.

The evaluation process has been carried out electronically. The Board of Directors have undertaken the evaluation of Independent Directors, excluding the Independent Director being evaluated. Similarly, Independent Directors have done the evaluation of the Board as whole, Non-Executive Chairman and Non-Independent Directors including the MD&CEO and Executive Directors. The members of respective Board Committees have done performance evaluation of respective Committees. Thereafter, the report on performance evaluation of Directors, excluding NRC members, and the Non-Executive

Chairman was submitted to the NRC, whereas the reports on performance evaluation of the Board as a whole, Board Committees and Directors who were NRC members were submitted to the Board for necessary action. The NRC, after considering the performance evaluation report of Directors, excluding NRC members, made recommendations to the Board for continuation/ re-appointment of Directors. Thereafter, the Board considered the recommendations of the NRC, and report on the performance evaluation of the NRC members, the Board as a whole and the Board Committees. The Board evaluation has provided some valuable inputs for optimising the roles and responsibilities, quality, quantity and timeliness of flow of information between your Bank's management and the Board. The Board is of the view that the Directors have been discharging their roles and responsibilities as expected by the Board and as required under the applicable regulatory provisions. The Board continues to be duly constituted representing various expertise, skill sets, knowledge and qualification required for the banking business. There was no observation during the performance evaluation of the previous years; and so is the case with the current year.

The evaluation process is concluded by providing the feedback from the performance evaluation process to the respective Directors by the Non-Executive Chairman of the Board whereas the Lead Independent Director discusses the same with the NonExecutive Chairman providing the feedback.

Policy on Appointment of Directors

Appointment of Directors on the Board is guided by the provisions of the BR Act and the guidelines/ circulars issued by the RBI, from time to time, the Companies Act and the SEBI LODR. In view of these provisions, your Bank has adopted a 'Policy on Appointment and Fit & Proper Criteria for Directors'. In terms of this Policy, while appointing directors, the NRC/ Board considers fit and proper criteria, various skill sets, professional knowledge, practical experience, integrity, gender diversity and additionally, status of independence in case of Independent Directors. The details of the same have been included in the Report on Corporate Governance forming part of this Report. The Policy on Appointment and Fit & Proper Criteria for Directors is reviewed on an annual basis and accordingly, the Policy was reviewed by the Board on the recommendations of the NRC during the FY without any changes. The Policy is available on your Bank's website at: https://bandhan.bank.in/pdfViewerJS/index.html#../ sites/default/files/2025-01/Policy-on-Appointment-and-Fit-Proper-Criteria-for-Directors.pdf.

Remuneration Policy

Your Bank has formulated and adopted a comprehensive 'Compensation Policy' for its Directors, Key Managerial Personnel and Employees, in terms of Section 178 of the Companies Act, read with the relevant Rules made thereunder, Regulation 19 of the SEBI LODR and the guidelines/circulars issued by the RBI, in this regard, from time to time. The details of the same have been included in the Report on Corporate Governance forming part of this Report. The Compensation Policy is reviewed on an annual basis and accordingly, during the

FY, the Policy was reviewed by the Board on the recommendation of the NRC, with changes in line with regulatory guidelines and industry practices and also to enhance clarity. The updated Compensation Policy of your Bank is available on its Bank's website at:    https://bandhan.bank.in/pdfViewerJS/index.

html#../sites/default/files/2025-11/Compensation-Policy.pdf.

Employees Remuneration

As on March 31, 2026, your Bank had 75,397 employees. The information with regard to the remuneration of directors and employees of the Bank, as required under Section 197(12) of the Companies Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Report, enclosed as Annex-2.

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Companies Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forming part of this report, is available for inspection during business hours up to the date of the ensuing AGM in terms of Section 136 of the Companies Act, 2013 and any member interested in obtaining a copy of the same may send request to the Company Secretary.

Employee Stock Options

Your Bank has instituted the 'Bandhan Bank Employee Stock Option Plan Series 1' ('ESOP Scheme') to align employees' interests with the long-term growth and success of your Bank. The ESOP Scheme provides employees an opportunity to participate in value creation through stock options, fostering ownership, enhancing engagement in your Bank's strategic journey, and reinforcing longterm commitment towards sustainable growth. ESOP Scheme of your Bank is in compliance with the provisions of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ('SEBI SBEBSE'). Changes have been made in the ESOP Scheme during the FY under review with the approval of Shareholders via Postal Ballot Process on March 01, 2026 including enhancement in the ESOP Pool from existing 5,47,57,052 Options to 8,05,48,570 Options. The ESOP Scheme is administrated by the NRC. It may be noted that while seeking the approval of Shareholders via Postal Ballot Notice dated January 22, 2026 for above increase in ESOP Pool, the percentage for existing ESOP Pool of 5,47,57,052 options to the then paid-up equity share capital of your Bank mentioned in the explanatory statement as 3.26 per cent. shall be read as 3.40 per cent. of paid-up equity share capital of the Bank.

In terms of the ESOP Scheme, the Options would vest not earlier than one year and not later than four years from the date of grant as decided by the NRC/ Board. The Options granted shall be equally vested over four years. The exercise period shall be a maximum of five years from the date of the respective vesting of Options. Since your Bank has been allotting fresh equity shares upon exercise of Options, the source of the shares is of primary issuance.

In terms of the Compensation Policy of your Bank and the Shareholders' approved ESOP Scheme, fresh grants have been made during the FY under review to the eligible employees. Except the Whole-time Directors, none of the Directors were granted

stock options under the ESOP Scheme during the FY under review. The information pertaining to the ESOP Scheme as prescribed under the SEBI SBEBSE is available on the website of your Bank at https://bandhan.bank.in/annual-reports.

Further, as required under the SEBI SBEBSE, a certificate from the Secretarial Auditor of the Bank certifying that your Bank has implemented the ESOP Scheme in accordance with the applicable provisions of the SEBI SBEBSE and resolution(s) passed by Shareholders, will be made available electronically during the AGM.

Deposits

Being a banking company, the disclosures required as per Rule 8(5)(v) & (vi) of the Companies (Accounts) Rules, 2014, read with Sections 73 and 74 of the Companies Act, are not applicable to your Bank. The details of the deposits received and accepted by your Bank, as a banking company, are enumerated in the Annual Financial Statement for the Financial Year ended March 31, 2026, and forms part of this Integrated Annual Report for FY2025-26.

Compliance and Audit

Your Bank has put in place extensive internal controls and processes that are commensurate with the size and scale of the Bank to mitigate Operational and other allied risks, including centralised operations and 'segregation of duty' between the front and backoffice. The front office units usually act as customer touchpoints and sales and service outlets while the back-office carries out the entire processing, accounting and settlement of transactions in your Bank's core banking system. The policy framework, definition and monitoring of limits is carried out by various mid-office and risk management functions.

Your Bank has set up various executive-level committees with participation from various business and control functions that are designed to review and oversee matters pertaining to capital, assets and liabilities, business practices and customer service, operational risk, information security, business continuity planning and internal risk-based supervision among others.

The second line of defence functions set standards and lay down policies and procedures by which the business functions manage risks, including compliance with applicable laws, compliance with regulatory guidelines, adherence to operational controls and relevant standards of conduct. At the ground level, your Bank has a mix of preventive and detective controls implemented through systems and processes, ensuring a robust framework in your Bank to enable correct and complete accounting, identification of outliers (if any) by the management on a timely basis for corrective action and mitigating operational risks.

Your Bank has a Compliance Department, which independently tracks, reviews and ensures compliance with regulatory guidelines and promotes a compliance culture in your Bank. The Compliance Department assists the Board and Top/Senior Management in managing the compliance risk of your Bank. The Compliance Department ensure that overall business of your Bank is conducted in strict adherence to the guidelines issued by the RBI and other regulators, various statutory

provisions, standards and codes prescribed by FEDAI, FIMMDA, etc., by evaluating the products/ processes, guiding business departments on the various regulatory guidelines with a special emphasis on better understanding of the perspective. It closely works with operational risk and internal audit functions and monitors various activities of your Bank with more emphasis on active risk management.

As the focal point of contact with the RBI and other regulatory entities, the Compliance Department evaluates the adequacy of internal controls and examines any systemic correction that is required, based on its analysis and interpretation of regulatory guidelines and deviations observed during monitoring and testing. Your Bank has a robust Anti Money Laundering ('AML') framework and tools to manage the AML risk. It periodically apprises Top/ Senior Management, the ACB and the Board on compliance levels, based on the changes in the external regulatory environment. The Compliance Department submits the compliance report to the ACB at regular intervals providing the compliance status with the laws/rules and regulations applicable to your Bank.

Your Bank has an Internal Audit Department ('IAD') that acts as a third line of defence and is responsible for independently evaluating the adequacy and effectiveness of internal controls, risk management, governance systems and processes and is manned by appropriately qualified and experienced personnel.

This department adopts a risk-based audit approach and carries out internal and concurrent audit of various functions in your Bank, in order to independently evaluate the adequacy and effectiveness of internal controls on an ongoing basis and proactively recommending enhancements thereof. The IAD, during the course of audit, also ascertains the extent of adherence to regulatory guidelines, legal requirements and operational processes and provides timely feedback to the management for corrective actions. A strong oversight on the operations is also kept through off-site monitoring by use of data analytics and to detect outliers (if any) and alert the management for due corrective action, wherever warranted.

IAD further ensures that independent checks and balances are in place, and that laid down policies and procedures are followed and recommendations for improvements in processes and systems controls are suitably adhered to. For review of effectiveness of controls, significant audit findings along with corrective and preventive action taken by your Bank are placed before the ACB periodically and directions, if any, given by the ACB are tracked closely for suitable closure in a time bound manner.

The Internal Audit team and the Compliance team undergo regular training both in-house and external to equip them with the necessary knowhow and expertise to carry out the function.

To maintain the independence of these departments, the performance evaluation of the Chief Compliance Officer ('CCO') and the Chief Audit Executive ('CAE') are carried out by the ACB. The Audit function is also subject to periodic external assurance

reviews. Your Bank has always adhered to the highest standards of compliance and has put in place appropriate controls and risk measurement and risk management tools to ensure a robust compliance and governance structure.

Internal Financial Control

Your Bank also engages external auditors/ firms to carry out independent review of internal controls, processes, reporting, etc., and accordingly recommendations, if any, are made by them to your Bank/ the ACB for improvement. Considering the internal financial controls of your Bank, and the work performed by the auditors, including the audit of internal financial controls over financial reporting by the auditors and the reviews performed by management under the supervision of the ACB, the Board of Directors is of the opinion that the internal financial controls established and maintained by your Bank are adequate.

Related Party Transactions

Related Party Transactions that were entered, during the FY under review, were on an arm's length basis and were in the ordinary course of business, pursuant to the approval of the ACB. There were no materially significant related party transactions during the FY, which could lead to potential conflicts with the interests of your Bank. Omnibus approval is obtained from the ACB for the related party transactions, which are of repetitive in nature as well as for the normal banking transactions that cannot be foreseen. Further, approval of the ACB is sought for all the related party transactions, as applicable. Although, your Bank has obtained ACB approval for unforeseen related party transactions up to ?1 Crore, as a matter of governance, the ACB ratified three related party transactions aggregating to ?2.45 lakh towards payment of membership/ sponsorship fees during the FY The quarterly updates on the details of transactions with the related parties, are placed before the ACB. There were no material related party transactions entered into by your Bank during the FY.

In terms of the definition of Related Party under the SEBI LODR, the promoters and members of the promoter group of your Bank are considered as Related Parties. Accordingly, the following entities forming part of the promoter and promoter group, are related parties of your Bank:

Promoter Entities:

(a)    Bandhan Financial Holdings    Limited

(b)    Bandhan Financial Services    Limited

(c)    Financial Inclusion Trust

(d)    North East Financial Inclusion Trust

Promoter Group Entities:

(e)    Bandhan Konnagar

(f)    Bandhan Mutual Fund

(g)    Bandhan AMC Limited

(h)    Bandhan Mutual Fund Trustee Limited

(i)    Bandhan Investment Managers (Mauritius) Limited

(j)    Quadra Medical Services Private Limited

(k)    Quadra Hospital and Medical Services Private Limited

(l)    Gamma Spect-Imaging & Diagnostic Centre Private Limited

(m)    Quadramedical Research & Foundation Private Limited

(n)    Bandhan Life Insurance Limited

(o)    Bandhan Technologies Private Limited {Formerly, Genisys Information Systems (India) Private Limited}

(p)    Bandhan Technologies Ltd. (UK) (Formerly, Genisys Software Limited, UK)

(q)    Bandhan Technologies Inc (USA) (Formerly, Genisys Software Limited, USA)

(r)    Bandhan Technologies LLC, Dubai

(s)    Novus Global Horizon Private Limited (Formerly, Unnayan Enterprises Private Limited)

(t)    Selimbong Tea Co. Private Limited (with effect from June 23, 2026)

There were no Related Party Transactions required to be reported in Form AOC-2. However, necessary disclosure as required under the Accounting Standards (AS 18) read with Reserve Bank of India (Commercial Banks-Financial Statements: Presentation and Disclosures) Directions, 2025 dated November 28, 2025, as may be updated from time to time, has been made in the note no. 18.12 to the Annual Financial Statement for the FY2025-26. Your Bank has a Policy on dealing with Related Party Transactions, which is reviewed on an annual basis and the Policy was reviewed by the Board during the FY on the recommendation of the ACB, with certain amendments to align with the regulatory changes in SEBI LODR. The Policy is available on your Bank's website: https://bandhan. bank.in/pdfViewerJS/index.html#../sites/default/files/2025-11/ Policv-on-Dealing-With-Related-Partv-Transactions.pdf.

Particulars of Loans, Guarantees or Investments

In terms of the provisions of Section 186(11) of the Companies Act, nothing contained in Section 186 of the Companies Act, except sub-section (1) thereof, shall apply to any loan made, any guarantee given or any security provided or any investment made by a banking company in the ordinary course of its business. However, the particulars of investments made by your Bank are disclosed in the Financial Statement for the FY2025-26, as per the applicable provisions of the BR Act.

Whistle Blower Policy/Vigil Mechanism

Your Bank has adopted the Board approved Vigilance Policy and Whistle Blower Policy, as required under Section 177 of the Companies Act, Regulation 22 of the SEBI LODR and applicable circulars issued by the RBI. The policies aim at putting in place a detailed Protected Disclosure Mechanism based on RBI directions ('Protected Disclosures Scheme for Private Sector and Foreign Banks').

These Policies aim to provide an avenue to raise concerns on Ethical, Legal or Regulatory violations and promptly addressing them while assuring the confidentiality and protection of the Whistle Blower against any form of retaliation. The complaints/ disclosures under the Scheme covers the areas such as corruption/

malpractices, misuse of office, criminal offences, suspected/ actual fraud, failure to comply with existing rules and regulations, where such acts result in financial loss/ operational risk, loss of reputation, etc., which may be detrimental to the interest of your Bank, its depositors and the public.

Your Bank promotes and makes available at all times, a Clean, Open and Transparent workplace, wherein business transaction, professionalism and productivity are seen as hallmarks of business practice. Your Bank is also committed to conduct all its business operations and transactions by maintaining highest ethical, moral and legal standards.

Your Bank encourages its employees, all stakeholders and members of general public, who have concerns about suspected misconduct, to come forward and express these concerns without fear of retaliation or unfair treatment. The Whistle Blower Policy provides adequate safeguards against the victimisation of the Directors and employees who avail this mechanism and ensures that the personnel get direct access to the Chairman of the ACB. None of your Bank's personnel has been denied access to the ACB.

Vigilance Policy and Whistle Blower Policy of your Bank are reviewed on an annual basis and accordingly, these Policies were reviewed by the Board during the FY on the recommendation of the ACB, with certain amendments to align with the regulatory provisions. These Policies are available on your Bank's website at https://bandhan.bank.in/pdfViewerJS/index.html#../sites/ default/files/2025-07/Whistle-Blower-Policy-22072025.pdf and https://bandhan.bank.in/pdfViewerJS/index.html#../sites/default/ files/2025-07/Vigilance-Policy-22072025.pdf.

Significant and Material Orders passed by Regulators or Courts or Tribunals

During the FY2025-26, no significant or material orders were passed by any Regulators or Courts or Tribunals against your Bank impacting its going concern status and operations in future. However, the RBI, vide its orders dated August 26, 2025 and April 21, 2026, in exercise of the powers conferred under Section 47A(1)(c) read with Section 46(4)(i) of the BR Act, had imposed (i) a penalty of ?44.70 lakh on your Bank, for contravention of Section 10(1)(b)(ii) of the BR Act and non-compliance with certain directions contained in 'Reserve Bank of India - Automation of Income Recognition, Asset Classification and Provisioning processes in Banks dated September 14, 2020' and (ii) a penalty of ?41.80 lakh on your Bank for contravention of the provisions of Section 20(1)(b)(iii) of the BR Act and non-compliance with certain directions issued by RBI on 'Know Your Customer', respectively. Your Bank has enhanced its review and monitoring mechanism to avoid such incidents in future.

Statutory Auditors and their Report

In terms of the 'Guidelines for Appointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) of Commercial Banks (excluding RRBs), UCBs and NBFCs (including HFCs)' dated April 27, 2021 ('RBI Guidelines on Auditors') issued by the RBI, banks shall appoint the Statutory Auditors for a continuous period of three years, subject to the audit firms satisfying the eligibility norms each year and the approval of the RBI on an

annual basis. Further, in terms of the RBI Guidelines on Auditors and your Bank's Policy for Appointment of Statutory Auditors, it is required to appoint two Statutory Auditors. Accordingly, the Members of the Bank, at the 10th AGM held on August 20, 2024, had approved the appointment of M/s. V. Sankar Aiyar & Co., Chartered Accountants (ICAI Firm Registration No. 109208W), as the Joint Statutory Auditors of the Bank for a period of three years, to hold office from the conclusion of the 10th AGM until the conclusion of the 13th AGM of your Bank to be held in 2027. Further, the Members of the Bank, at the 11th AGM held on August 21, 2025, had approved the appointment of M/s. V. Singhi & Associates, Chartered Accountants (ICAI Firm Registration No. 0311017E), as the Joint Statutory Auditors of the Bank for a period of three years, to hold office from the conclusion of the 11th AGM until the conclusion of the 14th AGM of your Bank to be held in 2028. Approval of RBI has been received for appointment of M/s. V. Sankar Aiyar & Co., Chartered Accountants and M/s. V. Singhi & Associates, Chartered Accountants as the Joint Statutory Auditors of your Bank for the FY 2027 for their third year and second year, respectively.

The Independent Auditor Report, given by the Joint Statutory Auditors on the Annual Financial Statement of your Bank for the Financial Year ended March 31, 2026, forms part of this Annual Report. There has been no qualification, reservation, adverse remark or disclaimer given by the Joint Statutory Auditors in their Report. Also, no offence of fraud was reported by the Joint Statutory Auditors of your Bank under Section 143(12) of the Companies Act read with Rule 13(3) of the Companies (Audit and Auditors) Rules, 2014.

Secretarial Auditor and its Report

Pursuant to the provisions of Section 204 of the Companies Act and Regulation 24A(1) of the SEBI LODR, and the recommendation of the ACB, the Board of Directors has approved and recommended the appointment of M/s. Makarand M. Joshi & Co., Company Secretaries (ICSI Firm Registration Number: P2009MH007000), as the Secretarial Auditor of your Bank, for a period of five consecutive years, i.e., with effect from April 01, 2025 to March 31, 2030 for the approval of the Shareholders. Accordingly, Shareholders, at 11^th AGM held on August 21, 2025, had approved the appointment of M/s. Makarand M. Joshi & Co., Company Secretaries (ICSI Firm Registration Number: P2009MH007000), as the Secretarial Auditor of the Bank, for a term of five consecutive years, i.e., with effect from April 01, 2025 to March 31, 2030. The Secretarial Audit Report for FY2025-26 provided by Secretarial Auditor is enclosed to this Report as Annex - 3. There is no qualification, reservation, adverse remark or disclaimer in the Secretarial Audit Report. Further, no offence of fraud was reported by the Secretarial Auditor of your Bank under Section 143(12) of the Companies Act read with Rule 13(3) of the Companies (Audit and Auditors) Rules, 2014.

Cost Records

In terms of the provisions of Section 148(1) of the Companies Act read with Rule 3 of the Companies (Cost Records and Audit) Rules, 2014, your Bank is not required to maintain cost records and accordingly, is not required to undergo cost audit.

Corporate Governance

Corporate Governance is based on the principles of conducting business with integrity, fairness and being transparent in all transactions, making necessary disclosures. Decisions are made in compliance with the laws of the land, with full accountability and responsibility towards the stakeholders, and a commitment to conducting all business in an ethical manner. Your Bank is committed to achieving the highest standards of Corporate Governance and adhering to the Corporate Governance requirements set by the regulators. A separate section on Corporate Governance standards followed by your Bank and the relevant disclosures, as stipulated under the SEBI LODR, the Companies Act and rules made thereunder, form part of this Report, enclosed as Annex - 4.

A Certificate from M/s. Makarand M. Joshi & Co., Company Secretaries (ICSI Firm Registration Number: P2009MH007000), regarding compliance with the conditions of Corporate Governance, as stipulated in the SEBI LODR, is annexed to the Report on Corporate Governance, which forms part of this Report.

Annual Return

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, the draft Annual Return of your Bank, in Form No. MGT-7, as on March 31, 2026, is available on your Bank's website at https://bandhan.bank.in/annual-reports. Further, the final Annual Return of your Bank, as on March 31, 2026, will be available on your Bank's website at the said link, upon filing of the same with the Registrar of Companies under Section 92(4) of the Companies Act.

Management Discussion & Analysis

The Management Discussion & Analysis Report for the FY2025-26, as prescribed under the SEBI LODR, forms part of this Report and is enclosed as Annex - 5.

Business Responsibility and Sustainability Report

In terms of the provisions of Regulation 34(2)(f) of the SEBI LODR read with Section IV—B of SEBI Master Circular issued on July 11, 2023 (last updated on January 30, 2026) on 'compliance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 by listed entities', the Business Responsibility and Sustainability Report ('BRSR') of your Bank providing its performance against the nine principles of the 'National Guidelines on Responsible Business Conduct' ('NGRBCs'), formulated by Ministry of Corporate Affairs, Government of India, and as per format prescribed under aforesaid SEBI Master Circular, forms part of this Report and, is enclosed as Annex - 6. Further, the format of BRSR prescribed under the aforesaid SEBI Master Circular includes BRSR Core, which is a set of key performance indicators/ metrics under nine ESG attributes. SEBI further mandates the top 500 listed companies (by market capitalization) to undertake an assurance of the BRSR Core from FY2025-26. Accordingly, your Bank's BRSR for FY2025-26 also includes the reasonable assurance statement from CNK & Associates LLP., Chartered Accountants.

Integrated Reporting

Your Bank has prepared this Integrated Annual Report based on the principles enunciated by the International Integrated Reporting Council. The report provides information including financial and non-financial parameters, which would enable the members to make well informed decisions and have a better understanding of your Bank's performance. It also deals with various aspects such as organisational strategy, governance framework, performance and prospects of value creation, based on the six forms of capital, viz., financial capital, manufactured capital, intellectual capital, human capital, social and relationship capital, and natural capital.

Compliance with Secretarial Standards

The Board of Directors affirms that your Bank has complied with the applicable provisions of the Secretarial Standards issued by the Institute of Company Secretaries of India, viz., SS-1 relating to Meetings of the Board and its Committees; and SS-2 relating to General Meetings.

Information under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

Your Bank has adopted zero tolerance towards any action on the part of any of its employees, which may fall under the ambit of 'sexual harassment' at workplace and is fully committed to uphold and maintain the dignity of every woman constituent associated with your Bank. It takes all necessary measures to ensure a harassment free workplace and has instituted an Internal Committee for redressal of complaints and to prevent/ prohibit sexual harassment, in compliance with the guidelines enumerated in the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. At the beginning of the FY under review, eight complaints were pending, which were resolved during the FY. Further, twenty-seven complaints were received during the FY, out of which twenty-one complaints had been closed during the FY whereas six complaints were pending at the end of the FY, which have since been closed. None of the complaints received during the FY were pending for more than 90 days and all statutory timelines were duly adhered to for the inquiries conducted by the Internal Committee during the FY.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Conservation of Energy

Driven by its commitment to reduce carbon footprints, energy conservation is integral to your Bank's vision and operations. Your Bank mandates the use of BEE Standard Energy Efficient equipment and promotes Energy Efficient Building Design, adhering to the Energy Conservation Building Code ('ECBC'), in all new projects. Some of the steps undertaken by your Bank towards conservation of energy are as under:

•    Smart building systems implementing energy-efficient glass facades and advanced building management systems to optimize energy consumption and enhance sustainability.

•    Implementation of Energy Efficient Air conditioning system for administrative buildings:

•    Variable Frequency Drive ('VFD') Chillers are used in the building which are energy efficient which works on varying frequency thereby saving the Electrical consumption.

•    Cooling towers are controlled by VFD panels which senses the condenser side water temperature and varies the frequency thereby saving the Electrical consumption.

•    Chiller Plant managers ('CPM') automatically run the combination of chillers and pumps and controls the same depending on the heat load thus enabling the optimal usage of the equipment thereby saving electrical consumption.

•    Smart AHUs controls the speed of fans automatically by sensing differential temperatures thereby saving electrical consumption.

•    At banking outlets, the focus is on strict segregation and zoning critical and non-critical areas for improving HVAC efficiency, use of high-performance glass reducing glare and heat gain, optimized window-to-wall ratios, strategic building orientation, and equipment retrofitting.

•    Tracking of energy usage across all levels, benchmarking against international best practices at all levels and comparing with the best international benchmarks;

•    Incorporation of smart meters for energy use monitoring and engagement with key stakeholders, at regular intervals, to drive energy conservation in the organisation culture;

•    Adoption of cutting-edge technologies in HVAC and inductive equipment, such as VFDs and systems with improved IKW (input kilowatt per ton), to enhance energy efficiency;

•    Lighting: Incorporation of 100 per cent. LED for lighting, daylight harvesting, timed illumination of signage through central monitoring system. Natural daylight utilization is encouraged in your Bank's premises;

•    Daily operations and usage: Implementing energy-saving practices through basic hygiene practices on energy usage through occupancy sensors, zoning of electrical circuits and master switches for premises. In the recent past, your Bank has put up three mega Currency Chests with five-star energy ratings;

•    Employee Awareness: Increased employee training and awareness programs related to energy conservation.

Installed 60kW solar panels on the rooftops of select administrative

buildings which is connected online with internal grid of your Bank.

Overall Capital cost incurred towards the energy conservation

initiatives is more than ?1.25 Crore.

Information Technology at your Bank

In a rapidly evolving digital financial landscape, Information

Technology ('IT') continues to play a pivotal role in shaping

the future of banking. During the FY, your Bank progressed its digital transformation agenda through targeted investments and strategic initiatives focused on enhancing customer experience, strengthening security, improving operational efficiency, and enabling scalable and resilient growth.

Key technology initiatives during the FY Payments, digital channels and customer experience

•    Enhanced digital loan repayment capabilities for EEB customers by enabling repayments through QR code, Bharat Bill Payment System (BBPS), dynamic QR and payment gateway integration, improving repayment convenience and collection efficiency.

•    Strengthened UPI security and compliance by aligning with RBI's Digital Payments Security Controls (including storage, encryption and transaction monitoring), implementing end-to-end encryption for transaction flows, and introducing customer onboarding using debit card and Aadhaar-based verification.

•    Accelerated the modernisation of Retail Internet Banking and Mobile Banking (OBDX) through UI/UX revamp and expanded payment features, including simplified IMPS services, eNACH (cancel/amend/suspend/revoke) and beneficiary name lookup.

•    Introduced Digital Cards on Internet and Mobile Banking to provide customers with secure, instant access to debit and credit cards in a fully digital format.

•    Introduced eASBA and a seamless 3-in-1 Demat, Trading and Bank Account onboarding journey to enhance customer convenience, streamline investment processes and strengthen your Bank's digital capital market offerings.

•    Scaled WhatsApp Banking to provide 24x7 access to key services such as balance enquiry, last 5 transactions, cheque book request, relationship view and EMI summary, as well as card block/unblock capability.

Identity, authentication and financial inclusion enablement

•    Achieved compliance for the Aadhaar enabled Authentication System (AeAS) by eliminating local biometric storage and enabling UIDAI-based authentication. The initiative also supported rural market expansion by improving customer convenience through seamless, anytime-anywhere access and contributing to additional revenue opportunities.

•    Advanced TAB-based enablement to support field-led operations through TAB-based collection and a TAB-based EEB loan module.

Payments infrastructure modernisation and resilience

•    Completed SWIFT MT-to-MX migration under ISO 20022 during the FY under review. Core Banking applications, including FC, OBPM and Calypso, participated in the programme, supporting the transition to a common global messaging standard for more transparent and efficient crossborder payments.

•    Enhanced payments resilience and through TLS 1.3 upgrade for IMPS, IMPS routing simplification, and end-to-end SWIFT 7.7 modernisation.

Process digitization, automation and control strengthening

•    Accelerated the shift to paperless operations through DNAS (an in-house developed application), replacing manual workflows with digital processes to improve efficiency, accuracy and turnaround time, while reducing paper consumption and printing costs and strengthening the compliance posture.

•    Delivered multiple initiatives to strengthen operational efficiency and improve turnaround times, including bulk card blocking, Re-KYC process automation, CKYC compliance updates and POS machine fee recovery automation.

•    Advanced branch banking automation through simplified Re-KYC automation via Newgen, auto-derivation of Re-KYC due dates, PMI interest calculation for overdue fixed deposits, large passbook format enablement and UI/UX enhancements for digital account opening.

Customer lifecycle and lead management enablement

•    Strengthened customer engagement and retention through NEEV's (an in-house developed application) Customer Life Cycle Management module, incorporating comprehensive profile checks and prioritised grievance resolution. Early digital registration and end-to-end lead tracking supported transaction volumes, CASA growth and cross-sell opportunities.

•    Enhanced lead generation and conversion through NEEV's Lead Management System module across branch and phonebanking channels, supported by dynamic lead assignment to enable faster action and improved lead outcomes.

Integration of backbone and cloud capabilities

•    Strengthened enterprise integration through the Enterprise Service Bus (ESB), which enables secure and scalable communication across applications, channels and backend systems.

•    Initiated migration to AWS and Azure to enhance scalability, availability, security and agility, and to enable modern AI capabilities (Gen AI and agentic AI).

•    Completed migration from bandhanbank.com to bandhan.bank.in on October 30, 2025, in line with the RBI advisory dated April 22, 2025 recommending migration to the '.bank.in' domain by October 31, 2025.

IT infrastructure and continuity preparedness

•    Maintained focus on foundational resilience across Core Banking infrastructure, Disaster Recovery readiness for applications, and critical storage utilisation monitoring.

•    From an endpoint and field IT perspective, key activities included AeAS installation at BU systems, IT setup for conversion of Housing Finance Centre (HFC) outlets to bank

branches, Block Tab implementation at ATMs to mitigate fake shutter fraud, rollout of a new integrated setup across banking outlets with receipt printing, setup for new learning centres, and physical IT asset verification across outlets through your Bank's in-house application.

Lending, underwriting and cards enablement

•    Strengthened the end-to-end loan journey through the Loan Originating System, including intelligent document processing to eliminate manual data entry, integrated scorecards for consistent automated decisioning, autogeneration of Credit Appraisal Memorandums (CAMs) using pre-approved templates and system data, and eSign/eStamp capabilities to enhance customer experience.

•    Enhanced credit underwriting capabilities by segregating onboarding and credit decisioning, improving agility through rule updates without code changes to reduce IT/vendor dependency, and enabling consistent automated decisionmaking while keeping decision rules accessible on a need-to-know basis.

Enterprise productivity and knowledge enablement

•    Developed Sahayak, a GenAI-powered chatbot to provide a single intelligent interface for enterprise data discovery and query-based access, with capabilities including chat and search, scalability, and domain-specific fine-tuning.

•    Enabled faster issue resolution through a chat-based Sahayak interface for Helpdesk queries, allowing users to log issues, navigate guided menus and access troubleshooting steps and solutions.

•    Established a browser-based repository through Sahayak for annexures and forms, supporting search, viewing and downloads, and implemented a chatbot-based IT knowledge repository to support guided access to learnings from past major IT incidents.

Corporate platforms, risk and functional digitization

•    Valuation enablement based on SOFR curves, and enablement of dealing in Equity ETFs.

•    Implemented ServiceNow to automate the Third-Party Risk Management (TPRM) process.

•    Enabled key Wholesale Banking Group (WBG) capabilities through implementation of Puratech as LMS for Agri Commodities, OBSCF as LMS for Supply Chain Finance, DataNimbus as Escrow Mandate Management system, introduction of Electronic Bank Guarantee through integration with NeSL, enablement of trade finance products, and enrichment of CMS offerings.

•    Automated reconciliation processes for 'Non-Pointing GL' and 'Interbank Balance' reconciliations.

•    Advanced fraud risk and customer engagement capabilities through transaction fraud monitoring process automation, contact centre initiatives and enterprise CRM initiatives.

•    Continued finance automation and digitisation initiatives, including Fixed Asset Management Software (FAMS), eGL on Oracle E-Business Suite R12, Fund Transfer Pricing (FTP) and cost allocation/Profitability Analysis (PFT), and Hyperion for budgeting across Head Office and business units.

Government banking digitization

•    Executed the PFMS migration at significant speed.

•    Demonstrated national leadership by being the first bank to complete CBDT TIN 2.0 UAT with RBI and PFMS, and the only private bank with all collection modes in Assam e-GRAS (Electronic Government Accounting System)

•    Built large-scale state platforms in-house, showcasing institutional digital capability.

One Bandhan

•    Launched an integrated intranet platform (One Bandhan) to strengthen collaboration and information flow across teams.

•    Enhanced employee engagement by enabling a more connected digital workplace experience.

•    Built a centralised knowledge repository to support consistent, efficient and governed information sharing.

•    Improved productivity by streamlining workflows and strengthening internal communication.

OFSAA

•    Implemented Funds Transfer Pricing (FTP) and Pooled Funds Transfer (PFT) frameworks to enable multi-dimensional profitability analysis, including at customer and branch levels.

•    Strengthened financial transparency by providing granular visibility into cost of funds (direct and allocated) and key profitability metrics to support informed decision-making.

Salesforce

•    Completed the end-to-end rollout of Salesforce for the Housing Finance business across branches, enabling standardised processes, improved customer lifecycle management, better operational visibility and enhanced efficiency across sales and service.

FRM

•    Strengthened the real-time monitoring framework for digital transactions to proactively detect potential fraud, mitigate risks and enhance transaction security.

•    Implemented Falcon, leveraging advanced analytics and realtime capabilities to further reinforce fraud prevention and strengthen overall risk management.

Foreign Exchange Earnings and Outgo

During the FY2025-26, total foreign exchange earned by your Bank was ?11.78 Crore (on account of net gains arising on all exchange/ derivative transactions) and the total foreign exchange outgo was ?15.39 Crore towards the operating and capital expenditure requirements

Development in Human Resources

Human Capital Management

A Decade of Trust, a future of possibilities:

Over a decade, your Bank has emerged as a distinguished institution, exemplifying the enduring value of trust, earned through prudent stewardship, strengthened through consistent performance, and sustained by an unwavering commitment to customers and stakeholders. This decade-long journey has been marked by resilience, innovation, and a steadfast dedication to excellence.

As your Bank looks to the future, the narrative evolves naturally from trust to responsibility. Responsibility to drive purposeful innovation, to serve customers with empathy and understanding, to uphold the highest standards of governance and integrity, and to foster sustainable growth.

Your Bank aims to cultivate a goal-driven and high-performing workforce that is digitally enabled, highly skilled, and customer-focused. By strengthening accountability, enhancing role clarity, and ensuring career transparency, your Bank seeks to empower its employees to drive sustainable growth and deliver exceptional customer value.

During FY 2025-26, your Bank conducted its Employee Engagement Survey and recorded an engagement score of 4.33, underscoring a highly engaged and motivated workforce. The result serves as a foundation for your Bank's next phase of growth, reinforcing its commitment to creating long-term value beyond financial metrics.

To foster employee motivation, strengthen talent retention, and accelerate leadership readiness, your Bank has established clear career pathways that demonstrate how sustained performance and success can lead to rapid career progression. During FY 202526, your Bank promoted 8,553 employees across various levels. In addition, more than 300 employees were elevated to higher roles across multiple departments during the FY. These advancements have empowered employees with enriched responsibilities, while further enhancing leadership capabilities and deepening organizational strength.

Your Bank adopted the Hire-Train-Deploy model to build a robust talent pipeline of trained resources. This approach enables your Bank to ensure a steady supply of trained talent, supporting its workforce requirements effectively.

Your Bank has effectively streamlined its recruitment processes to ensure the acquisition of skilled talent across all roles. Its recruitment philosophy is centred on driving productivity through sustained manpower. The overarching objective is to maintain enhanced levels of productivity at all times. In line with this approach, your Bank has consciously focused on improving productivity while maintaining the same level of manpower.

Your Bank continued to strengthen its talent pipeline through structured campus recruitment initiatives, engaging with premier academic institutions to attract young and diverse talent aligned with its long-term growth objectives. During FY2025-26, your Bank recruited more than 100 Management Trainees from

leading business schools across the country, thereby fostering opportunities for young professionals to build stable and rewarding careers in the banking sector.

Your Bank confers Long Service Awards to recognize employees for their enduring commitment and dedication, thereby reinforcing the values of loyalty, perseverance, and excellence. During FY 2025-26, your Bank felicitated more than 21,000 employees in recognition of their long-standing association and sustained contribution to your Bank, fostering a culture of appreciation and engagement. Furthermore, your Bank aspires to strengthen its culture of excellence through a structured value-driven Rewards and Recognition framework designed to acknowledge and celebrate outstanding employee contributions across all levels of the organization.

Your Bank is committed to fostering a vibrant, inclusive, and engaging workplace culture through a wide range of employee engagement initiatives conducted throughout the year across various locations across the country. Your Bank regularly organizes festival celebrations and sports events for its employees, encouraging active participation while creating opportunities for team building, leadership development, and stronger interpersonal collaboration beyond the workplace, thereby enhancing employee well-being and organizational camaraderie.

Learning and Development

Employees' Learning and Development ('L&D'):

During FY2025-26, your Bank further strengthened its L&D framework with a structured focus on enhancing functional, behavioural and digital capabilities across employee segments. Your Bank continues to accord high priority to L&D as a key enabler for building a capable, agile and future-ready workforce. During the FY under review, your Bank also curated and institutionalised a comprehensive organisational competency framework, defining the core competencies and behavioural expectations required across roles and levels. As part of this initiative, your Bank articulated a set of enterprise-wide behaviours that embody the ethos of 'One Bandhan', aimed at fostering a unified culture anchored in collaboration, accountability and customer-centricity. Your Bank's L&D agenda remained aligned to business priorities, with emphasis on building domain expertise, strengthening risk awareness, improving customer outcomes and enabling organisational readiness for ongoing transformation.

Capability Building and External Training Programmes

During the FY under review, your Bank implemented targeted learning interventions across key business and functional areas, with focus on:

•    Strengthening risk management and regulatory compliance capabilities.

•    Enhancing customer service and grievance redressal effectiveness.

•    Driving slippage control and recovery performance.

•    Improving productivity through cross-selling and portfolio optimisation.

•    Accelerating adoption of digital platforms and tools.

•    Enabling organisational readiness for transformation and operating model changes.

Employee capacity building remained an area of continued focus. During FY2025-26, a total of 2,790 employees participated in external training and certification programmes, aimed at enhancing specialised knowledge and industry-relevant skills.

Leadership and Behavioural Development

Your Bank continued to invest in building a strong leadership pipeline through structured interventions across levels. These initiatives were aligned to the newly defined competency framework and the 'One Bandhan' behavioural constructs:

•    Senior leadership development programmes conducted in association with Indian School of Business (ISB).

•    'Elevate' Leadership Programme for IT leaders, focused on strengthening collaboration, ownership and accountability.

•    'Bandhan for Her' initiative for women leaders at DVP level and above, aligned with your Bank's Diversity, Equity and Inclusion (DEI) agenda.

•    Situational Leadership programme for senior management to enhance leadership effectiveness and adaptability.

•    Role-based capability development programmes:

•    Leading Self (Junior Management)

•    Leading Others (Middle Management)

•    Leading Managers (Senior Management)

•    Organisation-wide behavioural competency sensitisation workshops to drive adoption of the 'One Bandhan' behaviours.

•    Institutionalisation of Competency-Based Interviewing (CBI) framework for Hiring Managers and HR Business Partners to enable structured and objective talent assessment aligned with the competency framework.

•    'Faculty 360' Train-the-Trainer programme conducted in collaboration with State Bank Institute of Leadership to strengthen internal facilitation capability.

Digital Learning Initiatives

Your Bank strengthened its digital learning ecosystem through deployment of LinkedIn Learning, providing access to a wide range of curated learning resources for senior management. The platform witnessed strong adoption during the FY, supporting a culture of continuous and self-directed learning.

Your Bank's Learning and Development initiatives during the year have contributed to strengthening organisational capability, embedding a unified behavioural framework, and enhancing leadership depth. The articulation of the competency framework and 'One Bandhan' behaviours is expected to further drive consistency in performance, culture and talent practices across the organisation.

Your Bank will continue to invest in strengthening its learning ecosystem to support sustainable growth and long-term value creation.

Digitisation in HR

During FY2025-26, HR digitalization remained a strategic priority, strengthening talent and performance management while significantly improving operational efficiency. Reduced manual interventions enabled sharper focus on strategic HR initiatives, delivering a more seamless and enhanced employee experience across the organization.

Employee Benefits

•    NPS (National Pension Scheme)

Your Bank continues to promote long-term financial wellbeing of its employees by facilitating enrolment in the National Pension System (NPS) through the HRMS portal. This seamless digital integration enables employees to conveniently opt into the NPS, manage their contributions, and make informed retirement planning decisions within a secure and user-friendly interface. By streamlining the enrolment and contribution process, the initiative enhances accessibility, ensures regulatory compliance, and reinforces your Bank's commitment to fostering a financially secure and future-ready workforce.

•    Employee Health and Wellness

Your Bank considers its employees as its most valuable assets and has therefore always remained proactive in carefully reviewing the Health & Wellness quotient. To facilitate quick medical attention for employees in medical emergencies, your Bank has tie-ups with hospitals in key locations across the country. Your Bank also provides comprehensive insurance coverage for all employees, across all grades. Group insurance facility includes the Group Mediclaim Policy

covering hospitalization expenses of employees and their enrolled dependents, sponsored by your Bank for all the employees, and Group Personal Accidental Insurance Policy and Group Term Life Insurance Policy with Terminal Illness rider for the employees.

Your Bank further strengthened its Employee Health and Wellness Program by onboarding a reputed healthcare partner. This strategic inclusion enhances employees' access to high-quality medical services across a wide network of facilities, ensuring timely and reliable healthcare support

•    Employee Health Check-up Policy

As one of the measures to encourage employees to stay healthy and identify health issues, if any, your Bank has a policy on Employee Health Check-up. Your Bank sponsors the health check-up for employees at senior and top management grade. Other employees can avail the services at discounted rates.

•    Health Awareness

Your Bank has undertaken Health Awareness and CheckUp Programs across key locations including Ahmedabad, Delhi, Vashi, and BKC in Mumbai during the FY under review, with a focus on promoting preventive healthcare among employees. These initiatives aim to create awareness around lifestyle-related health risks such as hypertension and diabetes, while encouraging early detection and proactive health management. By partnering with leading healthcare providers, your Bank reinforces its commitment to fostering a healthier, more informed, and resilient workforce.

Aiming to enhance employee wellness, various health awareness initiatives were planned by your Bank. These included regular information letters and health tips communication to employees on topics such as stress management, promoting mental health, perils of self-medications etc. Health awareness programs and sessions on 'Prevention of Diabetes', 'Pain & Palliative Care' were conducted. Additionally, to promote Staff Safety regular health camps and training workshops on First Aid & CPR was also arranged.

•    Wellness Platform

The B Well Digi Care Plan reflects your Bank's commitment to holistic employee well-being by bringing together a comprehensive range of health benefits on a single, technology-enabled platform, supported by 24/7 customer assistance. The program offers free online medical consultations, facilitated medicine delivery, and diagnostic services, ensuring accessible and convenient healthcare solutions for employees.

In addition, the plan provides discounted dental and eye care services, fitness benefits such as gym membership, yoga and Zumba sessions, as well as fully sponsored IPD assist services including post-discharge care and doctor consultations. Employees also have access to health assessments and a rich repository of wellness resources and articles through the platform. To further enhance engagement, your Bank

conducted six offline wellness sessions, complemented by ongoing division-wise online sessions held every Friday.

Employee Voice and Engagement

•    Survey Platform

The Survey platform enables the systematic collection of employee feedback and insights across the organization. It provides employees with an opportunity to share experiences, raise concerns, and offer inputs, supporting informed policy formulation and continuous improvement while reinforcing a culture of transparency and inclusivity.

•    Ideation Portal

The Ideation Portal enables employees to share and develop ideas through a structured platform, fostering innovation, collaboration, and implementation of viable initiatives that support organizational growth.

•    Whistle Blower Tool

The Whistle Blower Complaint Lodging Mechanism strengthens ethical conduct and accountability within your Bank by promoting transparency. Your Bank is committed to ensuring that all concerns raised by whistle blowers, employees, customers, and stakeholders are addressed promptly and fairly.

•    People Connect

Your Bank enhanced employee experience and engagement through targeted digital initiatives, including a centralized HR Service Desk to ensure efficient query resolution.

The Alumni Portal facilitated a seamless exit process with continued access to essential documentation.

Learning and Development Enablement

•    Training Information Hub

The Training Information Hub acts as a centralized repository for learning resources, training schedules, and development programs. Employees can conveniently access skill-building opportunities that support their professional growth and career advancement. By making learning easily accessible, the platform promotes a culture of continuous improvement and knowledge sharing.

HR Compliance

Your Bank adheres to all applicable Statutory and Regulatory laws and guidelines in their true spirit and stay updated with the changing dynamics of the laws. Your Bank ensures all statutory payments are timely remitted to the respective authorities and required compliance records are meticulously maintained. All necessary returns and disclosures are furnished to the relevant authorities in a timely manner according to the provisions of law.

Compliance with the Maternity Benefit Act, 1961

Your Bank celebrates the gift of parenthood and undertakes several initiatives to support its employees as they take on new responsibilities as parents. In line with the Maternity Benefit Act, 1961, female employees are eligible for maternity leave of

26 weeks. Your Bank also provides adoption leave to women employees. Your Bank is in compliance with the provisions of the Maternity Benefit Act, 1961. Paternity leave of 5 days was introduced beyond regular privilege leave to enable male employees to support during childbirth.

Discipline & Ethics Management

The Code of Conduct and Ethics emphasizes your Bank's unwavering commitment to conducting business in accordance with the highest ethical standards and in full compliance with applicable laws, rules, and regulations. At Bandhan Bank, ethical conduct is deeply rooted in the values of integrity and honesty, which guide all aspects of our operations. Adherence to the Code is mandatory for every employee and forms the cornerstone of professional behaviour across the organisation.

The Discipline & Ethics Management team of your Bank plays a pivotal role in strengthening the Bank's ethical culture. Throughout the FY, the team undertook multiple initiatives to promote awareness and reinforce ethical business practices. These initiatives included dissemination of sensitization circulars, communication on the consequences of misconduct and malpractices, targeted HRMS campaigns, awareness posters and emailers, as well as the sharing of relevant case studies. Collectively, these efforts aim to embed ethical decision-making into daily operations and foster a culture of accountability and compliance across your Bank.

Risk Management

Your Bank has an independent and robust risk management framework which effectively addresses both financial and non-financial risks. Risk Management at your Bank includes risk identification, risk assessment, risk measurement and risk mitigation which stands at its core to create maximum value for Shareholders, clients, employees, and communities. Your Bank has policies and procedures to systematically measure, assess, monitor, and manage risks across all its portfolios.

Your Bank is committed to creating an environment of risk awareness at all levels. Your Bank's view on risk is dynamic and it aims at constantly upgrading controls and security measures, including cyber security measures, to avoid or mitigate various risks. The ability to manage risk is strongly supported by a strong risk conduct and risk aware culture. Further, Risk transparency is fostered through reporting, disclosure, sharing of information and open dialogue on the risks arising from various activities across your Bank.

Your Bank has an independent Risk Governance Structure, which is in line with industry best practices, that has been put in place to separate duties and ensure the independence of Risk Measurement, Monitoring and Control functions. This framework visualises the empowerment of Business Units at the operating level, with technology being the key driver, enabling the identification and management of risk at the place of origination. Your Bank's Risk Management Department is responsible for setting up the appropriate risk control mechanism to quantify and monitor risks in timely manner.

Risk Appetite

To address various risks that your Bank faces in its business, it has established a risk appetite framework which defines the levels and types of risk that are acceptable and within its defined risk capacity. The framework is defined with the goal of aligning risk taking with your Bank's strategy, business and capital plans. Furthermore, risk-specific policies, limits and triggers are implemented to operationalise the appetites at enterprise level for enabling effective monitoring and providing cushion for initiating a timely risk mitigation plan.

The risk appetite framework is approved on an annual basis and is a pre-cursor to the strategy of your Bank. A comprehensive dashboard that shows all the risks that your Bank carries at any given time is provided by the Risk Profile, which is a component of the Risk Appetite Framework. It links goals and priorities to risk management in a way that empowers employees to serve customers well and meet financial targets. Your Bank has a quarterly risk appetite and annual risk appetite with defined quarterly glidepath for effective monitoring along with a well-defined Governance framework for better efficacy.

Risk Culture

Risk culture is a set of norms, and behaviours related to awareness, management, and controls of risks. In your Bank, risk culture is at the centre of both the risk management framework and risk management practice. The desired risk culture behaviours are aligned to your Bank's core values thus forming an effective basis for risk culture since these are used for performance management, recruitment, and development.

The Board and Senior Management set the "tone at the top" and has a trickle-down effect on all employees. Thus, it supports a strong culture, which is defined by your Bank's expectations, thereby guiding how employees conduct themselves, work with colleagues, and make decisions. Your Bank has a well-defined Whistle Blower Policy in place.

As part of its awareness campaigns, your Bank circulates and promotes information security awareness contents and materials through several mediums (SMS, Email, Screensaver, Circular, etc.) to cover its Board members, employees, customers, and vendors. Your Bank educates its staff on risk management through periodic newsletters, circulars, floor-level awareness seminars, trainings, workshops, and innovative desktop screensavers.

Stress Testing

Your Bank recognises the importance of stress testing as an integral risk management tool. Your Bank's Stress testing includes Scenario testing, which examines the impact of a hypothetical future state to define changes in risk factors as also Sensitivity testing, which examines the impact of an incremental change to one or more risk factors. In addition to standard stress scenarios, your Bank conducts stress testing based on various themes driven by climate, macroeconomic, etc. Your Bank carries out reverse stress testing, in order to identify circumstances that may lead to specific, defined outcomes.

Internal Capital Adequacy Assessment Process ('ICAAP')

Your Bank conducts a comprehensive ICAAP exercise on a yearly basis with respect to the adequacy of Capital under normal and stressed conditions. The examination of capital requirements under normal economic and adverse market conditions enables your Bank to determine whether its projected business performance meets internal and regulatory capital requirements. The assessment is to identify, assess, and manage all risks that could potentially have a significant negative impact on its business, financial position, or capital adequacy.

The ICAAP comprises of a point-in-time assessment of exposures and risks at the end of the FY, along with a forward-looking stress capital assessment. Your Bank also conducts back-testing assessments as part of ICAAP process to assess its stress scenarios.

Risk Management Framework

Your Bank's Risk Management Framework sets forth the core principles on how it seeks to manage and govern the risk. Your Bank's comprehensive risk management is overseen by its Board of Directors who has the overall responsibility for your Bank's Risk Management, including culture and governance framework. The Risk Management Committee of the Board ('RMCB') assists the Board in discharging these responsibilities effectively. The RMCB annually reviews and approves your Bank's risk management framework. The RMCB plays a crucial role in guiding the development of policies, procedures, and systems, and continuously evaluates their suitability and relevance to the evolving business landscape. The RMCB also oversees the Risk Management Department ('RMD') and the Chief Risk Officer ('CRO') reports functionally to the RMCB. The RMCB meets the CRO on one-to-one basis, without the presence of the Whole-time Directors including MD&CEO, on quarterly basis.

Major Risks

Your Bank's risk management approach is to ensure that major risks and emerging risks, as they evolve, are identified, managed, and incorporated into its existing risk management assessment, measurement, monitoring and escalation processes. By adhering to these protocols, management can be sure of growing the business in a risk-controlled manner and fulfilling their ongoing responsibilities for risk supervision. The Board and senior management deliberate top and emerging risks on a regular basis.

Asset/ Liability Management (ALM)

Asset/ Liability Management involves evaluating, monitoring, and managing interest rate risk, market risk, liquidity, and funding. Your Bank has a well-defined Asset Liability Management policy that outlines the framework for liquidity and interest rate risk management. As a part of assurance towards sound Risk Management practices, your Bank regularly reviews its Internal Policies to adapt to changes in market conditions.

Your Bank's Asset Liability Management Committee ('ALCO') monitors and manages Liquidity and Interest Rate risks. Your Bank actively assesses ALM Risk, which involves evaluating, monitoring, and managing interest rate risk, market risk, liquidity, and funding, which potentially can have a significant earnings impact. Your

Cybersecurity risk is a priority for your Bank, and it continues to develop and enhance its controls, processes, and systems in order to protect its networks, computers, software, and data from attack, damage, or unauthorized access. Your Bank has its own independent 24x7 C-SOC (Cyber Security Operations Centre) for a state-of-art centralized and consolidated cybersecurity incident prevention, security event monitoring, detection, and response which is backed by data and tools for sound analytics. Your Bank is also ISO 27001:2022 certified, for its information security management. Your Bank is also proactively involved in industrywide cybersecurity efforts and working with other parties, including its third-party service providers and governmental agencies, to continue to enhance defences and improve resiliency to cybersecurity threats.

Operational Risk & Resilience

Your Bank actively manages the Operational risk, which is the risk resulting from inadequate or failed internal processes, people and systems, or external events. Your Bank has a Board approved Operational Risk Management & Operational Resilience Policy, which outlines the governance structure and processes for managing operational risk as well as Operational Resilience. Your Bank has also put in place robust Fraud Risk, Outsourcing Risk, Resilience Risk encompassing Business Continuity Risk, Compliance Risk and Legal Risk Frameworks within its Operational Risk Management. Your Bank also has an effective IT Risk, Change Management and Incident Management frameworks in place to effectively take care of any incidents resulting in adverse effect on its critical operations.

Your Bank is committed to provide uninterrupted services to customers. As such, it is essential to protect the critical infrastructure in your Bank from natural and man-made disasters/ events and ensure business continuity of the various operational units. Your Bank has a Business Continuity Risk Management framework within its Operational Risk Management & Operational Resilience Policy in place with the objective to recover critical activities and systems within defined timelines; safety of people and its assets; to communicate with stakeholders during emergency, etc. Your Bank's Business Continuity Management System is ISO 22301:2019 certified. Business continuity risks are reviewed and regular updates are given to Operational Risk Management Committee ('ORMC') and the RMCB.

Outsourcing Risk

Outsourcing risk refers to potential losses from relying on third-party service providers for delivering banking operations for your Bank, which would be undertaken by it in future, with risk factors including service failures, data breaches, regulatory non-compliance, and lack of control. Your Bank identifies these risks by evaluating outsourced functions and vendor reliability at the time of empanelment by assessing risk through due diligence and compliance reviews, and monitoring performance via regular reviews and audits. Your Bank has implemented comprehensive outsourcing risk management framework with roles and responsibilities for identification, measurement, mitigation, management, and reporting of risks associated with Outsourcing activities.

Market Risk

Your Bank's market risk management consists of identifying and measuring risks, control measures, monitoring, and reporting systems. Your Bank actively manages Market risk, which is the risk of possible economic loss from adverse changes in market risk factors, such as, interest rates, credit spreads, foreign exchange rates, equity and commodity prices, and the risk of possible loss due to counterparty exposure. This applies to implied volatility risk, basis risk, and market liquidity risk. Value at Risk (VaR) is a tool for monitoring risk in your Bank's trading portfolio and is used for estimating the potential loss from adverse movements in the financial markets.

Regulatory Risk

Your Bank recognizes the utmost importance of regulatory risk. It closely monitors changes in the regulatory landscape and assesses how new regulations might affect its business and strategy. In order to take proactive steps to identify emerging risks, your Bank regularly examines the regulatory environment.

Reputational Risk

Your Bank's reputation is rooted in the perception of its stakeholders, and the trust and loyalty they place in it is core to its purpose as a financial services organization. Any adverse stakeholder and public perception about your Bank may negatively impact its ability to attract and retain customers and may expose it to litigation and regulatory actions. In today's world where communication is a key, your Bank maintains regular communication with its internal as well as external stakeholders through appropriate engagement mechanisms to address their expectations and address any concerns they may have.

The Reputational Risk Management Framework of your Bank is made up of interconnected characteristics that could have an impact on different stakeholders. Your Bank is also measuring and tracking the idiosyncratic risks related to stock price movement, as also social as well as traditional media sentiments, complaints, regulatory action, etc., on a periodic basis.

Strategic & Business Risk

Your Bank is monitoring the Strategic Risk by tracking its competitive environment as well as any emerging risks, which may derail the overall Strategic pursuit so that suitable risk mitigation measures are timely taken. As part of strategic risk assessments, your Bank conducts assessment to review the Business strategy on A/E (Actual vs. Estimated) basis and assessments are presented to the RMCB. Your Bank has a robust Business Risk Management Framework in place, which involves monitoring actionable metrics, including various financial indicators, as well as it's competitive position in the industry.

Material Changes and Commitment affecting Financial Position of the Bank

There were no material changes and commitments, affecting the financial position of your Bank, which have occurred between the end of the Financial Year of the Bank, i.e., March 31, 2026, to which the financial statement relates, and the date of this Board's Report.

Change in the Nature of Business

During the FY2025-26, there has been no change in the nature of

business of your Bank.

Directors' Responsibility Statement

Pursuant to the provisions of Section 134(3)(c) read with Section

134(5) of the Companies Act, the Board of Directors hereby

confirms that:

i.    In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii.    We have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the Bank's state of affairs as on March 31, 2026, and of its profit for the FY ended on that date;

iii.    We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Bank and for preventing and detecting fraud and other irregularities;

iv.    We have prepared the annual accounts on a going concern basis;

v.    We have laid down internal financial controls to be followed by the Bank and that such internal financial controls are adequate and are operating effectively; and

vi.    We have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Acknowledgements and Appreciations

The Board of Directors of your Bank extends its gratitude for the invaluable support and guidance received from the Reserve Bank of India, other government and regulatory authorities, and financial institutions. The Board also thanks the correspondent banks for their cooperation and help. The Board acknowledges the support of its Shareholders and also places on record its sincere thanks to its valued clients and customers for their patronage.

The Board also expresses its deep sense of appreciation to all the employees for displaying their strong work ethics, excellence at work, professionalism, teamwork, commitment and initiative, which have led to the Bank making good progress. The Board will continue to strive for improvements as your Bank continues on its journey towards achieving its objectives.