The Board of Directors of IndusInd Bank Limited ("the Bank") have
pleasure in presenting its report covering business and operations
of the Bank, together with the Audited Financial Statements for the
financial year ended March 31, 2026.

The financial performance for the financial year ended March 31,
2026, is summarized as under:

The Bank demonstrated traction in operating performance metrics,
like disbursements, resource mobilization through deposits.

The Bank maintained profitability amidst a challenging operating
environment with operating profit before provisions and
contingencies of ? 9,202.21 crores (compared to ? 10,644.86 crores
in previous year). Net Interest Margin of the Bank stood at 3.43%.
Further, total Provisions and Contingencies including income tax
provision increased by 3.34% from ? 8,001.96 crores to ? 8,268.88
crores. Net Profit amounted to ? 933.33 crores, as against ? 2,642.90
crores in the previous year.

Appropriations

The Directors recommend appropriation of Profit as under:

Dividend

The Basic Earning Per Share (EPS) of the Bank during the year was
? 11.98 compared to ? 33.93 in the previous year.

The Board of Directors, at its meeting held on April 24, 2026, have
recommended dividend of Rs.1.50 per equity share of Rs.10 each
(15% of Face Value) for the year ended March 31,2026 (The Bank did

not declare dividend for the financial year 2024-25). This proposal
is subject to the approval of the shareholders at the ensuing 32^nd
Annual General Meeting.

Dividend declared in the current year is in line with the Dividend
Distribution Policy of the Bank. The Dividend Distribution Policy
of the Bank can be accessed from Bank's website at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#policies-and-codes

Financial performance and state of the affairs of
the Bank

The financial year under review was characterised by a phase of
consolidation, transition, and strategic re-alignment, with the
Bank prioritising strengthening of its balance sheet, leadership
framework, and governance standards over near-term growth.

During the year, the Bank undertook significant leadership
and organisational changes, with key positions being filled
and structures aligned to support the Bank's evolving strategic
direction. This has enhanced oversight, strengthened execution
capabilities, and brought greater clarity and accountability across
the organisation.

The Bank continued its balance sheet re-calibration, with a focus
on improving granularity and risk-adjusted returns. The loan
book de-grew by 8% year-on-year, driven by a prudent run-down
of the microfinance portfolio amidst an adverse asset quality
cycle, strengthening of underwriting and risk processes, and
rationalisation of select large corporate exposures. At the same
time, the portfolio mix was progressively rebalanced towards
secured retail, SME, and granular corporate segments, with
continued refinement of the wholesale portfolio to improve
quality and resilience.

On the liabilities side, the Bank made steady progress in enhancing
the share of granular retail deposits, with the proportion of retail
deposits (as per LCR) improving to 47.9% compared to 46.6% last
year. The Bank also maintained comfortable liquidity buffers,
supporting balance sheet stability in a dynamic environment.

Asset quality trends remained stable across key portfolios, with
stress largely confined to the microfinance segment in line with
broader industry developments. While elevated credit costs
impacted the financial performance for the year, early signs
of stabilisation have emerged, supported by improvement in
collection efficiencies, moderation in early delinquencies, and
declining slippage trends in the microfinance portfolio.

The Bank reported a pre-provision operating profit of Rs.9,202
crores and a profit after tax of Rs.933 crores for the year. Profitability
was impacted by elevated credit costs; however, the underlying
operating performance remained steady, reflecting resilience
in core income streams and disciplined cost management. The
Bank's capital and liquidity position remains robust, with a Capital
Adequacy Ratio of 17.48% and average Liquidity Coverage Ratio
of 118%, providing adequate headroom to support future growth.

The Board notes that the Bank has articulated a clear strategic
roadmap to guide its medium-term direction, with a focus on
building a resilient, well-governed, and customer-centric franchise.

The emphasis remains on improving balance sheet quality,
strengthening core businesses, enhancing operational efficiency,
and delivering sustainable, risk-calibrated growth.

The Board and the Management remain committed to upholding
the highest standards of governance, compliance, and
transparency, while ensuring prudent risk management and long¬
term value creation for all stakeholders.

The Board places on record its appreciation for the continued
guidance and support from regulators, and extends its gratitude
to the Bank's employees, customers, shareholders, and all other
stakeholders for their trust and support during the year.

Overall, the year represents a period of reset and foundation
building, positioning the Bank to progressively strengthen
performance and deliver sustainable growth over the medium to
long term.

Change in the Nature of Business

During the year under review, there has been no change in the
nature of business of the Bank.

Performance of Subsidiary and Associate Company

Bharat Financial Inclusion Limited ("BFIL"), the wholly owned
subsidiary of the Bank, earned revenue of ^2,218.29 crores during
the year ended March 31, 2026 as against ^2,411.97 crores earned
during the previous year. The Net Loss for the year under review
amounted to ? 44.16 crores as against profit of ? 67.49 crores in
previous year. As a Business Correspondent undertaking, the
strength of BFIL lies in its talent pool of trained and motivated
employees that stood at 37,695 as on March 31, 2026.

IndusInd Marketing and Financial Services Private Limited ("IMFS")
is an Associate Company of the Bank as 30% of its share capital is
held by the Bank. IMFS is engaged in the business of providing
manpower services, and during the year under review, earned a
revenue of ? 445.97 crores for the year ended March 31, 2026 as
against ? 460.31 crores earned in the previous year. The net profit
earned by IMFS during the year under review amounted to ?0.49
crores as against ? 0.44 crores earned in the previous year. IMFS had
10,950 employees on its rolls as on March 31, 2026.

Pursuant to Section 129(3) of the Companies Act, 2013 read with
Rule 8 of Companies (Accounts) Rules, 2014, the Bank has drawn
up Consolidated Financial Statements including the Financial
Statements of its Subsidiary Company and financial results of
Associate Company, and such Consolidated Financial Statements
are included in this Integrated Annual Report.

In accordance with the fourth proviso to Section 136(1) of the
Companies Act, 2013, the Standalone Financial Statements and the
Consolidated Financial Statements, including audited accounts of
BFIL and IMFS and all other documents required to be attached
thereto have been hosted on the website of the Bank at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#Policies-&-codes

A statement containing the salient features of the financial
position of the Subsidiary and Associate Company in Form AOC-1
is enclosed as 'Annexure' to the Financial Statements.

The Bank does not have any joint venture company and the
subsidiary is not a material subsidiary in terms of the Securities

and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ["SEBI Listing Regulations"].

Share Capital

During the year under review, authorized capital of the Bank was
at ^1,000.00 crores.

The issued, subscribed and paid-up share capital of the Bank as at
March 31, 2026 is ^779.11 crores comprising of 77,91,06,092 equity
shares of face value of ?10 each.

During the year under review, the Bank has allotted 51,620 equity
shares of ?10 each pursuant to exercise of options by option
holders under its various Employee Stock Option Schemes ("ESOS").
The equity shares allotted under ESOS ranks pari-passu with the
existing equity shares issued and allotted by the Bank. The share
capital of the Bank increased by ? 0.05 crores and share premium
by ? 2.55 crores on account of the said allotment.

Debentures

Being a Scheduled Commercial Bank, compliance with the SEBI
Circular on fund-raising by issuance of Debt Securities by Large
Entities is not applicable to the Bank.

In compliance with Regulation 53 of the SEBI Listing Regulations,
the names of the Debenture Trustees with their contact details
are given below:

Tier 1 Capital

During FY 2025-26, the Bank has not raised any non-equity Tier 1
capital. As on March 31, 2026, the Bank had no non-equity Tier 1
capital instruments.

Tier 2 Capital

During FY 2025-26, the Bank has not raised any Tier 2 capital. As on
March 31, 2026, the value of outstanding Tier 2 Capital instruments
is ^2,800.00 crores.

Deposits

The Bank is a banking company governed by the Banking Regulation
Act, 1949, and as such, the provisions in the Companies Act, 2013
relating to acceptance of Public Deposits are not applicable.

Capital Adequacy

The Bank continues to be adequately capitalized. The Capital
Adequacy Ratio of the Bank, calculated under the Basel III Capital
Regulations mandated by Reserve Bank of India ("the RBI"), is set
out below:

Credit Ratings

Bank's Directors

The Bank's Board comprised nine Directors as on March 31, 2026,

i.e., seven Non-Executive, Independent Directors: Mr. Arijit Basu,
Part-time Chairman, Mrs. Akila Krishnakumar, Mr. Rajiv Agarwal,
Mrs. Bhavna Doshi, Mr. Pradeep Udhas, Mr. L. V. Prabhakar and
Mr. Rakesh Bhatia, one Non-Executive, Non-Independent Director:
Mr. Sudip Basu, and the Managing Director & CEO: Mr. Rajiv Anand.

(a) Non-Executive, Independent Directors

All Independent Directors have confirmed that they meet
the criteria of independence as prescribed under Section
149(6) and 149(7) of the Companies Act, 2013, and Regulation
25 of the SEBI Listing Regulations. The following Directors
continue to be identified as Independent Directors as on
March 31, 2026:

1. Mr. Arijit Basu

2. Mrs. Akila Krishnakumar

3. Mr. Rajiv Agarwal

4. Mrs. Bhavna Doshi

5. Mr. Pradeep Udhas

6. Mr. L. V. Prabhakar

7. Mr. Rakesh Bhatia

Pursuant to Regulation 25(9) of SEBI Listing Regulations,
the Bank's Board of Directors have obtained a Certificate
from M/s Alwyn Jay & Co., Practicing Company Secretaries,
confirming that the aforesaid Directors meet the 'Criteria of
Independence' and are independent of the Management.

The said Certificate is furnished at Annexure I which forms
an integral part of this Integrated Annual Report.

(b) Woman Director

In terms of the provisions of Section 149 of the Companies
Act, 2013, read with Rule 3 of the Companies (Appointment
and Qualification of Directors) Rules, 2014, and Regulation
17 of the SEBI Listing Regulations, specified companies are
required to have at least one Woman Director on their Board.

• Mrs. Akila Krishnakumar (DIN: 06629992), who

joined the Board on August 10, 2018, is a Non-Executive,
Independent Woman Director of the Bank. As on March
31, 2026, Mrs. Akila Krishnakumar is the chairperson of
the Compensation and Nomination & Remuneration
Committee and the I. T. Strategy Committee of the Board.

She is also a Member of the Special Committee of the
Board for Monitoring and Follow-up of cases of Fraud and
the Vigilance Committee of the Board.

• Mrs. Bhavna Doshi (DIN: 00400508), who joined the
Board on January 14, 2020, is a Non-Executive, Independent
Woman Director of the Bank. As on March 31, 2026,
Mrs. Bhavna Doshi chaired the Audit Committee of the
Board. She is also a Member of the Finance Committee, the
Stakeholders' Relations Committee, the Risk Management
Committee and the Special Committee of the Board for
Monitoring and Follow-up of cases of Fraud.

Appointment / Re-appointment of Directors

Pursuant to the recommendation of the Compensation and

Nomination & Remuneration Committee (C&NRC), the Board of

Directors have appointed / re-appointed the following Directors:

• Mr. Rajiv Anand (DIN: 02541753): The Reserve Bank of India
had vide letter dated July 30, 2025, approved the appointment
of Mr. Rajiv Anand as the Managing Director & CEO of the Bank
for a period of three years, from the date of his assuming charge.

The Board of Directors of the Bank had at their meeting held
on August 4, 2025, approved appointment of Mr. Rajiv Anand as
'Additional Director' in the capacity of Managing Director & CEO
of the Bank for a period of three years, with effect from August
25, 2025 up to August 24, 2028 (both days inclusive).

The Shareholders of the Bank had at the 31^st Annual General
Meeting of the Bank held on August 29, 2025, approved the
appointment of Mr. Rajiv Anand as the Managing Director &
CEO of the Bank, for a period of three years, with effect from
August 25, 2025 up to August 24, 2028 (both days inclusive), by
passing an Ordinary Resolution.

• Mr. Arijit Basu (DIN: 06907779): The Reserve Bank of India had
vide letter dated January 19, 2026, approved the appointment of
Mr. Arijit Basu as Non-executive Part-time Chairman of the Bank
for a period of three years with effect from January 31, 2026.

The Board of Directors had at their meeting held on January 23,
2026, approved the appointment of Mr. Arijit Basu as 'Additional
Director' in the category of Non-Executive Independent
Director and Part-time Chairman of the Bank for a period of
three years with effect from January 31, 2026 up to January 30,
2029 (both days inclusive).

The Shareholders of the Bank had, on March 27, 2026,
approved the appointment of Mr. Arijit Basu as Non-Executive
Independent Director and Part-time Chairman of the Bank, for
a period of three years, with effect from January 31, 2026 up to
January 30, 2029 (both days inclusive), by passing of a Special
Resolution through Postal Ballot. In accordance with Section
149(13) of the Companies Act, 2013, Mr. Arijit Basu is not liable
to retire by rotation.

Appointment of Directors during the year under
review

• Mr. Nilesh Shivji Vikamsey (DIN: 00031213): The Board of
Directors had at their meeting held on April 24, 2026, approved
the appointment of Mr. Nilesh Shivji Vikamsey as 'Additional
Director' in the category of Non-Executive Independent
Director of the Bank, for a period of four consecutive years from
April 24, 2026 up to April 23, 2030 (both days inclusive).

The Shareholders of the Bank had, on July 10, 2026, approved
the appointment of Mr. Nilesh Shivji Vikamsey as Non¬
Executive Independent Director of the Bank, for a period
of four consecutive years from April 24, 2026 up to April 23,
2030 (both days inclusive), by passing of a Special Resolution
through Postal Ballot. In accordance with Section 149(13) of the
Companies Act, 2013, Mr. Nilesh Shivji Vikamsey is not liable to
retire by rotation.

• Mr. Ravindra Babu Garikipati (DIN: 00984163): The Board of
Directors had at their meeting held on April 24, 2026, approved
the appointment of Mr. Ravindra Babu Garikipati as 'Additional
Director' in the category of Non-Executive Independent Director
of the Bank, for a period of four consecutive years, with effect
from April 24, 2026 up to April 23, 2030 (both days inclusive).

The Shareholders of the Bank had, on July 10, 2026, approved
the appointment of Mr. Ravindra Babu Garikipati as Non¬
Executive Independent Director of the Bank, for a period
of four consecutive years from April 24, 2026 up to April 23,
2030 (both days inclusive), by passing of a Special Resolution
through Postal Ballot. In accordance with Section 149(13) of the
Companies Act, 2013, Mr. Ravindra Babu Garikipati is not liable
to retire by rotation.

• Mrs. Mini Ipe (DIN: 07791184) : The Board of Directors had at
their meeting held on August 3, 2026, approved the appointment
of Mrs. Mini Ipe (DIN: 07791184) as 'Additional Director' in the
category of Non-Executive Independent Director of the Bank,
for a period of four consecutive years from August 3, 2026 up
to August 2, 2030 (both days inclusive).

Approval of the shareholders is being sought for the
appointment of Mrs. Mini Ipe as Non-Executive Independent
Director of the Bank by means of a Special Resolution at the 32^nd
Annual General Meeting. In accordance with Section 149(13)
of the Companies Act, 2013, Mrs. Mini Ipe is not liable to retire
by rotation. A brief Resume of Mrs. Mini Ipe is furnished in the
said Notice.

• Mr. Ganesh Sankaran, Head - Wholesale Banking (DIN:
07580955): The Board of Directors ("Board"), of IndusInd Bank
Limited (the "Bank"), at its meeting held on April 24, 2026,
had approved the appointment of Mr. Ganesh Sankaran (DIN:
07580955) Head - Wholesale Banking Group as Additional
Director in the category of Executive Director i.e. Whole-time
Director of the Bank, for a period of three (3) years, with effect
from such date or such other period as may be approved by
Reserve Bank of India ("RBI") and at a remuneration as approved
by the RBI and subject to the approval of the Shareholders of
the Bank.

The Board of the Bank on August 4, 2026 noted the approval
granted by the RBI vide its letter dated August 4, 2026 for the
appointment of Mr. Ganesh Sankaran as Executive Director
(Whole-time Director), for a period of three years, which is
effective from August 4, 2026 up to August 3, 2029 (both days
inclusive) and the terms and conditions including remuneration,
subject to the approval of the Shareholders of the Bank.

The Resolution seeking approval of the Shareholders for
Mr. Ganesh Sankaran's appointment, forms part of the Notice
convening the 32^nd Annual General Meeting. A brief Resume of
Mr. Ganesh Sankaran is furnished in the said Notice.

• Mr. Jagdeep Mallareddy, Head -Consumer Banking
(DIN: 07492539)

The Board of Directors ("Board"), of IndusInd Bank Limited (the
"Bank"), at its meeting held on April 24, 2026, had approved the
appointment of Mr. Jagdeep Mallareddy (DIN: 07492539) Head
- Consumer Banking as Additional Director in the category of
Executive Director i.e. Whole-time Director of the Bank, for a
period of three (3) years, with effect from such date or such
other period as may be approved by Reserve Bank of India
("RBI") and at a remuneration as approved by the RBI and
subject to the approval of the Shareholders of the Bank.

The Board of the Bank on August 4, 2026 noted the approval
granted by the RBI vide its letter dated August 4, 2026 for the
appointment of Mr. Jagdeep Mallareddy as Executive Director
(Whole-time Director), for a period of three years, which is
effective from August 4, 2026 up to August 3, 2029 (both days
inclusive) and the terms and conditions including remuneration,
subject to the approval of the Shareholders of the Bank.

The Resolution seeking approval of the Shareholders for
Mr. Jagdeep Mallareddy's appointment, forms part of the Notice
convening the 32^nd Annual General Meeting. A brief Resume of
Mr. Jagdeep Mallareddy is furnished in the said Notice.

Retirement by Rotation

• Mr. Sudip Basu (DIN: 09743986): In compliance with Section
152 of the Companies Act, 2013, Mr. Sudip Basu, Non-Executive,
Non-Independent Director of the Bank is liable to retire by
rotation at the 32^nd Annual General Meeting of the Bank and
being eligible, offers himself for re-appointment.

A Resolution seeking approval of the Shareholders for Mr. Sudip
Basu's re-appointment, forms part of the Notice convening the
32^nd Annual General Meeting. A brief Resume of Mr. Sudip Basu
is furnished in the said Notice.

As required under Regulation 36(3) of the SEBI Listing Regulations,
particulars of the Directors seeking appointment/re-appointment,
as aforesaid are given in the Annexure to the Statement attached
to the Notice convening the 32^nd Annual General Meeting, which
forms part of the Integrated Annual Report.

Pursuant to the provisions of Section 164 of the Companies Act,
2013, none of the Directors have been disqualified from being
appointed as 'Director' of the Bank.

Certificate of Non-Disqualification of Directors

In terms of Regulation 34(3) read with Schedule V of the SEBI Listing
Regulations, the Bank has obtained a Certificate from M/s Alwyn
Jay & Co., Practicing Company Secretaries, confirming that none
of the Directors on the Board of the Bank have been debarred
or disqualified from being appointed or continuing as Directors
of the companies, either by the SEBI or the MCA or any other
statutory/ regulatory authorities. The said Certificate is attached
as Annexure II to this Integrated Annual Report.

Statement regarding Opinion of the Board with
regard to Integrity, Expertise and Experience of
the Independent Directors appointed during the
year under review:

The Independent Directors appointed / re-appointed during
the year under review were subject to due-diligence by the

Compensation and Nomination & Remuneration Committee,
based on parameters of qualification, expertise, track record,
integrity and such other parameters as stipulated under extant
norms prescribed by the RBI.

Based on the recommendations of the Compensation and
Nomination & Remuneration Committee, the Board of Directors,
after conducting their own assessment, were of the opinion that
the Independent Directors appointed / re-appointed during the
year under review possess the necessary integrity, expertise and
experience, and that their appointment / re-appointment, is in the
interest of the Bank.

Cessation of Directors during the year under review

• Mr. Arun Khurana (DIN: 00075189): Whole-time Director
(Executive Director), Key Managerial Personnel of the Bank,
had submitted letter of resignation from services of the Bank
with effect from the close of working hours on April 28, 2025.
At its meeting held on April 28, 2025, the Board took note
of the aforesaid letter of resignation and the Bank made the
requisite disclosures in accordance with applicable regulatory
requirements. The Bank had taken note of Mr. Arun Khurana's
resignation as Deputy CEO and as director from the Board of the
Bank, and had communicated to him that he will continue to
remain in employment with the Bank until further intimation.
Subsequently, in accordance with the Bank's internal code
of conduct, disciplinary proceedings were initiated against
Mr. Arun Khurana and on June 18, 2025, he was placed under
suspension pending completion of such proceedings.

• Mr. Sumant Kathpalia (DIN: 01054434): Managing Director
& CEO, Key Managerial Personnel of the Bank, had submitted
letter of resignation from services of the Bank with effect from
the close of working hours on April 29, 2025. At its meeting held
on April 29, 2025, the Board took note of the aforesaid letter
of resignation and the Bank made the requisite disclosures in
accordance with applicable regulatory requirements. The Bank
had taken note of Mr. Sumant Kathpalia's resignation as CEO and
as director from the Board of the Bank, and had communicated
to him that he will continue to remain in employment with the
Bank until further intimation. Subsequently, in accordance with
the Bank's internal code of conduct, disciplinary proceedings
were initiated against Mr. Sumant Kathpalia and on June 18,
2025, he was placed under suspension pending completion of
such proceedings.

• Mr. Jayant Deshmukh (DIN: 08697679): Mr. Jayant Deshmukh's
tenure as Non-Executive Independent on the Board of the Bank
concluded on July 23, 2025.

The Board places on record its appreciation for the contribution
made by Mr. Jayant Deshmukh during his tenure on the Board.

• Mr. Sunil Mehta (DIN: 00065343): Mr. Sunil Mehta's tenure as
Non-Executive Part-time Chairman of the Bank concluded on
January 30, 2026.

The Board places on record its appreciation for the contribution
made by Mr. Sunil Mehta during his tenure on the Board.

Cessation of Directors after the end of the year under
review and up to the date of this Report

• Mr. Pradeep Udhas (DIN: 02207112): Mr. Pradeep Udhas's
tenure as Non-executive Independent Director concluded on
June 8, 2026.

The Board places on record its appreciation for the contribution
made by Mr. Pradeep Udhas during his tenure as Director on
the Board.

Board and Committee Meetings

During the year under review, 53 meetings of the Board of Directors
were held.

Details of composition of the Board and of all its Committees,
Meetings held, and Attendance of the Directors at such Meetings,
are provided in the Corporate Governance Report, which forms
part of the Integrated Annual Report.

The intervening gap between the meetings of the Board
and Committees, was within the period as prescribed under
the provisions of the Companies Act, 2013 and the SEBI
Listing Regulations.

Performance Evaluation of the Board

Pursuant to the provisions of the Companies Act, 2013 and the
SEBI Listing Regulations, the Compensation and Nomination &
Remuneration Committee of the Board had laid down the criteria
for Performance Evaluation of the Board as a whole, Individual
Directors including Independent Directors, Non-Independent
Directors, the Chairman and the Committees of the Board, as well
as the process for such evaluation.

The Bank has aligned its Board Evaluation Framework in line with
the Guidance Note on Board Evaluation as provided in Section VI-D
of SEBI Master Circular dated January 30, 2026. To enhance the
robustness, objectivity and efficiency of the evaluation process,
the annual performance evaluation exercise for FY 2025-26 was
conducted by the Bank through an independent technology-
enabled platform having expertise in Board Evaluation.

The annual performance evaluation of the Board, its Committees,
the Chairman and Individual Directors was undertaken during the
year through a structured evaluation process and questionnaire-
based assessment. The Independent Directors, at their separate
meeting held on June 23, 2026, reviewed the performance of
the Non-Independent Directors, the Chairman and the Board
as a whole and submitted their assessment to the Board for
its consideration.

Further, at their respective meetings held on June 24, 2026, the
Compensation and Nomination & Remuneration Committee and
the Board, taking into consideration the feedback received through
the evaluation process and the assessment of the Independent
Directors, evaluated the performance of the Individual Directors,
the Chairman, Board Committees and the Board as a whole.

The Board has formulated a Policy on Performance Evaluation
which details the various aspects that are to be considered for
evaluating the performance of the Board, including but not limited
to attendance, participation in the meetings, contribution towards
strategies of the Board, etc. The Policy on Performance Evaluation
provides a guideline for the individual Directors to evaluate the
Board, its Committees and individual directors.

The Policy on Performance Evaluation is available on the Bank's
website at:https://www.indusind.bank.in/in/en/investors/
investor-landing/investor-resources.html#Policies-&-codes

The Statement indicating the manner in which the evaluation
exercise was conducted is included in the Corporate Governance
Report, which forms part of this Integrated Annual Report.

Policy for Selection and Appointment of Directors

The Board of Directors are at the helm of the Bank and an
enlightened Board creates a culture of leadership and provides a
long-term policy approach to improve the quality of governance.

The Policy for Selection and Appointment of Directors has been
formulated and adopted by the Bank in terms of Section 178 of the
Companies Act, 2013, the relevant provisions of the SEBI Listing
Regulations, Section 10A of the Banking Regulation Act, 1949 and
the Guidelines issued by the RBI, in this regard, from time to time.

The Policy for Selection and Appointment of Directors serves
as a guiding framework for the Compensation and Nomination
& Remuneration Committee in determining the qualifications,
positive attributes, independence of Directors and matters
related thereto, for recommending the appointment or removal
of Directors on the Board of the Bank.

The Policy for Selection and Appointment of Directors is hosted
on the Bank's website at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#Policies-&-codes

Familiarization Programs for Independent
Directors

Various programs are undertaken for familiarizing the Independent
Directors of the Bank, details of which are disclosed in the
Corporate Governance Report, which forms part of the Integrated
Annual Report.

Change in Key Managerial Personnel

The following were the changes in the Key Managerial Personnel
of the Bank:

• Mr. Arun Khurana, Whole-time Director (Executive Director)
& Deputy CEO and Key Managerial Personnel of the Bank had
taken additional charge as Chief Financial Officer of the Bank
with effect from January 21,2025, in addition to his existing role
and responsibilities. The Bank relieved Mr. Arun Khurana from
this additional responsibility, with effect from close of business
hours on April 17, 2025.

Mr. Arun Khurana, Whole-time Director (Executive Director),
Key Managerial Personnel of the Bank, had submitted letter of
resignation from services of the Bank with effect from the close of
working hours on April 28, 2025. At its meeting held on April 28,
2025, the Board took note of the aforesaid letter of resignation
and the Bank made the requisite disclosures in accordance
with applicable regulatory requirements. The Bank had taken
note of Mr. Arun Khurana's resignation as Deputy CEO and as
director from the Board of the Bank, and had communicated
to him that he will continue to remain in employment with the
Bank until further intimation. Subsequently, in accordance with
the Bank's internal code of conduct, disciplinary proceedings
were initiated against Mr. Arun Khurana and on June 18, 2025,
he was placed under suspension pending completion of
such proceedings.

• Mr. Sumant Kathpalia, Managing Director & CEO, Key
Managerial Personnel of the Bank, had submitted letter of

resignation from services of the Bank with effect from the
close of working hours on April 29, 2025. At its meeting held
on April 29, 2025, the Board took note of the aforesaid letter
of resignation and the Bank made the requisite disclosures in
accordance with applicable regulatory requirements. The Bank
had taken note of Mr. Sumant Kathpalia's resignation as CEO and
as director from the Board of the Bank, and had communicated
to him that he will continue to remain in employment with the
Bank until further intimation. Subsequently, in accordance with
the Bank's internal code of conduct, disciplinary proceedings
were initiated against Mr. Sumant Kathpalia and on June 18,
2025, he was placed under suspension pending completion of
such proceedings.

• Mr. Santosh Kumar, Chief Accountant was elevated as Deputy
Chief Financial Officer and Special Officer - Finance & Accounts
and designated as a Key Managerial Personnel of the Bank, with
effect from April 18, 2025.

Consequent upon the appointment of Mr. Viral Damania as
the Chief Financial Officer, the additional responsibilities of
Mr. Santosh Kumar as Special Officer - Finance & Accounts and
his categorization as Key Managerial Personnel ceased with
effect from September 22, 2025. Mr. Santosh Kumar continues
to be the Deputy Chief Financial Officer of the Bank.

• Mr. Rajiv Anand was appointed as Managing Director & CEO
and Key Managerial Personnel of the Bank with effect from
August 25, 2025.

• Mr. Viral Damania was appointed Chief Financial Officer
and Key Managerial Personnel of the Bank with effect from
September 22, 2025.

System for Internal Financial Controls and its
Adequacy

The Bank operates in a computerized environment with a Core
Banking Solution system, supported by diverse application
platforms for handling specific businesses areas such as Treasury,
Trade Finance, Credit Cards, Retail Loans, etc.

The process of recording of transactions in each of the application
platforms is subject to various forms of controls such as, in-built
system checks, maker - checker authorizations, independent post
transaction reviews, etc.

Financial statements are prepared based on computer system
outputs. The responsibility of preparation of Financial Statements
is entrusted to a dedicated unit which is completely independent.

This unit does not originate accounting entries except for limited
matters such as, share capital, taxes, transfers to reserves and
period end closing entries.

On the basis of the investigation carried out by internal/external
agencies of significant matters stated in note 18.17 of the
standalone financial statements for the year ended March 31,
2025, the Board of Directors of the Bank had set up an executive
level Project Management Group (Group) to provide oversight
and to ensure that necessary steps including strengthening
of systems, processes, internal financial and other controls,
minimization of manual accounting entries and control over
reconciliation and other measures are taken. These have since
been implemented effectively.

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

The information on conservation of energy and technology
absorption pursuant to Section 134(3)(m) of the Companies Act,
2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014,
is mentioned below.

Conservation of Energy

Considering the nature of its activities as an entity in the Financial
Services sector, the Bank has voluntarily taken steps towards
conservation of energy, details of which are furnished in Principle
6 of the Business Responsibility and Sustainability Report which
has been hosted on the Bank's website at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#Policies-&-codes

Technology Absorption

The Bank has made optimum use of Information Technology in
its operations. Details pertaining to Technology Absorption have
been explained in the Management Discussion and Analysis Report
which forms an integral part of the Integrated Annual Report.

Foreign Exchange Earnings and Outgo:

The provisions relating to 134(3)(m) of the Companies Act, 2013, on
particulars relating to Foreign Exchange Earnings and Outgo are
not applicable to a banking company and as such, no disclosure is
being made in this regard.

Risk Management

The Bank has established an Enterprise-wide Risk Management
(ERM) framework. The integrated Risk Management Department
covers Credit Risk, Market Risk, Assets-Liabilities Management
(ALM) and Operational Risk across all verticals, independent of
business functions.

Risk Management functions in the Bank are aligned with
best industry practices and are supported by advanced risk
measurement and analytical systems, enabling effective and
proactive risk management and monitoring. These practices are
continuously strengthened in line with changes in operating
environment and regulations.

A comprehensive framework of Risk Management Policies has been
implemented, defining the Bank's risk appetite, risk measurement
methodologies, and monitoring and control mechanisms across
business segments. The policies have been designed around the
Bank's risk appetite, and business strategies have been aligned to
risk policies.

The Bank has set up a Board-level Committee, viz., 'Risk
Management Committee' to examine risk policies and procedures
developed by the Bank and monitors adherence to prescribed
risk parameters and prudential limits across portfolios / products
/ segments.

Further details on the Bank's Risk Management Models and
Frameworks are provided in the 'Management Discussion and
Analysis' section of the Integrated Annual Report.

Vigil Mechanism / Whistle Blower Policy

The Bank has in place the 'Whistle Blower Policy'. The Policy is in
compliance with the RBI Guidelines, provisions of the Companies

Act, 2013, and the SEBI Listing Regulations. The Vigil Mechanism
at the Bank requires submission of Quarterly Reviews before the
Audit Committee of the Board and placing of Annual Reviews
before the Audit Committee and the Board of Directors. The Policy
also incorporates suggestions of the Protected Disclosure Scheme
for Private Sector and Foreign Banks, instituted by the RBI.

The Board of Directors of the Bank have constituted a Board
level Committee, viz., the Vigilance Committee, which conducts
overview of cases of vigilance nature arising out of actions of
the employees of the Bank and review of vigilance activities. The
Committee meets at least thrice a year.

The Bank's Whistle Blower Policy is in sync with all statutory and
regulatory guidelines.

Further details about the Vigil Mechanism are furnished in the
Report on Corporate Governance and the Whistle Blower Policy
of the Bank has been hosted on the Bank's website at:

https://www.indusind.bank.in/content/dam/indusind-corporate/

investor-resource/PoliciesoftheBank/Whistle-Blower-Policy.pdf

Reporting of Fraud by the Auditors

In respect of financial year 2025-26, the statutory auditors of
the Bank have not noted any matters, which required reporting
through Form No. ADT-4 to the Central Government pursuant to
the requirement as per Section 143(12) of the Companies Act, 2013
read with Rule 13(1) to (2) of the Companies (Audit and Auditors
Rules), 2014 and NFRA Circular No. NF-25013/2/2023 dated June
26, 2023.

Statutory Auditors

M/s Chokshi & Chokshi LLP, Chartered Accountants (ICAI Firm
Registration Number 101872W/ W100045) and M/s Borkar &
Muzumdar, Chartered Accountants (ICAI Firm Registration Number
101569W) were the Joint Statutory Auditors of the Bank for the
financial year ended March 31, 2026.

As per the RBI guidelines issued on April 27, 2021, a Statutory Auditor
can conduct audit of Scheduled Commercial Bank for a maximum
period ofthree years at a time. Statutory Auditor would not be eligible
for re-appointment in the same Entity for six years (two tenures) after
completion of full or part of one term of the audit tenure.

Appointment of M/s Chokshi & Chokshi LLP, Chartered Accountants
(ICAI Firm Registration Number 101872W/W100045) was approved
by the Members at the 30^th Annual General Meeting of the Bank
held on August 27, 2024, for a period of three consecutive years,
i.e., until the conclusion of the 33^rd Annual General Meeting, which
would be held in FY 2027-28, subject to approval from the Reserve
Bank of India on an annual basis. M/s Chokshi & Chokshi LLP,
Chartered Accountants (ICAI Firm Registration Number 101872W/
W100045) is proposed to be reappointed as one of the Joint
Statutory Auditors of the Bank for FY 2026-27, being their third
year of appointment.

Appointment of M/s Borkar & Muzumdar, Chartered Accountants
(ICAI Firm Registration Number 101569W) was approved by the
Members at the commencement of 31^st Annual General Meeting
of the Bank held on August 29, 2025, for the period of three
consecutive years, i.e., until the conclusion of 34^th Annual General
Meeting, which would be held in FY 2028-29, subject to approval
from RBI on an annual basis. M/s Borkar & Muzumdar, Chartered
Accountants (ICAI Firm Registration Number 101569W) is proposed

to be reappointed as one of the Joint Statutory Auditors of the
Bank for FY 2026-27, being their second year of appointment.

Statutory Auditors' Report

M/s Chokshi & Chokshi LLP and M/s Borkar & Muzumdar, Joint
Statutory Auditors of the Bank, have audited the Standalone
Financial Statements and Consolidated Financial Statements of
the Bank for the financial year 2025-26 and their Audit Report
is enclosed and forms part of the Integrated Annual Report of
the Bank.

The Joint Statutory Auditors have given unmodified opinion on
financial statements, with an emphasis of matters with respect
to the matters mentioned below in the Standalone Financial
Statements and the Consolidated Financial Statements for the year
ended March 31, 2026.

Significant Matters and its impact

In respect of the significant matters mentioned in note numbers
17.1 to 17.3 of Schedule 18 of the financial statements for the
previous year ended March 31, 2025, the Bank concluded the
discrepancies mentioned therein, as fraud against the Bank during
the financial year ended March 31, 2026.

The Bank had accounted for these discrepancies, in relation to the
accounting of derivative trades amounting to Rs. 1,959.98 crores,
manual entries posted in the 'Other Assets' and 'Other Liabilities'
amounting to Rs. 595.00 crores and accounting of interest and fee
income totaling to Rs. 846.40 crores pertaining to MFI portfolio
during the financial year ended on March 31, 2025.

The Board of Directors of the Bank had set up an executive
level Project Management Group (Group) to provide oversight
and to ensure that necessary steps including strengthening
of systems, processes, internal financial and other controls,
minimization of manual accounting entries and control over
reconciliation and other measures are taken. These have since
been implemented effectively.

Further, the Bank has taken necessary steps to assess roles and
responsibilities and fix accountability of its officials involved in the
above matters, initiated the process of disciplinary action against
the concerned officials as per the Code of Conduct of the Bank and
concluded the said process in respect of majority of the employees.

Other Matters of Bharat Financial Inclusion Limited

As per the detailed disclosure made by the Bank's subsidiary,
Bharat Financial Inclusion Limited (BFIL) in its financial statements
for the year ended March 31,2026, the said subsidiary has initiated
investigations and review of matters relating to operational losses/
fraud, unapproved practices and fraudulent invoices by certain
service provider, all which are indicative of governance lapses and
management override of controls. Basis this, the Statutory Auditor
of the said subsidiary, has given a qualified opinion in its audit
report and Internal Financial Control report dated April 21, 2026
on the financial statements of subsidiary for the year ended March
31, 2026, pending further investigation and closure of matter
by the said subsidiary. The Bank had independently carried an
investigation in these matters and no further financial impact is
expected on its consolidated financial statements. These matters
have also been reported by the Statutory Auditor of the Subsidiary
to Central Government under Section 143(12) of the Companies
Act, 2013.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act,
2013 and Rules made thereunder and Regulation 24A of SEBI
(Listing Obligations and Disclosure Requirements) 2015, the
Bank has appointed M/s. Alwyn Jay & Co., Company Secretaries,
Peer Reviewed Company Secretaries (Firm Registration No.
P2010MH021500 and Peer Review Certificate No. 5936/2024) as
Secretarial Auditors of the Bank for conducting Secretarial Audit
of the Bank for term of five consecutive years from FY 2025-26 up
to FY 2029-30, subject to approval of Shareholders of the Bank.

The Secretarial Audit Report submitted by M/s Alwyn Jay &
Co. is furnished at Annexure III and forms an integral part of
this Integrated Annual Report. There were no qualifications,
reservations, adverse remarks or disclaimers made by the
Secretarial Auditor in their report.

Employees Stock Option Scheme

The Bank had instituted the Employee Stock Option Scheme
(ESOS2020) to enable its employees, including Whole-time
Directors, to participate in the capital appreciation and future
growth of the Bank.

Under the Scheme, Options can be granted, which upon exercise
could give rise to the issuance of a number of shares up to 7% of
the aggregate number of paid-up equity shares of the Bank from
time to time. The eligibility and number of Options to be granted to
an employee is determined on the basis of criteria laid down in the
Scheme and is approved by the Compensation and Nomination &
Remuneration Committee of the Board of Directors.

An aggregate of 5,57,54,320 Options, comprising approx. 7%
of the Bank's paid-up Equity Capital, have been granted under
the Scheme. Statutory disclosures as required under Rule 12 of
Companies (Share Capital and Debentures) Rules, 2014 are given
at Annexure IV, and form an integral part of this Integrated
Annual Report.

The Annual Certificate on compliance with the SEBI (Share Based
Employee Benefits & Sweat Equity) Regulations, 2021 issued by the
Secretarial Auditor of the Bank shall be placed before the Members
at the ensuing Annual General Meeting of the Bank.

The Employees Stock Option Scheme is administered by the
Compensation and Nomination & Remuneration Committee of
the Board.

The Statutory disclosures as mandated under Regulation 14 of the
SEBI (Share Based Employee Benefits & Sweat Equity) Regulations,
2021, have been hosted on the website of the Bank at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#Policies-&-codes

Compliance with Secretarial Standards

The Bank has complied with the provisions of the applicable
Secretarial Standards issued by the Institute of Company Secretaries
of India and has put in place systems which are adequate and are
operating effectively.

Maintenance of Cost Records

Being a banking company, the Bank is not required to maintain
cost records as per sub- section (1) of Section 148 of the Companies
Act, 2013

Proceedings under Insolvency and Bankruptcy Code

Details of application made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year
under review, along with their status as at the end of the financial year:

Directors' Responsibility Statement

To the best of their knowledge and belief and according to the
information and explanations obtained by them, the Directors
make the following statement in terms of Section 134(3)(c) and
134 (5) of the Companies Act, 2013:

(a) that in the preparation of the Annual Accounts for the year
ended March 31, 2026, the applicable Accounting Standards
have been followed along with proper explanation relating
to material departures, if any.

(b) that such accounting policies as mentioned in the Notes to
the Financial Statements have been selected and applied
consistently and that judgments and estimates have been
made that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the Bank as at March
31, 2026, and of the profit of the Bank for the year ended on
that date.

(c) t hat proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Bank and for preventing and
detecting fraud and other irregularities;

(d) that the Annual Financial Statements have been prepared on
a 'going concern' basis;

(e) that proper internal financial controls were in place and that
the financial controls were adequate and operating effectively;

(f) that systems to ensure compliance with the provisions of
all applicable laws were in place and were adequate and
operating effectively.

Annual Return

Pursuant to Section 92(3) read with Section 134(3) (a) of the
Companies Act, 2013, the Annual Return of the Bank as on March
31, 2026, in the prescribed Form MGT-7 is available on the Bank's
website at:

https://www.indusind.bank.in/in/en/investors/investor-landing/

investor-resources.html#Policies-&-codes

Particulars of Employees

The Bank had 46,694 employees on its rolls as on March 31, 2026.

122 employees employed throughout the year were in receipt
of remuneration of ?1.02 crores per annum or more, and 70
employees employed for the part of the FY 2025-26 were in receipt
of remuneration of ?8.50 lakh per month or more.

The information containing particulars of employees pursuant
to Section 197 of the Companies Act, 2013 read with Rule 5(2) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 forms part of this Report. However, the
above details are not being sent along with this Annual Report to
the Members of the Bank in line with the provision of Section 136 of
the Companies Act, 2013. Members who are interested in obtaining
the details may please send an email to the Secretarial Team at

investor@indusind.com/companvsecretarv®indusind.com

None of the employees hold (by himself or along with his spouse
and dependent children) more than two percent of the Equity
Share Capital of the Bank.

Details pursuant to remuneration of Directors and Employees in
terms of Section 197 (12) of the Companies Act, 2013 read with
Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 including the Companies
(Appointment and Remuneration of Managerial Personnel)
Amendment Rules, 2016, are given at Annexure V which forms an
integral part of this Integrated Annual Report.

Policy on Remuneration to Non-Executive
Directors

The Bank has formulated and adopted a Policy on Remuneration
to Non-Executive Directors of the Bank in accordance with the
RBI's circulars on 'Corporate Governance in Banks - Appointment
of Directors and Constitution of Committees of the Board' (dated
April 26, 2021) and 'Review of Fixed Remuneration granted to Non¬
Executive Directors (NEDs)' (dated February 9, 2024).

All Non-Executive, Independent Directors of the Bank were paid
Fixed Remuneration and Sitting Fees for attending Board and
Committee meetings during the year under review.

The annual remuneration payable to a single Non-Executive
Director of the Bank did not exceed 50% of the total annual
remuneration payable to all Non-Executive Directors.

No Stock Options were granted to the Non-Executive Directors.
The 'Policy on Remuneration to Non-Executive Directors' is hosted
on the Bank's website at:https://www.indusind.bank.in/in/en/
investors/investor-landing/investor-resources.html#Policies-&-
codes

Details of remuneration paid to the Non-Executive, Independent
Directors, the Managing Director & CEO and Whole-time
Director (Executive Director) of the Bank, are given under the
Corporate Governance Report, which forms part of the Integrated
Annual Report.

Particulars of Loans, Guarantees or Investments
outstanding

Pursuant to Section 186(11) of the Companies Act, 2013, loans made,
guarantees given, securities provided or acquisition of securities
by a banking company in the ordinary course of its business are
exempted from the disclosure requirement under Section 134(3)

(g) of the Companies Act, 2013.

Particulars of Contracts or Arrangements with
Related Parties

All transactions entered with 'Related Parties' during the year
under review were conducted on an 'arm's length basis' and in
the 'ordinary course of business' of the Bank, and therefore do not
attract the provisions of Section 188 of the Companies Act, 2013.

Further, there are no materially significant Related Party
Transactions entered by the Bank during the year under review,
with any of its Related Parties, viz., Promoters, Directors, Key
Management Personnel, Subsidiary and other related entities
including IMFS, an Associate Company, which may have potential
conflict with the interest of the Bank at large.

In view of the above, the disclosure under Form AOC-2 is not
applicable to the Bank.

The Policy on Related Party Transactions as approved by the Board
of Directors has been hosted on the Bank's website at:

https://www.indusind.bank.in/content/dam/indusind-corporate/

investor-resource/PoliciesoftheBank/Related-Party-Transaction-

Policy.pdf

Consolidated Financial Statements

In accordance with Section 129 (3) of the Act, Consolidated Financial
Statements of IndusInd Bank Limited ('the Bank'), Bharat Financial
Inclusion Limited (formerly known as IndusInd Financial Inclusion
Limited) ("BFIL") ("the Subsidiary") and IndusInd Marketing and
Financial Services Private Limited ("IMFS") ("the Associate") has
been prepared and is included in the Integrated Annual Report.

In accordance with Section 136(1) of the Companies Act, 2013,
the Integrated Annual Report of the Bank, containing therein its
Standalone Financial Statements and the Consolidated Financial
Statements and all other documents required to be attached
thereto has also been hosted on the Bank's website at:

https://www.indusind.bank.in/in/en/investors/investor-landing.

html

Further, the Audited Annual Accounts of the Subsidiary of the Bank
has been hosted on the Bank's website at:

https://www.indusind.bank.in/in/en/investors/investor-landing.

html

In the preparation of the Consolidated Financial Statements,
the Standalone Financial Statements of BFIL, the wholly-owned
subsidiary for the year ended March 31,2026, have been considered
on a line by line basis by adding together like items of assets,
liabilities, income and expenses, in accordance with AS 21.

In accordance with AS 23, the Standalone Financial Statements of
IMFS, an associate in which the Bank has a 30% stake, has been
considered in the Consolidated Financial Statements by adopting
'Equity Method'.

Indian Accounting Standards (Ind AS)

The Reserve Bank of India (RBI) issued a circular in February 2016,
requiring Scheduled Commercial Banks to implement Indian
Accounting Standards (Ind AS) from April 1, 2018. Vide a press
release dated 05 April 2018 the implementation was deferred
by one year. The legislative amendments recommended by the
Reserve Bank towards implementation of Ind AS are still under
consideration of the Government of India. Accordingly, RBI had,
through a notification dated March 22, 2019, deferred the Ind AS
implementation until further notice.

Pursuant to the RBI Circular dated February 11, 2016, the Bank had
formed a Steering Committee, comprising members from cross¬
functional areas, for the purpose of reviewing and monitoring the
progress of implementation. The Bank had set up a Working Group
under the guidance of the Steering Committee and has conducted
Gap Assessment and identified the differences between the current
accounting framework and Ind AS, including the identification of
the accounting policy options provided under Ind AS 101, First
Time Adoption.

The Audit Committee of the Board of Directors has an oversight on
the progress of the Ind AS implementation. In accordance with RBI
directions, the Bank has been submitting half yearly standalone pro
forma Ind- AS financial statements along with other computations
to the RBI, from time to time.

Corporate Social Responsibility and Sustainability
Corporate Social Responsibility

IndusInd Bank's Corporate Social Responsibility (CSR) strategy for
FY 2025-26 is purposefully aligned to address critical development
challenges while advancing 11 of the 17 United Nations Sustainable
Development Goals (SDGs). The Bank adopts a structured, impact-
led approach, delivering programs across India in partnership with
NGOs, community institutions, and government stakeholders.

CSR initiatives are anchored across two portfolios: (i) the Holistic
Rural Development Programme (HRDP)—the Bank's flagship
integrated rural development model, and (ii) the Strategic
Portfolio—focused, thematic interventions with defined outcomes.

The 'Holistic Rural Development Program', aligned with NITI
Aayog's 'Transformation of Aspirational Districts' initiative drives
integrated economic empowerment across five aspirational
districts—Dharashiv (Maharashtra), Bahraich (Uttar Pradesh),
Begusarai (Bihar), Baran (Rajasthan), and Virudhunagar (Tamil Nadu).
The programme delivers measurable improvements in income
and quality of life through water and soil management, WASH
innovations, farm and non-farm livelihoods, FPO development,
entrepreneurship, financial inclusion, and convergence in health,
education, and infrastructure. Climate resilience and women's
economic empowerment remain central. In FY 2025-26, the
programme directly impacted over 1.02 lakh households.

During the year under review, a midline assessment of the
HRDP Program was conducted. It highlighted strong progress
toward improved livelihoods among multidimensional poverty
households across the five aspirational districts. Cumulatively,
direct livelihood enhancement support has been provided to over
1.38 lakh households, with an overall reach of ~3 lakh households.
The program has built a comprehensive ecosystem spanning
agriculture, water, livelihoods, skilling, and social protection,
enabling sustainable and scalable rural transformation and
resulting in a ~30% increase in average annual household income
across intervention areas.

Findings from the three-year assessment demonstrate clear
improvements in income, resilience, and access to essential
services. Intervention districts have outperformed control
districts, with diversified income sources, improved irrigation,
enhanced access to formal credit, and reduced vulnerability
to health shocks. The data validates a shift from subsistence to
more resilient and market-linked rural livelihoods, supported by
integrated interventions across water, agriculture, livestock, and
financial inclusion.

The exit strategy of HRDP focused on gradual transfer of
responsibilities to community institutions, Gram Panchayats,
government systems, and trained local resource persons.
Throughout the implementation period, the project emphasized
institution building and capacity strengthening to minimize
dependency on external support. The systems, institutions, and
capacities developed during the project period are expected to
continue contributing toward improved livelihoods, better service
access, environmental sustainability, and community resilience in
the years ahead.

The Strategic Portfolio delivers targeted interventions across four
pillars—Sustainable Environment, Inclusive Sports, Education
& Employability, and Livelihood Enhancement (through Bharat
Sanjeevani)—impacting over 24.23 lakh beneficiaries during
the year.

Under Sustainable Environment, the Bank advances water
stewardship and renewable energy adoption. In FY 2025-26,
interventions restored 3724 hectares of land, created 8.76
lakh cubic meters of water storage and benefited over 74,280
beneficiaries, while also dispensing 6.88 lakh litres of safe
drinking water. Renewable energy initiatives strengthened rural
infrastructure, including solar installations across schools and
Gram Panchayat libraries. Notably, 31 libraries in Haryana were
solar-powered, enabling improved learning environments and
generating an estimated 1.5 lakh kW of green energy annually.
Solar street lighting initiatives were also deployed in vulnerable
regions, with further scale-up underway.

The Bank continues to lead in promoting inclusive sports by
enabling equitable access and excellence across athletics, wrestling,
para-sports, and blind cricket. Its sustained investments since
2022 in women's blind cricket—spanning infrastructure, training,
visibility, and livelihood support have yielded historic outcomes.
In FY 2025-26, the Indian Women's Blind Cricket Team won the
inaugural Women's T20 World Cup. Concurrently, supported
athletes secured over 270 national and international medals,
including podium finishes at global wrestling championships,
reinforcing the Bank's commitment to high-performance pathways
and inclusivity.

The Education and Employability portfolio expanded its footprint
through focused interventions in foundational literacy and
numeracy (FLN) and remedial education, reaching over 60,000
students across 630 schools and building capacity among 1,790
teachers. The Bank further strengthened its programmes for
entrepreneurship and skilling, supporting 7600 entrepreneurs,
including 6800 women entrepreneurs and 2260 armed forces
veteran who are exploring a second inning as entrepreneurs.
Alongside these efforts, targeted initiatives benefited 1,110
persons with disabilities, enhancing employability and enabling
more competitive participation and financial independence
across sectors.

Bharat Sanjeevani continues to drive livelihood enhancement
for small and marginal livestock farmers, delivering veterinary
services such as artificial insemination, vaccination, deworming,
and emergency support. The programme received global
recognition at the International Dairy Federation World Dairy
Summit 2025 for innovation in sustainable animal care. Building
on this institutional foundation and proof of concept, Bharat
Sanjeevani 2.0, implemented in partnership with the Ministry of
Rural Development, Government of India, has been scaled into a
multi-state national platform across eleven states, with cumulative
outreach exceeding 3 lakh farmers (direct interventions) with a
livestock coverage base of over 20 lakh animals. The architecture
addresses systemic deficits across veterinary access, organised
market linkages, and producer-level income realisation through
a federated institutional ecosystem comprising the community-
based Pashu Sakhi cadre, producer collectives, and the State-
Level Livestock Marketing Federation (SLLMF) as the apex
aggregation entity. Women-led enterprise consolidation is being
institutionalised through SHE-LiFE (Self-Help Entrepreneurs in
Livestock and Farm Enterprises) and the convergent SHE-MART (Self¬
Help Entrepreneurs, Marketing Avenues for Rural Transformation)
framework. In alignment with DAY-NRLM 2.0, the One Nation One
Pashu Sakhi (ONOPS) platform, currently under pilot deployment,
is being engineered to enable geo-tagged service-event logging,
longitudinal livestock life-cycle traceability, and frontline cadre

performance analytics, embedding transparency, operational
efficiency, and evidence-based programme governance at scale.

During FY 2025-26, the Bank's Employee Volunteering initiatives
were anchored in environmental sustainability, with a focused
approach towards driving meaningful and measurable impact.
The key initiative during the year was a multi-city tree plantation
drive conducted across 19 cities through 20 volunteering events.
This cumulative effort of 1274 volunteers (738 employees and
536 family members), contributing over 3940 volunteering hours
resulted in plantation of over 8,000 saplings, with an estimated
environmental impact of 102 metric tonnes of carbon offset and
119 metric tonnes of oxygen generation over a three-year period.

In addition, the Bank continued to promote awareness and
encourage sustainable behaviour among employees through a
series of internal communications and webinars aligned with the
Government of India's Mission LiFE (Lifestyle for Environment)
initiative. These engagements focused on building awareness on
environmental challenges and equipping employees with practical
ways to adopt sustainable practices in their daily lives, thereby
extending the impact beyond the workplace into communities.

Through these initiatives, the Bank continues to encourage
employee participation in socially relevant causes and foster a
culture of responsible citizenship.

Under "Other Areas," the Bank continues to support healthcare
access and extends assistance to Armed Forces veterans, widows,
and their families, reaffirming its commitment to social equity and
national service.

Collectively, these interventions reflect a consistent, outcome-
oriented CSR approach, delivering measurable social impact while
advancing inclusive and sustainable development at scale.

As per the requirements of Section 135 of the Companies Act, 2013
and CSR Rules 2014, the Bank has a Board-level CSR & Sustainability
Committee to look after the CSR initiatives. The Bank's CSR
governance structure includes a dedicated CSR Committee at the
Board level, and a specialized CSR Department responsible for
execution and monitoring. This multi-tiered approach ensures
that the CSR activities are effectively managed and aligned with
the Bank's strategic objectives.

The composition of the CSR & Sustainability Committee is in
accordance with Section 135 of the Companies Act, 2013.

Attendance of Directors in the CSR & Sustainability Committee is
given in the Report on Corporate Governance.

The Bank also emphasizes transparency and accountability in its
CSR operations. Regular monitoring, qualitative and quantitative
assessments, and periodic reporting ensure that the initiatives are
on track and deliver the intended impact.

The CSR Initiatives / Projects are undertaken by the Bank are in
accordance with Schedule VII of the Companies Act, 2013.

The Companies, on the basis of criteria prescribed under Section
135 of the Act, are required to spend at least two per cent of
their Average Net Profits made during the three immediately
preceding financial years, in pursuance of their Corporate Social
Responsibility Policy. Accordingly, the Bank spent INR 166.77 crores
against adjusted 2% budget of INR 165.65 crores, towards various

CSR activities specified in Schedule VII of the Companies Act, 2013.
Unspent amount of INR 31.31 crore has been allocated for ongoing
projects and will be spent in line with the MCA requirement. The
Bank has an excess spend of INR 1.12 crore arising out of CSR
expenditure for FY 2025-26 and the same would be available for
a set-off against the CSR spending requirement for succeeding
financial year(s).

The Report on CSR activities undertaken by the Bank during the
year under review, is set out at Annexure VI and forms an integral
part of this Report.

The CSR Policy, is framed basis the activities permitted under
Schedule VII of the Companies Act, 2013. Details of the CSR Policy
and initiatives adopted by the Bank on CSR, are available on Bank's
website at:

https://www.indusind.bank.in/in/en/csr-home/our-approach/csr-

policy.html

Sustainability

The Bank recognizes that sustainable practices are vital for
long-term success. Guided by the principle "Good Ecology is
Good Economics," the Bank is committed to adopting business
products, practices, processes, and operations that reflect this
enduring belief.

The Bank embeds sustainability into every facet of its operations,
supported by a robust governance structure. At the apex is the
CSR and Sustainability Committee of the Board, followed by the
Sustainability Council and the centralised Sustainability Unit.
These bodies work in concert with various stakeholders to develop
the Environmental, Social, and Governance (ESG) strategy for
each department.

Strategic planning at IndusInd Bank occurs in three-year cycles,
with the current cycle, Planning Cycle-6 (PC6), covering FY 2023-24
to FY 2025-26. One of the key pillars of this cycle is 'Imbibing ESG
into Business.'

Our approach to sustainability emphasizes integrating ESG principles
into our product offerings for both retail and corporate sectors. By
identifying opportunities and developing innovative products,
the Bank demonstrates its commitment to sustainability. As a
responsible lender, IndusInd Bank incorporates ESG considerations
into its wholesale banking Credit Approval process and offers various
Sustainability linked products and solutions to its clients.

The Bank's dedication to sustainability is unwavering, ensuring that
its business operations contribute positively to the environment
and society while delivering economic value.

Business Responsibility and Sustainability Report
(BRSR)

As per the SEBI Listing Regulations, the Business Responsibility
and Sustainability Report ("BRSR") shall form part of the
Directors' Report.

In accordance with the SEBI Listing Regulations, the Business
Responsibility and Sustainability Report (BRSR) for FY 2025-26 is
included in this Integrated Annual Report. This report details the
Bank's initiatives from an environmental, social, and governance
(ESG) perspective, providing insights into various ESG activities

adopted by the Bank. The BRSR reflects the Bank's performance
against the principles of the 'National Guidelines on Responsible
Business Conduct,' enabling Members to understand our
comprehensive ESG efforts.

In view of the above and in compliance with Regulation 34 (2) (f)
of the SEBI Listing Regulations, the BRSR, has been hosted on the
Bank's website at:

https://www.indusind.bank.in/in/en/sustainability/esg-ratings-

and-reporting.html

Corporate Governance

The Bank believes that Corporate Governance is a reflection of
its value system, encompassing its culture, its policies, and its
relationships with the stakeholders. Responsible and ethical
corporate conduct is integral to the way the Bank does its business.

The Bank also believes that consistent implementation of good
corporate governance practices contributes towards developing
and sustaining the best operating systems and processes.

Integrity, transparency and accountability are the basic tenets
of Corporate Governance. The Bank acknowledges the need
to uphold the integrity of every transaction it enters into, and
believes that honesty in its internal conduct would be judged by
its external behavior.

The Bank has adopted the industry best practices of Corporate
Governance and aims to continue banking on the highest
principles of governance and ethics. At IndusInd Bank, Corporate
Governance is more than just adherence to the statutory and
regulatory requirements. It is equally about focusing on voluntary
practices that underlie the highest levels of transparency.

The Governance framework is driven by the objective of enhancing
long-term stakeholder value, without compromising on Ethical
Standards and Corporate Social Responsibilities. The Bank's
guiding principles are also articulated through its Code of Business
Conduct and various initiatives taken to maintain transparency by
communicating with the Shareholders on developments in the
Bank. The Bank has also set up various sub-Committees of the
Board to bring in more efficacy and transparency in the workings.

The Bank continues to focus on better, complete and timely
disclosures to the Stock Exchanges for dissemination to the
Stakeholders. Detailed disclosures regarding corporate governance
are provided in the Corporate Governance Report, which forms
part of the Integrated Annual Report.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report, as prescribed
under Regulation 34(2)(e) of the SEBI Listing Regulations, forms
part of the Integrated Annual Report.

Significant and Material Orders Passed by
Regulators or Courts or Tribunal Impacting the
'Going Concern' Status and Operations of the
Bank

During FY 2025-26, there were no significant and material Orders
passed by the Regulators / Courts / Tribunal that would impact
the 'going concern' status of the Bank and its future operations.

Material Events that have happened after the
Balance Sheet date

No material changes and commitments affecting the financial
position of the Bank have occurred between the end of the
financial year of the Bank to which the Financial Statements relate
and the date of this Integrated Annual Report.

Awards and Accolades
Q1

1. Awarded at the Digital Payments Award Ceremony 2023-24
in the Private Sector Bank category.

2. Winner of Infosys Finacle Innovation Awards for Corporate
Banking Innovation.

3. Awarded Best Innovation In User Experience of the Year at
the India Banking Summit 2025.

Q2

1. Paris 2024 Paralympic Games campaign - #harkadamjeetka
recognized for its innovation, impact, and effectiveness at
Pitch BFSI Marketing Awards 2025.

2. 'INDIE For Business' secured Gold for Digital transformation
at SKOCH Awards.

Q3

1. Winners at BW Businessworld Supply Chain Management
Leadership Award 2025.

2. Campaign #celebrationzaroorihai, won e4m DigiOne Award
in the 'Best Brand Integration' category.

3. Bharat Sanjeevani, a CSR initiative has been awarded the
prestigious International Dairy Federation World Dairy
Summit 2026 Award, under the category "Sustainable
Farming Practices: Innovation in Animal Care in Farming."

Q4

1. Prestigious recognitions including 'Best Technology Bank'
(winner) at the Indian Banks' Association's (IBA) 21^st Annual
Banking Technology Awards 2025.

2. Campaign #dropthelabel, won Silver at the 5^th edition of the
Impact Digital Influencer Award.

3. Recognized at ICC Social Impact Awards 2026 for impact-
led initiatives: the Integrated Water Resource Management
Programme (IWRMP), Mahad, Maharashtra (Winner), and the
Para Champions Programme (PCP) (Special Jury Award).

4. CSR & Sustainability Award 2026 in the Conservation of
National Heritage category for our Sustainable Environment
Project - Restoration of Hauz-i-Shamsi Lake, at the National
Conclave on "Mission Viksit Bharat @2047".

Policy on Prevention, Prohibition and Redressal
of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

The Bank has complied with the extant provisions relating to the
constitution of Internal Committees under the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

The disclosures relating to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013, is
included in the Corporate Governance Report, which forms an
integral part of the Integrated Annual Report.

Compliance to the provisions relating to the
Maternity Benefits Act, 1961 (now Code on social
Security, 2020)

The Bank has ensured the compliance to the provisions pertaining
to the benefits provided under The Maternity Benefit Act,1961.

Annexures

The following documents are annexed to the Directors' Report:

(i) Certificate on Declaration of Independence of Directors from
Company Secretary in Practice.

(ii) Certificate from Secretarial Auditor on disqualification
of directors pursuant to Regulation 34(3) of the SEBI
Listing Regulations.

(iii) Secretarial Audit Report of the Bank, for the financial year
ended March 31, 2026.

(iv) Statutory Disclosures regarding administration of ESOPs for
the financial year ended March 31, 2026.

(v) Disclosure on remuneration pursuant to Section 197 of the
Companies Act, 2013 read with Rule 5 (1) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014.

(vi) Annual Report on CSR activities undertaken by the Bank
during the financial year ended March 31, 2026, in terms of
Notification dated January 22, 2021, issued by the MCA

Acknowledgements

The Directors are grateful to the Shareholders for the trust and
confidence reposed by them in the Bank.

The Directors are also g rateful to the RBI, the Ministry of Corporate
Affairs, Securities and Exchange Board of India, Insurance
Regulatory and Development Authority and the Stock Exchanges,
for the guidance and support extended by them to the Bank.

The Board expresses its deep sense of appreciation to all employees
for their excellent performance, strong work ethic, and untiring
commitment, which qualities have contributed to the Bank's
continued progress in a challenging environment.

The Board thanks its valued Customers for their patronage,
and looks forward to the growing of this mutually supportive
relationship in future.

For and on behalf of the Board of Directors

Place: Mumbai

Date: August 4, 2026 sd/-

Arijit Basu

Chairman
DIN: 06907779