Shareholders meeting

Secretarial Section Head Office, 57- V.E. Road, Thoothukudi – 628 002. ☏: 0461-2325136 e-mail: secretarial@tmbank.in CIN: L65110TN1921PLC001908 Ref.No.TMB.SE.47/2026-27 14.07.2026 The Manager The Manager National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, 5th Floor, Plot No. C/1, Phiroze Jeejeebhoy Towers, 'G' Block, Bandra - Kurla Complex, Dalal Street, Bandra (East), Mumbai - 400 051. Mumbai – 400 001. Ref: Symbol: TMB / Scrip Code: 543596 Dear Sir/Madam, Sub: Proceedings of the 104th Annual General Meeting of the Bank held on July 14, 2026 - Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) We wish to inform that the 104th Annual General Meeting (“AGM”) of the Members of the Bank was held on Tuesday, July 14, 2026, at 11:00 A.M. IST through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), in accordance with the circulars issued by the Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”). We hereby submit the proceedings of the 104th AGM of the Bank as required under Regulation 30, read with Schedule Ill - Para A (13) of Part A of the SEBI Listing Regulations. The proceedings of the 104th AGM is also hosted on the website of the Bank at www.tmb.bank.in Kindly take the information on record. Yours faithfully, For Tamilnad Mercantile Bank Limited Swapnil Yelgaonkar Company Secretary & Compliance Officer Secretarial Section Head Office, 57- V.E. Road, Thoothukudi – 628 002. ☏: 0461-2325136 e-mail: secretarial@tmbank.in CIN: L65110TN1921PLC001908 PROCEEDINGS OF THE 104th ANNUAL GENERAL MEETING OF THE TAMILNAD MERCANTILE BANK LIMITED HELD ON TUESDAY, JULY 14, 2026 AT 11.00 A.M. THROUGH VIDEO CONFERENCING (“VC”) / OTHER AUDIO-VISUAL MEANS (“OAVM”) Director’s present: 1) Shri.K.Ramachandran - Non-Executive Part-Time Chairman (Independent Director) 2) Shri.Salee S Nair - Managing Director & CEO 3) Shri.Vincent M. D. - Executive Director 4) Shri.A.Niranjan Sankar - Director / Chairman of the Stakeholders Relationship Committee 5) Shri.C.Chiranjeeviraj - Independent Director / Chairman of the Audit Committee 6) Shri.A.Shidambaranathan - Independent Director / Chairman of the Nomination & Remuneration Committee 7) Shri.K.V.Rama Moorthy - Director 8) Shri.S.R.Aravind Kumar - Director 9) Shri.R.Kodeeswaran - Director 10) Shri.S.Sridharan - Independent Director 11) Shri.R.Deepak Shankar - Independent Director 12) Smt.R.Kanagavalli - Independent Director KMP’s present: 1) Shri.Swapnil Yelgaonkar - Company Secretary 2) Shri.Sanjoy Kumar Goel - Chief Financial Officer Others attended through VC: 1) Representatives from M/s. Sundaram & Srinivasan, Chartered Accountants & M/s. Chandran & Raman, Chartered Accountants, Joint Statutory Central Auditors of the Bank. 2) Representatives from M/s.SPNP & Associates, Practicing Company Secretaries, Secretarial Auditor of the Bank. 3) Mr.D.Saravanan, Partner, M/s.Alagar & Associates LLP, Practicing Company Secretaries, Scrutinizer. Shri.K.Ramachandran, Non-Executive Part-Time Chairman (Independent Director) of the Bank chaired the meeting. The Chairman welcomed all the shareholders and informed that the 104th Annual General Meeting (“AGM”) of the shareholders of the Tamilnad Mercantile Bank Limited (the “Bank”) is being held through video conference in accordance with provisions of the Companies Act, 2013 and the Rules made thereunder, SEBI Regulations and circulars issued by the Ministry of Corporate Affairs. The requisite quorum being present in terms of the circulars issued by MCA and Section 103 of the Companies Act, 2013, the Chairman called the meeting to order. The Chairman informed that, with the consent of the shareholders, the Notice of the 104th AGM was taken as read. Secretarial Section Head Office, 57- V.E. Road, Thoothukudi – 628 002. ☏: 0461-2325136 e-mail: secretarial@tmbank.in CIN: L65110TN1921PLC001908 The Chairman then welcomed the Directors, Auditors and other officers to the 104th AGM of the Bank. Thereafter, the Chairman introduced all the Directors who had joined the AGM along with him and the Directors who have joined through VC. The Chairman of the Audit Committee, Nomination & Remuneration Committee and Stakeholders Relationship Committee were present at the AGM. The representatives of Statutory Central Auditors and Secretarial Auditors were also present for the meeting through VC. The Company Secretary, Shri. Swapnil Yelgaonkar, informed the shareholders that the facility for joining the meeting through VC was made available for the shareholders on a first-come-first-served basis. The Bank had provided the remote e-voting facility from July 11, 2026 [9:00 A.M. (IST)] to July 13, 2026 [5:00 P.M. (IST)] to cast the votes electronically on all resolutions set forth in the Notice of the 104th AGM. Shareholders who had not cast their votes electronically and who were participating in the AGM had an opportunity to cast their votes within 15 minutes after the conclusion of the meeting through the e-voting system provided by CDSL. The Board of Directors had appointed M/s.Alagar & Associates LLP, Chennai as the scrutinizer to supervise the e-voting process. The result of the voting of all resolutions would be announced by the Bank, within the regulatory timeline and would be made available on the website of the Bank, websites of stock exchanges (BSE and NSE) and on the website of CDSL. All documents referred to in the notice pertaining to the agenda set out in the notices / explanatory statements, the Register of Directors and Key Managerial Personnel, the Register of Contracts or Arrangements, were made available electronically for inspection, upon request by the shareholders during the AGM. It was also informed that, as the AGM was held through video conference, the facility for appointment of proxies by the shareholders is not allowed and hence, there is no proxy register for inspection at the meeting. Thereafter, the Chairman delivered his speech followed by the speech of Shri.Salee S Nair, Managing Director & CEO. The Chairman requested the Company Secretary to provide the summary of the Agenda Items. The following businesses as set out in the Notice of the 104th AGM, were transacted through remote e- voting and e-voting during the AGM. S.No. Resolution Type of Resolution Ordinary Business To receive, consider and adopt the Audited Financial Statements of the Bank for the year ended March 31, 2026 together with the reports 1. Ordinary Resolution of the Board of Directors and Auditor’s Report for the Financial Year 2025-26. Secretarial Section Head Office, 57- V.E. Road, Thoothukudi – 628 002. ☏: 0461-2325136 e-mail: secretarial@tmbank.in CIN: L65110TN1921PLC001908 S.No. Resolution Type of Resolution To re-appoint Shri.K.V.Rama Moorthy (DIN: 07034994) as a Non- 2. Executive Director who retires by rotation and being eligible, offers Ordinary Resolution himself for re-appointment. To approve and declare the final dividend of ₹12.50/- per equity share 3. having face value of ₹10/- each (i.e. 125% of face value) for the Ordinary Resolution financial year ended March 31, 2026. To re-appoint M/s. Sundaram & Srinivasan, Chartered Accountants, Chennai (Firm Registration No. 004207S) and M/s. Chandran & Raman, Chartered Accountants, Chennai (Firm Registration No. 4. Ordinary Resolution 000571S) as Joint Statutory Central Auditors of the Bank for the financial year 2026-27, for a total remuneration of ₹26,40,000/- each and reimbursement of other out of pocket expenses. Special Business To authorize the Board of Directors to appoint various statutory branch auditors to audit the accounts of the branches of the bank for the Ordinary Resolution financial year 2026-27 and fix their remuneration in consultation with Joint Statutory Central Auditors. To re-appoint Shri.C.Chiranjeeviraj (DIN: 08730382) as Non-Executive 6. Special Resolution Independent Direct [Showing first 8,000 characters — download PDF for full document]