NSEOutcome of Board Meeting2d ago · 29 Oct 2026, 06:42 pm

Outcome of Board Meeting

Capital Small Finance Bank Limited · CAPITALSFB

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Capital Small Finance Bank Limited has informed the Exchange regarding Outcome of Board Meeting held on October 29, 2026. The Board approved the Un-audited Financial Results of the Bank for the period ended September 30, 2026, deferred the proposal regarding the issuance of Unlisted, Unsecured Redeemable Non-Convertible Lower Tier-II Basel II Compliant Bonds 2026-27, approved the amendment in CSFB ESOP Plan for Material Risk Takers, recommended the regularization of appointment of Mr. Joseph Conrad Agnelo D’souza as Non – Executive Independent Director of the Bank, and approved the re-appointment of Mr. Nageswara Rao Yalamanchili as Non – Executive Independent Director of the Bank.

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Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact5/10
Market Sentiment5/10

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Capital Small Finance Bank Limited has informed the Exchange regarding Outcome of Board Meeting held on October 29, 2026.

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CAPITALSFB_29102026183944_outcomesigned.pdf

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CSFB No. 2026-27/346 October 29, 2026 BSE Limited National Stock Exchange of India Limited Listing Compliance The Listing Department, Phiroze Jeejeebhoy Towers Exchange Plaza, Dalal Street Bandra Kurla Complex, Mumbai 400 001 Mumbai - 400 051 Maharashtra Maharashtra Scrip Code: 544120 Symbol: CAPITALSFB Subject: Outcome of Board Meeting of Capital Small Finance Bank Limited ("the Bank") held on October 29, 2026 Ref: Regulation 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") Respected Sir/Madam, In continuation to our letter dated October 14, 2026 and October 23, 2026 intimating about the Board meeting, it is hereby informed that the Board of Directors of the Bank at its meeting held October 29, 2026 has inter-alia, considered the following: 1. Approved the Un-audited Financial Results of the Bank for the period ended September 30, 2026. A copy of Unaudited financial results of the Bank for the period ended September 30, 2026 along with the Limited review report thereon issued by M/s GSA & Associates LLP, Chartered Accountants, Statutory Auditors of the Bank and the line items prescribed under the Listing Regulations is enclosed herewith as Annexure – 1. The Financial Results are being uploaded on the website of the Bank at the link https://www.capital.bank.in/investors/financial-results and will also be published in the newspapers. Further, Investor Presentation of the above mentioned Results is enclosed herewith as Annexure – 2 and the same may also be accessed on the website of the Bank at the link: https://www.capital.bank.in/investors/financial-results 2. Deferred the proposal regarding the issuance of Unlisted, Unsecured Redeemable Non- Convertible Lower Tier-II Basel II Compliant Bonds 2026-27(“NCDs”) in the nature of debentures of face value ₹1.00 LAC (Rupees One Lac) each for cash at par aggregating upto ₹30.00 crores with green shoe option of ₹20.00 crores total aggregating upto ₹50.00 Crores (Rupees Fifty Crores Only) (Series XXII) on private placement basis. After due deliberation and consideration of the prevailing circumstances, the Board decided not to proceed with the proposal at this time. The matter may be reconsidered by the Board at an appropriate time, subject to the requirements of applicable laws and regulations and such approvals as may be required. 3. Approved the amendment in CSFB ESOP Plan for Material Risk Takers subject to approval of shareholders of the Bank. The details required as per SEBI Master Circular SEBI/ HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026 is enclosed herewith as Annexure - A. 4. Recommended the regularization of appointment of Mr. Joseph Conrad Agnelo D’souza (DIN: 00010576) as Non – Executive Independent Director of the Bank w.e.f September 28, 2026 for a period of 5 years, subject to the approval of the shareholders of the Bank. 5. Approved the re- appointment of Mr. Nageswara Rao Yalamanchili (DIN: 06651230) as Non – Executive Independent Director of the Bank for a second term of three consecutive years w.e.f June 29, 2027, subject to the approval of the shareholders of the Bank. Further, we hereby inform and confirm that Mr. Joseph Conrad Agnelo D’souza and Mr. Nageswara Rao Yalamanchili are not debarred from holding the office of director by virtue of order of SEBI or any other such authority. We are enclosing herewith relevant details of the aforesaid appointments as prescribed under the SEBI Listing Regulations read along with SEBI Master Circular SEBI/ HO/49/14/14(7)2025- CFD-POD2/I/3762/2026 dated January 30, 2026 (Annexure B). The above information is also available on the Bank’s website at www.capital.bank.in 6. Approved the Postal Ballot Notice. The Board meeting commenced at 03:00 p.m. and concluded at 06:20 p.m. We request you to take note of the results in terms of the all applicable provisions of the Listing Regulations. This is for your information and records. Thanking You, Yours faithfully, For Capital Small Finance Bank Limited Amit Sharma Company Secretary & Compliance Officer Membership No.: F10888 Encl: as above Annexure – A DETAILS AS REQUIRED UNDER REGULATION 30 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 READ WITH SEBI MASTER CIRCULAR SEBI HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 DATED JANUARY 30, 2026 IS AS BELOW: The proposed the increase in ESOP pool by issuing an amendment to the scheme. Sr. No. Particulars Disclosure 1. Brief details of options granted; No fresh grant being done Board of Directors recommended to increase the ESOP Pool from 1,00,000 to 1,80,000 option subject to shareholders approval 2. Whether the scheme is in terms Yes, Shareholders approval will be sought for the of SEBI (SBEB) Regulations, 2021 amendment to CSFB ESOP Plan for Material Risk Takers (if applicable) (MRTS) in respect to applicable ESOP Pool Clause(s). 3. Total number of shares covered No fresh grant being made. by these options Each option when granted confers a right upon the Grantee to apply for one Share in the Bank when vested. 4. Pricing formula Not Applicable since no grant being done at present The Exercise Price will be the face Value of shares i.e Rs. 10/- per share as per the ESOP Plan for Material Risk Takers. 5. Options vested Not Applicable at present 6. Time within which option may The Exercise period for the vested options will be 1 year be exercised from the date of vesting. 7. Options exercised Not Applicable 8. Money realized by exercise of Not Applicable options 9. the total number of shares Not Applicable (as no fresh grant and allotment) arising as a result of exercise of option 10. options lapsed Not Applicable (as no fresh grant and allotment) 11. variation of terms of options Not Applicable (as no fresh grant and allotment) 12. brief details of significant terms As per the CSFB ESOP Plan for Material Risk Takers (MRTs) and Term Sheet. 13. subsequent changes or Not Applicable cancellation or exercise of such options 14. Diluted earnings per share Not Applicable pursuant to issue of equity shares on exercise of options Annexure – B S. Particulars Details (Mr. Joseph Conrad Agnelo Details (Mr. Nageswara Rao No. D’souza) Yalamanchili) 1 Reason for change, viz., Appointment w.e.f September 28, Re - Appointment for a second term of appointment, 2026 for period of 5 years three consecutive years w.e.f June 29, re-appointment, 2027 resignation, removal, death or otherwise 2 Date of appointment/re- Recommended the regularization to Re –appointment as Non – Executive appointment, the shareholders as Non – Executive Independent Director Bank for a second cessation (as applicable) Independent Director w.e.f term of three consecutive years w.e.f & term of September 28, 2026 for period of 5 June 29, 2027, subject to the approval of appointment/re- years. the shareholders of the Bank. appointment 3 Brief Profile (in case of Mr. Joseph Conrad Agnelo D’souza Mr. Nageswara Rao Yalamanchili is a appointment) holds a Master’s Degree in Commerce, seasoned banker with over 36 years of a Master’s Degree in Business Managerial/ Executive/ Board level Administration, a Diploma in Financial experience. He holds bachelor degree in Management and is a Senior Executive commerce. He is Certified Associate Programme (“SEP”) graduate of the Institute of Bankers (CAIIB) and has done London Business School. Certificate Course in Computer Applications. He has over four decades of experience in banking and financial He has previously served as Executive services. He had a leadership role at Director in Vijaya Bank, Syndicate Bank HDFC Limited in the areas of Strategy, and Bank of Maharashtra. He was also Treasury, Operations, Investor associated as Director in Relations and New Initiatives. Vishweshwariah Grameena Bank. Mr. Joseph Conrad Agnelo D’souza He started his career with Vijaya Bank as was Member of Executive a Probationary Officer. During his tenure Management and Chief Inve [Showing first 8,000 characters — download PDF for full document]