Notice of the 28th Annual General Meeting of the Company scheduled to be held on August 31, 2026

Augu0s3t2, 0 26 TheB SEL imited TheN atioSntaolcE kx chanogfIe n dia CorpoRrealtaet ioDnesphairpt mentL imited PhirJoezeej eeTbohwoeyr s, ExchanPglea zCa-,1B ,l oGc,k DalalS treet, Bandra-KCuormlpal ex. Mumbai-4 000 01 Bandr(aE M)u,m bai-4 000 51 SCRICPO DE5:4 3066 SYMBOSLB:I CARD SECURIETqYu:i Sthya res/DebenStEuCrUeRsI ETqYu:i Sthya res DearS irs, ReN:o tiocfte h 2e8 thA nnuGaeln erMaele ting Pleafisnede nclohseerde wtihtNeho tiocfte h2 e8t hA nnuGale neMreaelt sicnhge duled tob eh elodnF ridAayu,g u3s1t2, 0 2a6t1 1:A0.0M (.1 StTh)r ouVgihdCe oon ferencing (VC)/OAtuhdeiVroi suMaelan s( OAViMn)a ccordwanicteth h ree levcanitr culars issubeytd h Mei nisotfCr oyr poArffaatie(r MsC Aand) Securanidt iEexsc hanBgoea rd ofI nd(iSaE BI). Thes aiNdo tiocfAe G Mi sa lsboe imnagd aveai labolnet hCeo mpanyw'esb sii.tee. www.sbicard.com. Kindtlakyet hseam eo nr ecord. Thankiynogu , Yourfsai thfully, FoSrB IC ardasn dP aymeSnetrv icLeism ited PayaMli ttaClh habra ChiCeofm pliaOnfcfiec& e Cro mpaSneyc retary Dat&e T imoef e ven-tA:u gu0s3t2, 0 2a6t a rou0n9d:3 9 PM Encl:.aa 55c1a radnsPd a yme5netr viLcteds. DLIFn fiTonwietTryos w,Ce ,r Te1l8.0:0 1801290 RegisOtfefriecde , 12tFhl oBolro,2c ,Bk u il3d,i ng Emaciuls:t omercare@sbUinc4ia0t&r1 4 d 0.2c,oF ml4 otAohgr g,a rMwialll eTnonwieurm, DLCFy bCeirtG yu,r ug-1r2a2m0 02W,e bssibtiec:a rd.com E1 2,,3N,e tSaujbih PalsahWc aez,i rNpeuwDr e,l- 1h1i0 034 HaryIanndai,a CI-NL 6599199D9L8 PLC093849 Notice SBI CARDS AND PAYMENT SERVICES LIMITED CIN: L65999DL1998PLC093849, Website: www.sbicard.com E-mail ID: investor.relations@sbicard.com Registered Office: Unit 401 & 402, 4th Floor, Aggarwal Millennium Tower E-1,2,3, Netaji Subhash Place, Wazirpur, New Delhi 110 034, India; Phone: +91 (11) 6126 8100 Corporate Office: 2nd Floor, Tower-B, Infinity Towers, DLF Cyber City, Block 2 Building 3, DLF Phase 2, Gurugram, Haryana 122 002, India; Phone: +91 (124) 458 9803 NOTICE Notice is hereby given that the 28th Annual General Meeting amendment(s), variation(s) or re-enactment(s) thereof for (‘AGM’) of the Members of SBI CARDS AND PAYMENT the time being in force) and the Related Party Transactions SERVICES LIMITED (‘SBICPSL’ or ‘the Company’) will be held on Policy of the Company, and subject to such approval(s), Monday, August 31, 2026 at 11:00 A.M. (IST) through Video consent(s), permission(s) as may be necessary from time Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’), in to time and basis the approval and recommendation of accordance with the relevant circulars issued by the Ministry the Audit Committee of the Company, the Members of of Corporate Affairs and Securities and Exchange Board of India the Company do hereby accord approval to the Board in this regard, to transact the following business: of Directors of the Company (hereinafter referred to as the “Board” which term shall be deemed to include any ORDINARY BUSINESS: committee(s) constituted/to be constituted by the Board, 1. Adoption of Financial Statements from time to time, to exercise its powers conferred by this resolution), for entering into and/or carrying out and/or To consider and adopt the Audited Financial Statements continuing with contracts, arrangements and transactions of the Company for the financial year ended March 31, (whether individual transaction or transactions taken 2026, together with the report of the Board of Directors together or series of transactions or otherwise) from the and Auditors thereon along with the comments of the date of this 28th Annual General Meeting and upto the Comptroller and Auditor General of India (CAG). date of the next annual general meeting of the Company 2. Fixing of Auditors Remuneration for a period not exceeding fifteen months with State Bank of India (“SBI”), being a related party of the Company in To authorize the Board of Directors to fix the remuneration/ terms of section 2(76) of the Act and Regulation 2(1)(zb) fees of the Statutory Auditors (Single or Joint Auditors) of the Listing Regulations, whether by way of renewal(s) of the Company, as may be appointed by the Comptroller or extension(s) or modification(s) (i.e. not falling under and Auditor General of India (CAG), for the financial year the purview of the material modification defined by the 2026 -27. Audit Committee) of earlier contract /arrangements/ transactions or otherwise, with respect to (i) Banking 3. Confirmation of payment of the Interim Dividend services/Cash management services/ Transaction for FY 2025-26 Banking services/ Bank Charges/ Fee & Commission (ii) To confirm the payment of Interim Dividend of ` 2.50 Banking facilities including fund-based credit limits for (i.e. 25%) per equity share of ` 10 each, for the financial all forms of borrowings (loan transactions)/ Debentures year ended March 31, 2026, as declared by the Board and Non-fund based credit limits for Foreign Exchange/ of Directors. Derivatives/ Bank Guarantee/ Interest Expense/ Finance Charges etc (iii) Investment Transactions including Fixed SPECIAL BUSINESS: Deposits/ Purchase of bonds and G-Secs/T Bills etc and 4. To consider and approve the Material Related interest thereon (iv) Advertisement/Marketing/Sourcing Party Transactions with State Bank of India of Cards/Sales Promotion /Collection (v) Payment of To consider and if thought fit, to pass with or without Royalty (vi) Corporate Card facility/Loans and Advances modification(s), the following resolution as an Ordinary (vii) Contribution to other funds (viii) Cost allocation/ Resolution(s): Infrastructure sharing/Rentals/Leases and other arrangements/ transactions including transactions as “ RESOLVED THAT pursuant to the provisions of may be disclosed in the notes forming part of the financial Regulation 23 of the Securities and Exchange Board of statements for the relevant period, notwithstanding the India (Listing Obligations and Disclosure Requirements) fact that all such aforementioned transactions from the Regulations, 2015 (hereinafter referred to as “Listing date of this 28th Annual General Meeting and upto the Regulations”), and any other applicable laws/statutory date of the next annual general meeting of the Company provisions, if any, (including any statutory modification(s), for a period not exceeding fifteen months, may exceed the thresholds as specified under Listing Regulations, or any and to delegate all or any of its powers herein conferred other materiality threshold as may be applicable under to any Committee of Directors and/or Director(s) and/ law/ regulations from time to time, provided, that the or Officer(s) of the Company, to give effect to this contracts/arrangements/transactions shall be carried out resolution.” at an arm’s length basis and in the ordinary course of business of the Company. By Order of the Board of Directors For SBI Cards and Payment Services Limited R ESOLVED FURTHER THAT the Members of the Company do hereby accord approval to the Board to sign and execute all such documents, agreements and writings Payal Mittal Chhabra and to do all such acts, deeds, matters and things as may Date: July 25, 2026 Chief Compliance Officer and be deemed necessary, expedient and incidental thereto Place: Gurugram Company Secretary 02 SBI Cards and Payment Services Limited Notice NOTES: of the Companies Act, 2013 (“Act”), the Register of Contracts or Arrangements in which the directors are 1. The Ministry of Corporate Affairs, Government of India interested, maintained under Section 189 of the Act (the “MCA”) vide its General Circular No. 03/2025 dated and the Certificate from the Secretarial Auditors of the September 22, 2025 read together with General Circular Company pursuant to Regulation 13 of the SEBI (Share No. 20/2020 dated May 5, 2020, General Circular No. Based Employee Benefits and Sweat Equity) Regulations, 17/2020 dated April 13, 2020 and General Circular 2021, will be available electronically for inspection by the No. 14/2020 dated April 8, 2020 and other circulars m [Showing first 8,000 characters — download PDF for full document]