Shareholders meeting

Karnataka Bank Ltd. Your Family Bank. Across India. Regd. & Head Office Phone : 0824-2228222 Post Box No.599, Mahaveera Circle E-Mail : comsec@ktk.bank.in Kankanady Website : www.karnatakabank.bank.in Mangaluru – 575 002 CIN : L85110KA1924PLC001128 SECRETARIAL DEPARTMENT HO:SEC:134:2026-27 Date: 31.08.2026 The Manager The Manager Listing Department Corporate Relationship Department National Stock Exchange of India Limited BSE Limited Exchange Plaza,C-1, Block G Phiroze Jeejeebhoy Towers Bandra-Kurla Complex, Bandra (E) Dalal Street MUMBAI - 400051 MUMBAI - 400001 NSE Scrip Code: KTKBANK BSE Scrip Code: 532652 Madam / Dear Sir, Sub: Notice of 102nd Annual General Meeting of the Bank Pursuant to Regulation 34 (1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice of 102nd Annual General Meeting of the members of the Karnataka Bank Limited scheduled to be held on Tuesday, September 22, 2026 at 11.00 AM IST through Video Conferencing (VC) / Other Audio Visual Means (OAVM). This Notice also forms part of the Integrated Annual Report for FY 2025-26. This notice is also hosted on the website of the Bank under the link given below: https://karnatakabank.bank.in/investors/agms-postal This is for your kind information and dissemination. Yours faithfully, Sham K Company Secretary & Compliance Officer Notice Regd. & Head Office Phone : 0824-2228222 Post Box. No.: 599, Mahaveera Circle E-Mail : comsec@ktk.bank.in Kankanady Website : www.karnatakabank.bank.in Mangaluru – 575 002 CIN : L85110KA1924PLC001128 NOTICE TO THE MEMBERS Notice is hereby given that the 102nd (One Hundred and Second) Annual General Meeting of the members of The Karnataka Bank Limited (“the Bank”) will be held through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) as given hereunder: Date: September 22, 2026 Day: Tuesday Time: 11:00 AM IST to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt: i. the Audited Standalone Financial Statements for the Financial Year ended March 31, 2026, together with the reports of the Auditors and the Directors thereon. ii. the Audited Consolidated Financial Statements for the Financial Year ended March 31, 2026 together with the reports of the Auditors and the Directors thereon. To consider and if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT the audited standalone and consolidated financial statements for the Financial Year ended March 31, 2026, together with the reports of the Auditors and the Directors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. To declare final dividend on equity shares for the Financial Year ended March 31, 2026. To consider and if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT the final dividend of H 5.00/- (Rupees Five only) per equity share of H 10.00/- (Rupees Ten only) each fully paid-up, on the equity shares of the Bank, as recommended by the Board of Directors, be and is hereby declared for the Financial Year ended March 31, 2026.” 3. To appoint a director in place of Mr. B R Ashok (DIN: 00415934), who retires by rotation and being eligible, offers himself for re-appointment. To consider and if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT pursuant to the provisions of Section 152 and any other applicable provisions of the Companies Act, 2013, Mr. B R Ashok (DIN: 00415934), who retires by rotation and being eligible and who has offered himself for re-appointment and recommended by the Nomination and Remuneration Committee of the Board and the Board of Directors for re-appointment, be and is hereby re-appointed as a Non-Executive, Non-Independent Director of the Bank, liable to retirement by rotation on such fees and remuneration which he is eligible to receive as a Director as the Board of Directors may approve from time to time and subject to such terms, conditions and limits, prescribed or as may be prescribed from time to time by the RBI or any statutory / regulatory authority and reimbursement of such expenses incurred by him for attending the meetings of the Bank. “RESOLVED FURTHER THAT the aforesaid appointment of Mr. B R Ashok (DIN: 00415934) shall be valid up to and inclusive of August 26, 2027, being the date of his completion of the eight year term as a Non-Executive Director in the Bank, as per the provisions of the Banking Regulation Act, 1949 and extant RBI guidelines.” Led by Experience Powered by Innovation 4. To appoint M/s. Batliboi & Purohit as a Joint Statutory Auditor in place of retiring auditor M/s. Ravi Rajan & Co., LLP and to fix remuneration. To consider and if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT pursuant to the provisions of Sections 139 to 143 and any other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the provisions of the Banking Regulation Act, 1949, the Rules, Circulars and Guidelines issued by the Reserve Bank of India ("RBI") from time to time and other applicable laws, rules, regulations and guidelines (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and pursuant to the approval accorded by the RBI under Section 30(1A) of the Banking Regulation Act, 1949: M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No.: 101048W), Mumbai, be and is hereby appointed as one of the Joint Statutory Auditors of the Bank for a period of 3 (Three) years along with the existing Joint Statutory Auditor, M/s. R.G.N. Price & Co., Chartered Accountants (Firm Registration No. 002785S), Chennai who are holding office till the conclusion of the One Hundred and Third (103rd) Annual General Meeting, to hold office from the conclusion of this Annual General Meeting until the conclusion of the One Hundred and Fifth (105th) Annual General Meeting of the Bank, subject to satisfying the eligibility norms prescribed by the Reserve Bank of India on an annual basis, at a fixed audit fee of H 1.60 crore (Rupees One Crore Sixty Lakhs only) for the Financial Year 2026 - 27, together with reimbursement of out-of-pocket expenses at actuals, certification fee of H 30,000 (Rupees Thirty Thousand only) per certificate issued, and applicable Goods and Services Tax and other taxes, if any. The audit fee and other terms of remuneration for the subsequent financial years during the tenure shall be determined by the Board of Directors, based on the recommendation of the Audit Committee of the Board, in accordance with the applicable provisions of law and the extant guidelines issued by the Reserve Bank of India". "RESOLVED FURTHER THAT the Board (including any Committee thereof and any other person(s) duly authorized by the Board) be and is hereby severally authorized to do all such acts, matters, deeds and things and give such directions as may be deemed necessary or expedient in connection with or incidental to give effect to the above resolution, including but not limited to filing of necessary forms with the Registrar of Companies, and to comply with all other statutory requirements in this regard and to alter and vary the terms and conditions of the appointment, remuneration, etc., including by reason of necessity on account of conditions as may be stipulated by RBI and / or any other authority, in such manner and to such extent as may be mutually agreed to with the auditors.” SPECIAL BUSINESS: 5. To approve the appointment of Mrs. Biji Sreekrishnavilas Sankaranarayanan (DIN: 11534526) as the Executive Director of the Bank. To consider and if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT p [Showing first 8,000 characters — download PDF for full document]