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Karnataka Bank Ltd. Proxy Solicitation & Information Statement 2026

Feb 3, 2026

61811_rns_2026-02-03_d3a5e356-2a45-4141-a25d-d34f23ad125c.pdf

Proxy Solicitation & Information Statement

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN

SECRETARIAL DEPARTMENT

03.02.2026

HO: SEC:280:2025-26

To:

The Manager Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1, Block G Bandra-Kurla Complex Bandra (E), Mumbai-400051 Scrip Code: KTKBANK

The Manager Listing Department BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai-400001 Scrip Code: 532652

Madam / Dear Sir,

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations, 2015 - Notice of Postal Ballot Ref: Our earlier intimation HO:SEC:275:2025-26 dated January 27, 2026

Pursuant to Regulations 30, 44 and other applicable provisions of the SEBI (LODR) Regulations, 2015, we submit herewith a copy of the Postal Ballot Notice dated February 03, 2026, together with the Explanatory Statement (‘Postal Ballot Notice’), seeking approval of the Members of the Bank, on the Special Business and Special Resolutions stated below and as contained in the Postal Ballot Notice, by passing the special resolutions through Postal Ballot (only by means of remote e-voting process), pursuant to the provisions of Section 110 of the Companies Act, 2013, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 and General Circular No. 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs, Government of India ("MCA Circular"), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India or any other applicable law, rules and regulations.

Sl.
No.
Resolution (s) Type of Resolution (s)
1 To approve the re-appointment of Dr. D.S.
Ravindran (DIN: 09057128) as a Non-Executive
Independent Director of the Bank
Special Resolution
2 To
approve
the
re-appointment
of
Mr.
Balakrishna Alse S (DIN: 08438552) as a Non-
Executive Independent Director of the Bank
Special Resolution

The Notice of Postal Ballot is being sent to all the Members whose name appear in the Register of Members / Register of Beneficial Owners maintained by the Depositories, viz., National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) and whose email address is registered with Depositories, the Bank and/or Integrated Registry Management Services Private Limited (“RTA”) as on ‐ Friday, January 30, 2026 (cut off date). The Postal Ballot Notice is uploaded on the Bank’s website at https://karnatakabank.bank.in/investor-portal Members holding shares in physical mode and who have not updated their email addresses with the Bank are requested to update their email addresses as per the instructions given in the enclosed Notice.

In accordance with the MCA Circulars, the Bank has made necessary arrangements to enable the eligible Members who have not registered their e-mail address to register the same so as to receive the Postal Ballot Notice and the procedure for remote e-voting, along with login ID and password related details. The procedure for registration of e- mail addresses by such Members and the instructions for remote e-voting are set out in the Notice of the Postal Ballot. As per the provisions of the MCA Circulars, the manner of voting on the proposed resolutions is restricted only to remote e-voting. The Bank has engaged the services of NSDL for facilitating remote e-voting to enable the Members to cast their votes electronically. The remote e-voting on the resolutions set out in the Notice of Postal Ballot shall commence on Thursday, February 05, 2026, at 09.00 AM (IST) and shall end on Friday, March 06, 2026, at 05.00 PM (IST). The Postal Ballot Notice is uploaded on the website of NSDL at: https://www.evoting.nsdl.com

The Bank shall commence dispatch (by electronic means) of the Postal Ballot Notice to the Members from today, i.e., February 03, 2026.

The results of the Postal Ballot will be announced within two working days from the conclusion of the remote e-voting, i.e., on or before Tuesday, March 10, 2026. The results of the remote e-voting and the Scrutinizer's Report will be communicated to the Stock Exchanges and placed on the website of the Bank at: https://karnatakabank.bank.in/investor-portal and on the website of NSDL at https://www.evoting.nsdl.com

A copy of the Postal Ballot Notice is annexed to this letter for easy reference.

We request you to take the aforesaid information on record and arrange for dissemination.

Yours faithfully,

Sham Digitally signed by Sham Kanathila Kanathila Date: 2026.02.03 13:14:03 +05'30'

Sham K Company Secretary & Compliance Officer

Your Family Bank, Across India

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Karnataka Bank Ltd.

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

NOTICE OF POSTAL BALLOT

Pursuant to Section 110 of the Companies Act, 2013, read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014

To

The Members of The Karnataka Bank Limited

NOTICE is hereby given that the resolutions set out below are proposed for approval by the Members of The Karnataka Bank Limited ("Bank") by means of Postal Ballot, by remote e-voting process only ("e-voting") being provided by the Bank to all its Members to cast their votes electronically, pursuant to the provisions of Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”), as amended, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”) as amended from time to time, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), Secretarial Standard on General Meetings (“SS‐2”) issued by the Institute of Company Secretaries of India and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“MCA”) vide its General Circular No.: 14/2020 dated April 08, 2020, General Circular No.: 17/2020 dated April 13, 2020, General Circular No.: 20/2020 dated May 05, 2020, General Circular No.: 22/2020 dated June 15, 2020, General Circular No.: 33/2020 dated September 28, 2020, General Circular No.: 39/2020 dated December 31, 2020, General Circular No.: 10/2021 dated June 23, 2021, General Circular No.: 20/2021 dated December 08, 2021, General Circular No.: 11/2022 dated December 28, 2022, General Circular No.: 09/2023 dated September 25, 2023, General Circular No.: 09/2024 dated September 19, 2024 and General Circular No.: 03/2025 dated September 22, 2025 (hereinafter collectively referred to as “MCA Circulars”), (including any statutory modification(s) or re-enactment(s) thereof for the time being in force and as amended from time to time).

The e-voting will commence from Thursday, February 05, 2026, at 09:00 AM IST and end on Friday, March 06, 2026, at 05:00 PM IST. The Members desiring to exercise their votes through the e-voting process are requested to carefully read the instructions indicated in this Notice and record their ASSENT (FOR) or DISSENT (AGAINST) by following the procedure as stated in the Notes forming part of this Notice for casting of votes by e-voting not later than 05.00 P.M. (IST) on Friday, March 06, 2026. The e-voting facility will be disabled by NSDL immediately thereafter.

An Explanatory Statement, pursuant to Section 102 (1) of the Act and the relevant information required under Regulation 36 (3) of the Listing Regulations, setting out all material facts relating to the resolutions mentioned in this Notice of Postal Ballot, is annexed hereto.

SPECIAL BUSINESS:

1. To approve the re-appointment of Dr. D. S. Ravindran (DIN: 09057128) as a NonExecutive, Independent Director of the Bank

Page 1 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

To consider and if thought fit, to pass, with or without modification(s), the following resolution, as a SPECIAL RESOLUTION :

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and all other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the “Act”) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and Schedule IV to the Act, the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as the “Listing Regulations”), Section 10A and other applicable provisions of the Banking Regulation Act, 1949 and the Circulars and Guidelines issued by the Reserve Bank of India (RBI) and amendments thereto (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Articles of Association of the Bank and based on the recommendation of the Nomination and Remuneration Committee of the Board and the Board of Directors of the Bank, Dr. D. S. Ravindran (DIN: 09057128), who was appointed as a NonExecutive, Independent Director of the Bank for a term of five years up to March 31, 2026 and who has submitted his consent to act as such, along with a declaration that he meets the criteria for independence as provided under Section 149 (6) of the Act and Regulation 16 (1) (b) of the Listing Regulations and is eligible for being re-appointed as an Independent Director, in respect of whom a notice in writing pursuant to Section 160 of the Act, has been received in the prescribed manner from him proposing his candidature for the office of the Independent Director, be and is hereby re-appointed as a Non-Executive, Independent Director of the Bank, for a second term of three years, who shall hold office effective from April 01, 2026 and up to and inclusive of March 31, 2029 and he shall not be liable to retire by rotation.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197, Schedule V and other applicable provisions of the Act and the Rules made thereunder and Guidelines issued by the Reserve Bank of India, Dr. D. S. Ravindran (DIN: 09057128) be paid such fees and remuneration as may be approved by the Board 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 authority and reimbursement of such expenses incurred by him for attending the meetings of the Bank.

RESOLVED FURTHER THAT the Chairman of the Board / Company Secretary of the Bank be and is hereby authorized to do all such acts, deeds and things as may be required to give effect to the aforesaid resolution, including filing of necessary forms with the Registrar of Companies, intimating to RBI and Stock Exchanges.”

2. To approve the re-appointment of Mr. Balakrishna Alse S (DIN: 08438552) as a NonExecutive, Independent Director of the Bank

To consider and if thought fit, to pass, with or without modification(s), the following resolution, as a SPECIAL RESOLUTION :

Page 2 of 22

Your Family Bank, Across India

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Karnataka Bank Ltd.

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and all other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the “Act”) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and Schedule IV to the Act, the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as the “Listing Regulations”), Section 10A and other applicable provisions of the Banking Regulation Act, 1949 and the Circulars and Guidelines issued by the Reserve Bank of India (RBI) and amendments thereto (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Articles of Association of the Bank and based on the recommendation of the Nomination and Remuneration Committee of the Board and the Board of Directors of the Bank, Mr. Balakrishna Alse S (DIN: 08438552), who was appointed as a Non-Executive, Independent Director of the Bank for a term of five years up to May 25, 2026 and who has submitted his consent to act as such, along with a declaration that he meets the criteria for independence as provided under Section 149 (6) of the Act and Regulation 16 (1) (b) of the Listing Regulations and is eligible for being re-appointed as an Independent Director, in respect of whom a notice in writing pursuant to Section 160 of the Act, has been received in the prescribed manner from him proposing his candidature for the office of the Independent Director, be and is hereby re-appointed as a Non-Executive, Independent Director of the Bank, for a second term of three years, who shall hold office effective from May 26, 2026 and up to and inclusive of May 25, 2029 and he shall not be liable to retire by rotation.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197, Schedule V and other applicable provisions of the Act and the Rules made thereunder and Guidelines issued by the Reserve Bank of India, Mr. Balakrishna Alse S (DIN: 08438552) be paid such fees and remuneration as may be approved by the Board 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 authority and reimbursement of such expenses incurred by him for attending the meetings of the Bank.

RESOLVED FURTHER THAT the Chairman of the Board / Company Secretary of the Bank be and is hereby authorized to do all such acts, deeds and things as may be required to give effect to the aforesaid resolution, including filing of necessary forms with the Registrar of Companies, intimating to RBI and Stock Exchanges.”

By Order of the Board of Directors

Registered Office, Sd/P. B. No.: 599, Mahaveera Circle, Sham K Kankanady, Mangaluru – 575002. Company Secretary & Compliance Officer Karnataka

Place: Mangaluru Date: February 03, 2026

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Notes:

  1. The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Act, read with Rule 22 of the Rules stating material facts and reasons for the proposed resolutions, is annexed hereto and forms part of this Notice. It also contains the relevant details, pursuant to Regulation 36 (3) of the Listing Regulations and Secretarial Standard on General Meetings (‘SS-2’) issued by the Institute of Company Secretaries of India.

  2. Pursuant to the provisions of Sections 108 and 110 of the Act, read with the Rules, the Bank has an option in respect of the above-mentioned resolutions to seek the approval of the Members through e- voting, instead of getting the same passed at a General Meeting. Accordingly, approval of the members is being sought for the resolutions contained in this Notice through e-voting.

  3. As per the extant provisions of the Act, read with Rules made thereunder and General Circular No.: 14/2020 dated April 08, 2020, General Circular No.: 17/2020 dated April 13, 2020, General Circular No.: 20/2020 dated May 05, 2020, General Circular No.: 22/2020 dated June 15, 2020, General Circular No.: 33/2020 dated September 28, 2020, General Circular No.: 39/2020 dated December 31, 2020, General Circular No.: 10/2021 dated June 23, 2021, General Circular No.: 20/2021 dated December 8, 2021, General Circular No.: 11/2022 dated December 28, 2022, General Circular No.: 09/2023 dated September 25, 2023, General Circular No.: 09/2024 dated September 19, 2024 and General Circular No.: 03/2025 dated September 22, 2025 (hereinafter collectively referred to as “MCA Circulars”), the Notice of Postal Ballot is being sent only by e-mail to those Members whose e-mail addresses are registered with the Bank / Depositories and whose names appear in the Register of Members of the Bank or Register of Beneficial Owners maintained by the Depositories as on Friday, January 30, 2026 (“Cut-off Date”). Accordingly, the hard copy of this Notice, along with postal ballot forms and a pre‐paid business envelope, will not be sent to the members. Accordingly, the communication of the assent or dissent of the members would take place through e‐voting only, which may please be noted.

  4. The Board has appointed CS. Ullas Kumar Melinamogaru, Practicing Company Secretary, Mangaluru (Membership Number: F6202, COP Number: 6640), or failing him, CS. Namrath Kottary, Practicing Company Secretary, Mangaluru (Membership Number: A60155, COP Number: 27145), as the Scrutinizer to scrutinize the e-voting process fairly and transparently as per the provisions of the law / Act.

  5. Voting rights shall be reckoned on the paid-up equity shares registered in the name of the Member / Beneficial Owner (in case of electronic shareholding) as at the close of business hours on the cut-off date, Friday, January 30, 2026 (“Cut-off Date”). Members whose names appear in the Register of Members / List of Beneficial Owners, as on the cut-off date, will be considered for the purpose of e- voting. A person who is not a Member as of the cut-off date should treat this notice for information purpose only.

  6. In compliance with Sections 108 and 110 of the Act and the Rules made thereunder and Regulation 44 of the Listing Regulations, the Bank has provided the facility to all the Members to exercise their votes electronically and for this purpose, the Bank has engaged National Securities Depository Limited (“NSDL”) as the authorized agency for facilitating voting through electronic means. The procedure for e-voting is explained under the Notes provided with this Notice. Members may refer to NSDL’s helpdesk for any technical assistance during e-voting.

  7. Members may please note that the Notice is being submitted to the Stock Exchanges, i.e., BSE Limited (BSE) at www.bseindia.com and National Stock Exchange of India Limited (NSE) at www.nseindia.com and also hosted on the website of the Bank at https://www.karnatakabank.bank.in under the Investor Portal Section. The relevant details are also hosted on the website of the e‐voting

Page 4 of 22

Your Family Bank, Across India

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Karnataka Bank Ltd.

Regd. & Head Office

P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

service provider, viz. NSDL at www.evoting.nsdl.com

  1. Members who have not registered their e-mail addresses are requested to register the same with the Depository through their Depository Participant(s) (“DPs”) in respect of the shares held in electronic (demat) form and in respect of the shares held in physical form, by writing to the Bank’s Registrar & Share Transfer Agent, M/s. Integrated Registry Management Services Private Limited (“RTA”), Unit: The Karnataka Bank Limited, #30, Ramana Residency, 4[th] Cross, Sampige Road, Malleshwaram, Bengaluru - 560003 (Tel no. 080-23460815 / 6 / 7) email id: [email protected], along with the duly filled-in Form ISR-1 and other relevant documents. The formats are available on the website of our RTA: https://ipostatus.integratedregistry.in/KYCRegister.aspx

  2. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, mobile / phone numbers, PAN, mandates, nominations and bank details, etc., to their DPs in case shares are held by them in electronic form and to the RTA of the Bank, in case shares are held by them in physical form.

  3. The e-voting period commences on Thursday, February 05, 2026, at 09:00 AM IST and ends on Friday, March 06, 2026, at 05:00 PM IST .

  4. Members desiring to exercise their votes should cast their votes during this period to be eligible for consideration. The e‐voting will not be allowed beyond the aforesaid date and time and the e‐voting module shall forthwith be disabled by NSDL upon expiry of the aforesaid period.

  5. A Member cannot exercise his vote by proxy on a Postal Ballot. Further, in case of joint holders, a member whose name appears as the first holder in the order of their names as per the Register of Members will be entitled to cast votes.

  6. All the material documents referred to in this Notice of Postal Ballot and the explanatory statement are open for inspection by the Members at the Registered Office of the Bank during business hours on all working days, until the last date of e-voting. Members seeking to inspect such documents can send a request through email to [email protected]

  7. Members desiring to exercise their votes through the e-voting process are requested to read the instructions in the Notes given carefully in this Notice of Postal Ballot.

  8. The Scrutinizer will submit his report to the Chairman or as delegated by the Chairman, to the Managing Director & CEO or the Company Secretary & Compliance Officer after the completion of scrutiny and the result of the voting by postal ballot through the e-voting process will be announced by the Chairman or Company Secretary & Compliance Officer of the Bank duly authorised, on or before Tuesday, March 10, 2026 and will also be displayed on the website of the Bank, besides being communicated to the Stock Exchanges viz. BSE and NSE and Depositories. The Scrutinizer’s decision on the validity of e-voting will be final.

  9. Resolution passed by the members through postal ballot is deemed to have been passed on the last date of e-voting , i.e., Friday, March 06, 2026, as if it had been passed at a General Meeting of the members of the Bank.

Page 5 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

EXPLANATORY STATEMENT

[Pursuant to Section 102 of the Companies Act, 2013]

In terms of the provisions of Section 102 of the Companies Act, 2013 ("Act"), Secretarial Standard on General Meetings ("SS-2") and Regulation 36 (3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the following statement sets out the material facts regarding the items included in this Notice of Postal Ballot:

Item No.: 1: To approve the re-appointment of Dr. D. S. Ravindran (DIN: 09057128) as a Non-Executive, Independent Director of the Bank

Based on the recommendations of the Nomination and Remuneration Committee of the Board, the Board of Directors at its meeting held on March 24, 2021, had appointed Dr. D. S. Ravindran (DIN: 09057128) as a Non-Executive, Independent Director of the Bank for the first term of five consecutive years from April 01, 2021 and up to March 31, 2026. His appointment as a NonExecutive, Independent Director was approved by the shareholders in the 97[th] Annual General Meeting (“AGM”) of the Bank held on September 02, 2021.

In terms of Section 149 (10) of the Act, an Independent Director shall hold office for a term of up to five consecutive years on the Board of a Company but shall be eligible for re-appointment on passing of a special resolution by the Company for another period of up to five years. However, in terms of Section 10A (2A) of the Banking Regulation Act, 1949 and the Reserve Bank of India (Commercial Banks - Governance) Directions, 2025 (“RBI Governance Directions”), dated November 28, 2025, no Director of a banking company, other than its Chairman or Whole-TimeDirector, by whatever name called, shall hold office continuously for a period exceeding eight years, subject to the upper age limit of 75 years.

The Reserve Bank of India (Commercial Banks - Governance) Directions, 2025 (“RBI Governance Directions”), dated November 28, 2025, has mandated that:

  • The upper age limit for Non-Executive Directors (NEDs), including the Chair of the Board, shall be 75 years and after attaining the age of 75 years, no person can continue in these positions.

  • The total tenure of a NED, continuously or otherwise, on the Board of a Bank shall not exceed eight years. After completing eight years on the Board, the person may be considered for reappointment only after a minimum gap of three years.

Dr. D. S. Ravindran is aged 65 years and 9 months as of December, 2025. His age and tenure are within the permissible limits prescribed under the RBI Governance Directions dated November 28, 2025, which allows Independent Directors to hold office up to 75 years of age or a tenure of eight years.

Page 6 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

The Board of Directors, while carrying out the performance evaluation of the Directors, concluded that Dr. D. S. Ravindran has actively participated and made valuable contribution in the Board deliberations and evaluated his performance as “very good”. Further, the Nomination and Remuneration Committee of the Board (NRC) at its meeting held on January 20, 2026, while carrying out due diligence of the Directors under ‘Fit & Proper’ norms of RBI, opined that he is in compliance with the said norms and is eligible to continue as Non-Executive, Independent Director of the Bank and accordingly resolved to recommend his re-appointment as a NonExecutive, Independent Director of the Bank.

The Board of Directors at their meeting held on January 27, 2026, based on the recommendation of the NRC and considering his knowledge and expertise in the field of IT and Agriculture which are expected to provide substantial value addition to the Bank and the report of performance evaluation, have approved the re-appointment of Dr. D. S. Ravindran (DIN: 09057128) as a NonExecutive, Independent Director of the Bank subject to the approval of the members of the Bank by way of passing a special resolution for a second term of three years with effect from April 01, 2026 and up to and inclusive of March 31, 2029, in terms of Section 149 read with Schedule IV to the Act and Listing Regulations, the Banking Regulation Act or any amendment thereto or modification thereof.

In respect of the said re-appointment, a notice in writing in the prescribed manner as required by Section 160 of the Act, as amended and rules made thereunder, has been received by the Bank from the Director.

Dr. D. S. Ravindran has given his consent for the said re-appointment and has also submitted the declaration of independence, as required pursuant to Section 149 (7) of the Act, stating that he meets the criteria of independence as provided in Section 149 (6) of the Act and Regulations 16 and 25 of the Listing Regulations & also towards inclusion of his name in the data bank of Independent Directors. Further, he has also submitted declarations stating that he is not disqualified from being appointed as a Director in terms of Section 164 of the Act and is also not debarred from holding the office of Director by virtue of any order from the Securities and Exchange Board of India (‘SEBI’) or any such authority.

Except Dr. D. S. Ravindran, no other Director or Key Managerial Personnel of the Bank or their respective relatives are in any way concerned or interested, financially or otherwise, in this resolution.

The Board of Directors recommends the Special Resolution set out in Item No.: 1 of this Notice for seeking approval of the Members.

Brief Profile and additional information about Dr. D. S. Ravindran, as per Secretarial Standard - 2, read with Regulation 36 (3) of the Listing Regulations, are given below:

Page 7 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

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----- Start of picture text -----

Sl. Particulars Information Disclosed
No.
1. Name Dr. D. S. Ravindran
2. DIN 09057128
3. Age 65 Years and 9 months
4. Educational Qualification B.Sc. (Agri), M.Sc. (Agri), M.Sc. (Forestry), PG Diploma
in Forestry, PG Programme in Public Policy &
Management (IIMB), Diploma in Sanskrit Language, PhD
in Forest Economics (University of Wales).
----- End of picture text -----

Sl.
No.
Particulars
Information Disclosed
Sl.
No.
Particulars
Information Disclosed
Sl.
No.
Particulars
Information Disclosed
1.
Name
Dr. D. S. Ravindran
2.
DIN
09057128
3.
Age
65 Years and 9 months
4.
Educational Qualification
B.Sc. (Agri), M.Sc. (Agri), M.Sc. (Forestry), PG Diploma
in Forestry, PG Programme in Public Policy &
Management (IIMB), Diploma in Sanskrit Language, PhD
in Forest Economics (University of Wales).
5. Experience An Indian Forest Service (IFS) Officer (Retired) of the
1986 Batch, Dr. D S Ravindran, during his 34 years of
career, has held various key posts in the Government,
including Asst. Silviculturist, Bangalore, Dy. Conservator
of Forests, Bangalore Urban District, Dy. Conservator of
Forests, Project Monitoring Unit, Western Ghats Forestry
Project, Bangalore, Associate Professor, Indian Institute of
Forest Management, Bhopal, Project Officer (Forestry),
Biomass Energy for Rural India Project, UNDP-GEF
Project, Bangalore, Conservator of Forests, Kodagu Circle,
Chief Executive Officer, Centre for e-Governance,
Government of Karnataka, Bangalore and Principal
Secretary to the Government, Khajane 2, Finance
Department, Government of Karnataka.
During his tenure as a Chief Executive Officer, Centre for
e-Governance, Government of Karnataka, Bangalore
(September, 2008 to December, 2013), he was responsible
for the conceptualization and implementation of key e-
Governance Programmes of the Government of Karnataka.
He was instrumental in the implementation of Data Centre,
Networks, AADHAAR, Bangalore One and Karnataka
One Citizen Delivery Centres, e-Procurement and HRMS
Enterprise Applications, thus transforming the way the
Government interacts with the citizens. More than 20
projects were implemented during his tenure to enable the
Government of Karnataka to take up smooth G2G, G2B,
and G2C applications. He implemented and handled
AADHAAR in the Karnataka State as the Registrar,
leading to 3.4 crore enrolments, which is more than 50% of
the Karnataka State Populace. He developed the concept of
“The Karnataka Resident Data Hub”, a platform to link
various services of the Government to AADHAAR to
facilitate better delivery of services. This model was

Page 8 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

==> picture [474 x 32] intentionally omitted <==

----- Start of picture text -----

Sl. Particulars Information Disclosed
No.
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adopted by the UIDAI for national-level scaling. Also, he implemented an innovative Document Management System (DMS) for AADHAAR enrolments. He has received several National Awards for this work. The Karnataka State emerged as number one in the “eGovernance Readiness Index” amongst all the States of India. During his position held as Principal Secretary to the Government, Khajane 2, Finance Department, Government of Karnataka (December, 2013 to March, 2020), he was responsible for the implementation of a transformative electronic platform for carrying out all the financial transactions of the Government. Large-scale Government Process Engineering was taken up in this project and more than 75,000 users were brought on this platform, creating a unified Integrated Financial Management System for the Government of Karnataka, besides modernizing the State Treasuries System. He also coordinated with different stakeholders such as E-Kuber, 20 Banks, NSDL, Postal Systems, NPCI, Aggregators, etc., that lead to more than 330 integrations to enable the implementation of real-time and electronic payment and remittance systems and also taking care of a proper reconciliation system. Currently, he is the Consulting Advisor to Treasuries on Khajane 2 since May, 2020, advising the Government of Karnataka, Treasuries Department on the Technical and Operational Management of the Integrated Financial Management System, providing both technical and policy inputs for management of the financial transactions of the entire Government of Karnataka. Also, he is a NonExecutive, Independent Director in The Karnataka Bank Limited w.e.f. 01.04.2021 and holding membership in various Committees of the Board. He has bagged several awards for his excellence in performance and initiatives. Some of them being, National Award for best e-Governance Project for e-Procurement Project, Karnataka, from Government of India (2012), National Web Ratna Award (Silver) for the Best Portal for

Page 9 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

==> picture [474 x 608] intentionally omitted <==

----- Start of picture text -----

Sl. Particulars Information Disclosed
No.
citizen services delivery for Bangalore One, from
Government of India (2011), Future E-Gov Award at
International Conference at Kuala Lumpur for the e-
Procurement Project (2011), Recipient of the Most
Innovative Document Management System, from Unique
Identification Authority of India (2011), Recipient of the
CSI-Nihilent award for the HRMS Project of Government
of Karnataka (2010), received Commonwealth Scholarship
of UK, a competitive scholarship for Doctoral Studies,
Recipient of Gold Medal being Topper for the PGPPM,
IIM, Bangalore (2007), Recipient of 6 Medals, including
the Curie Medal for the Topper for securing the I Rank in
M.Sc (Forestry) at IGNFA, recipient of 4 Medals for
overall best performance for IFS Officers at Lal Bahadur
Shastri National Academy of Administration, Mussorie.
He also Published / contributed research papers on
livelihoods, social forestry, silviculture and economics of
investments in forestry. These include 1 paper in an
International Journal, 4 papers in an Indian Journal, 3
conference papers, 1 book chapter and 1 contributed article.
Currently, he is a Non-Executive, Independent Director in
The Karnataka Bank Limited w.e.f. 01.04.2021 and holding
membership in various Committees of the Board. He is also
the Chairman of the IT Strategy Committee of the Board.
6. Terms and Conditions of Dr. D S Ravindran was appointed as an Additional
Appointment or Re- Director (Non-Executive, Independent Director) on
appointment 01.04.2021 and thereafter the said appointment was
approved by the shareholders in their 97 [th] AGM held on
02.09.2021, not liable to retire by rotation. Further, the
Board of Directors in its meeting held on 27.01.2026, has
recommended seeking shareholders' approval for his re-
appointment as Non-Executive, Independent Director of
the Bank, effective from 01.04.2026 and up to and
inclusive of 31.03.2029, not liable to retire by rotation.
7. Remuneration details During the FY 2024-25, ₹36.60 Lakh was paid in the form
of sitting fees for attending meetings of the Board /
Committees and fixed remuneration for the FY 2023-24
of ₹20.00 Lakhs was paid during FY 2024-25. He will
continue to be eligible for being paid the sitting fees and
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Page 10 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

==> picture [524 x 686] intentionally omitted <==

----- Start of picture text -----

Regd. & Head Office Phone : 0824-2228182
P. B. No.599, Mahaveera Circle E-Mail : [email protected]
Kankanady Website : www.karnatakabank.bank.in
Mangaluru – 575 002 CIN : L85110KA1924PLC001128
Sl. Particulars Information Disclosed
No.
other remuneration as stipulated under the RBI guidelines
from time to time and reimbursement of such expenses
incurred by him for attending the meetings of the Bank.
8. Date of first appointment on On 01.04.2021, Dr. D S Ravindran was appointed as an
the Board Additional Director (Non-Executive, Independent
Director).
9. Shareholding in the Bank Directly Held: 400 shares
On a beneficial ownership basis: Nil
10. Relationship with other Not related to any other Directors, Manager and other Key
Directors, Manager and other Managerial Personnel of the Bank.
Key Managerial Personnel of
the Bank
11. Number of Board meetings He attended 18 out of 18 Board Meetings held during the
attended last year, i.e., F.Y. Financial Year 2024-25.
2024-25.
12. Other Directorships, He does not hold Directorships, Membership /
Membership / Chairmanship Chairmanship of Committees in any other Company.
of Committees of other
Boards.
13. Listed entities from which Nil
the person has resigned in the
past three years.
14. Nature of Expertise IT and Agriculture
15. Skills and capabilities IT, Agriculture and Rural Economy, HR, Economics,
required for the role in terms Finance and Business Management.
of Section 10A (2) of the
Banking Regulation Act, During his 34 years career, he held various key posts in
1949. the Government, including Asst. Silviculturist, Bangalore,
Dy. Conservator of Forests, Bangalore Urban District, Dy.
The manner in which the Conservator of Forests, Project Monitoring Unit, Western
proposed person meets such Ghats Forestry Project, Bangalore, Associate Professor,
requirements. Indian Institute of Forest Management, Bhopal, Project
Officer (Forestry), Biomass Energy for Rural India
Project, UNDP-GEF Project, Bangalore, Conservator of
Forests, Kodagu Circle, Chief Executive Officer, Centre
for e-Governance, Government of Karnataka, Bangalore
and Principal Secretary to the Government, Khajane 2,
Finance Department, Government of Karnataka.
As a Non-Executive, Independent Director of the Bank, he
actively contributes to Board deliberations, leveraging
----- End of picture text -----

Page 11 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office Phone : 0824-2228182 P. B. No.599, Mahaveera Circle E-Mail : [email protected] Kankanady Website : www.karnatakabank.bank.in Mangaluru – 575 002 CIN : L85110KA1924PLC001128 Sl. Particulars Information Disclosed No. professional insights to support strategic planning, financial prudence and regulatory compliance.

Item No.: 2: To approve the re-appointment of Mr. Balakrishna Alse S (DIN: 08438552) as a Non-Executive, Independent Director of the Bank

Based on the recommendation of the Nomination and Remuneration Committee of the Board, the Board of Directors at its meeting held on May 26, 2021, had appointed Mr. Balakrishna Alse S (DIN: 08438552) as a Non-Executive Independent Director of the Bank for the first term of five consecutive years from May 26, 2021 and up to May 25, 2026. His appointment as a NonExecutive, Independent Director was approved by the shareholders in the 97[th] AGM held on September 02, 2021.

In terms of Section 149 (10) of the Companies Act, 2013, an Independent Director shall hold office for a term up to five consecutive years on the Board of a Company but shall be eligible for re-appointment on passing of a special resolution by the Company for another period up to five years. However, in terms of Section 10A (2A) of the Banking Regulation Act, 1949 and the Reserve Bank of India (Commercial Banks - Governance) Directions, 2025 (“RBI Governance Directions”), dated November 28, 2025, no Director of a banking company, other than its Chairman or Whole-Time-Director, by whatever name called, shall hold office continuously for a period exceeding eight years, subject to the upper age limit of 75 years.

The Reserve Bank of India (Commercial Banks - Governance) Directions, 2025 (“RBI Governance Directions”), dated November 28, 2025, has mandated that:

  • The upper age limit for Non-Executive Directors (NEDs), including the Chair of the Board, shall be 75 years and after attaining the age of 75 years, no person can continue in these positions.

  • The total tenure of a NED, continuously or otherwise, on the Board of a Bank shall not exceed eight years. After completing eight years on the Board, the person may be considered for reappointment only after a minimum gap of three years.

Mr. Balakrishna Alse S is aged 65 years and 8 months as of December, 2025. His age and tenure are within the permissible limits prescribed under the RBI Governance Directions, 2025, dated November 28, 2025, which allows Independent Directors to hold office up to 75 years of age or tenure of eight years.

The Board of Directors, while carrying out the performance evaluation of the Directors, concluded that Mr. Balakrishna Alse S has actively participated and made valuable contribution in the Board deliberations and evaluated his performance as “very good”. Further, the Nomination and Remuneration Committee of the Board (NRC) at its meeting held on January 20, 2026, while

Page 12 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

carrying out due diligence of the Directors under ‘Fit & Proper’ norms of RBI, opined that he is in compliance with the said norms and is eligible to continue as Non-Executive, Independent Director of the Bank and accordingly resolved to recommend his re-appointment as a NonExecutive, Independent Director of the Bank.

The Board of Directors at their meeting held on January 27, 2026, based on the recommendation of the NRC and considering his knowledge and expertise in the field of Banking and Accountancy which are expected to provide substantial value addition to the Bank and the report of performance evaluation, have approved the re-appointment of Mr. Balakrishna Alse S (DIN: 08438552), as Non-Executive, Independent Director of the Bank subject to the approval of the members of the Bank by way of passing a special resolution for a second term of three years with effect from May 26, 2026 and up to and inclusive of May 25, 2029, in terms of Section 149 read with Schedule IV to the Act and Listing Regulations, the Banking Regulation Act or any amendment thereto or modification thereof.

In respect of the said re-appointment, a notice in writing in the prescribed manner as required by Section 160 of the Act, as amended and rules made thereunder, has been received by the Bank from the Director.

Mr. Balakrishna Alse S has given his consent for the said re-appointment and has also submitted the declaration of independence, as required pursuant to Section 149 (7) of the Act, stating that he meets the criteria of independence as provided in Section 149 (6) of the Act and Regulations 16 and 25 of the Listing Regulations & also towards inclusion of his name in the data bank of Independent Directors. Further, he has also submitted declarations stating that he is not disqualified from being appointed as a Director in terms of Section 164 of the Act and is also not debarred from holding the office of Director by virtue of any order from the Securities and Exchange Board of India (‘SEBI’) or any such authority.

Except Mr. Balakrishna Alse S, no other Director or Key Managerial Personnel of the Bank or their respective relatives are in any way concerned or interested, financially or otherwise, in this resolution.

The Board of Directors recommends the Special Resolution set out in Item No. 2 of this Notice for seeking approval of the Members.

Brief Profile and additional information about Mr. Balakrishna Alse S, as per Secretarial Standard - 2, read with Regulation 36 (3) of the Listing Regulations, are given below:

Sl.
No.
Particulars Information Disclosed
1. Name Mr. Balakrishna Alse S
2. DIN 08438552
3. Age 65 Years and 8 months

Page 13 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

==> picture [474 x 46] intentionally omitted <==

----- Start of picture text -----

Sl. Particulars Information Disclosed
No.
4. Educational Qualification Bachelor of Science in Agriculture
----- End of picture text -----

Sl.
No.
Particulars
Information Disclosed
Sl.
No.
Particulars
Information Disclosed
Sl.
No.
Particulars
Information Disclosed
4.
Educational Qualification
Bachelor of Science in Agriculture
5. Experience Mr. Balakrishna Alse S joined Corporation Bank as AFO on
28.05.1983. He has over 35 years of banking experience at
the field level and also at controlling offices.
Mr. Alse is a Certified Associate of the Indian Institute of
Bankers (CAIIB) and has undergone trainings at reputed
institutions in India like CAFRAL, NIBM, ISB, SBISTC,
etc. and abroad at Frankfurt Business School and University
at Buffalo, USA.
During his tenure, he has worked at various divisions of
Corporate Office such as Rural Development, Agricultural
Policy and Lending, Credit Policy and Planning, Credit Risk
Management, HR, including Industrial Relations, Credit
Sanctions, CDR, Integrated Risk Management (as Chief
Risk Officer), Information / Cyber Security (as Chief
Information Security Officer) and Fraud Risk Management
Divisions. He also had concurrent charge of Chief Vigilance
Officer for over 7 months.
Mr. Alse has experience in rural, semi-urban and metro
branches both as Branch Head and second line. He had
worked exclusively in the area of Coffee Advances for more
than 10 years. He also headed the Industrial Finance Branch,
Pune and the Mumbai Zone of Corporation Bank.
As General Manager, Mr. Alse was a member of various
Committees of the Corporation Bank, such as the Audit
Committee of Executives, ALCO, CRMC, ORMC,
Investment Committee and other Policy making and Risk
Management Committees. He was also a member /
permanent invitee to the Credit Approval Committee of the
Board and the Head Office Level Credit Committee. He was
also a member of the Credit Approval Grid for proposals
being placed to CACB, HLCC and MCB.
He was also the President of the Corporation Bank
Employees Sports & Recreation Club and Sirigandha
(Kannada Balaga at Bank).

Page 14 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office
Phone :
P. B. No.599, Mahaveera Circle
E-Mail
:
Kankanady
Website :
Mangaluru – 575 002
CIN
:
0824-2228182
[email protected]
www.karnatakabank.bank.in
L85110KA1924PLC001128

==> picture [474 x 608] intentionally omitted <==

----- Start of picture text -----

Sl. Particulars Information Disclosed
No.
Mr. Alse was appointed as an Executive Director of Oriental
Bank of Commerce (OBC) on 26.12.2018 and he held that
position up to 31.03.2020 and as Officer on Special Duty at
Punjab National Bank (PNB) post amalgamation of OBC
with PNB w.e.f. 01.04.2020 till his superannuation on
30.04.2020.
During his tenure as Executive Director, he was overall in
charge of the Corporate Credit, Stressed Assets
Management, Recovery, Accounts, including Audit &
Balance Sheet, Risk Management, Digital Banking,
Cybersecurity, etc. He was an active member of the Team
implementing EASE 2 reforms, in which OBC stood first
amongst mid-sized Public Sector Banks.
Post superannuation, Mr. Alse has been inducted as a
Member of the Settlement Advisory Committee of Canara
Bank, headed by a retired High Court Judge, along with
another retired Executive Director.
Currently, he is a Non-Executive, Independent Director in
The Karnataka Bank Limited w.e.f. 26.05.2021 and holding
membership in various Committees of the Board. He is also
the Chairman of the Stakeholders and Customer Relations
Committee (SCRC) of the Board.
6. Terms and Conditions of Mr. Balakrishna Alse S was appointed as an Additional
Appointment or Re- Director (Non-Executive, Independent Director) on
appointment 26.05.2021 and thereafter the said appointment was
approved by the shareholders in their 97 [th] AGM held on
02.09.2021, not liable to retire by rotation. Further, the
Board of Directors in their meeting held on 27.01.2026 has
recommended seeking shareholders' approval for his re-
appointment as a Non-Executive, Independent Director of
the Bank, effective from 26.05.2026 and up to and inclusive
of 25.05.2029, not liable to retire by rotation.
7. Remuneration details During the FY 2024-25, ₹41.40 Lakhs was paid in the form
of sitting fees for attending meetings of the Board /
Committees and fixed remuneration for the FY 2023-24 of
₹20.00 Lakhs was paid during FY 2024-25. He will
continue to be eligible for being paid sitting fees and other
remuneration as stipulated under the RBI guidelines from
----- End of picture text -----

Page 15 of 22

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Karnataka Bank Ltd.

Your Family Bank, Across India

==> picture [524 x 686] intentionally omitted <==

----- Start of picture text -----

Regd. & Head Office Phone : 0824-2228182
P. B. No.599, Mahaveera Circle E-Mail : [email protected]
Kankanady Website : www.karnatakabank.bank.in
Mangaluru – 575 002 CIN : L85110KA1924PLC001128
Sl. Particulars Information Disclosed
No.
time to time and reimbursement of such expenses incurred
by him for attending the meetings of the Bank.
8. Date of first appointment On 26.05.2021, Mr. Alse was appointed as an Additional
on the Board Director (Non-Executive, Independent Director).
9. Shareholding in the Bank Directly Held: 500 shares
On a beneficial ownership basis: Nil
10. Relationship with other Not related to any other Directors, Manager and other Key
Directors, Manager and Managerial Personnel of the Bank.
other Key Managerial
Personnel of the Bank
11. Number of Board meetings He attended 18 out of 18 Board Meetings held during the
attended last year, i.e., F.Y. Financial Year 2024-25.
2024-25.
12. Other Directorships, He does not hold Directorships, Membership /
Membership / Chairmanship of Committees in any other Company.
Chairmanship of
Committees of other
Boards.
13. Listed entities from which Nil
the person has resigned in
the past three years.
14. Nature of Expertise Banking and Accountancy
15. Skills and capabilities Banking, Accountancy, Agriculture and Rural Economy,
required for the role in Co-operation & SSI, Economics, Finance, IT, Risk
terms of Section 10A (2) of Management, HR and Business Management.
the Banking Regulation
Act, 1949. As General Manager, Mr. Alse was a member of various
Committees of the Corporation Bank, such as the Audit
The manner in which the Committee of Executives, ALCO, CRMC, ORMC,
proposed person meets such Investment Committee and other Policy making and Risk
requirements. Management Committees. He was also a member /
permanent invitee to the Credit Approval Committee of the
Board and the Head Office Level Credit Committee. He
was also a member of the Credit Approval Grid for
proposals being placed to CACB, HLCC and MCB.
Mr. Alse was appointed as an Executive Director of Oriental
Bank of Commerce (OBC) on 26.12.2018 and he held such
position up to 31.03.2020.
As Non-Executive, Independent Director of the Bank, he
actively contributes to Board deliberations, leveraging
----- End of picture text -----

Page 16 of 22

==> picture [28 x 27] intentionally omitted <==

Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

Sl.
No.
Particulars Information Disclosed
professional insights to support strategic planning, financial
prudence and regulatory compliance.

E-Voting Process:

Login method for e-Voting for Individual members holding securities in Demat mode in CDSL / NSDL is given below:

- Step 1: Access to the NSDL e Voting system - A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of the SEBI circular dated December 09, 2020, on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email ID in their demat accounts in order to access the e-Voting facility.

The login method for Individual shareholders holding securities in demat mode is given below:

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----- Start of picture text -----

Type of Login Method
shareholders
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Type of
shareholders
Login Method
Type of
shareholders
Login Method
Type of
shareholders
Login Method
Individual
Shareholders
holding
securities in
demat mode
with NSDL
1.
2.
For
OTP
based
login,
you
can
click
onhttps://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp.You will have
to enter your 8-digit DP ID,8-digit Client ID, PAN No., Verification code, and
generate OTP. Enter the OTP received on your registered email ID/mobile number
and click on login. After successful authentication, you will be redirected to the
NSDL Depository site, wherein you can see the e-Voting page. Click on the
company name ore-Voting service provider, i.e., NSDLand you will be
redirected to the e-Voting website of NSDL for casting your vote during the
remote e-Voting period.
ExistingIDeASusers can visit the e-Services website of NSDL Viz.
https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the
e-Services home page, click on the “Beneficial Owner”icon under“Login,”
which is available under the‘IDeAS’section. This will prompt you to enter your
existing User ID and Password. After successful authentication, you will be able
to see e-Voting services under Value-added services. Click on“Access to e-
Voting”under e-Voting services and you will be able to see the e-Voting page.
Click on the company name ore-Voting service provider, i.e., NSDLand you
will be re-directed to the e-Voting website of NSDL for casting your vote during
the remote e-Voting period.

Page 17 of 22

Your Family Bank, Across India

==> picture [28 x 27] intentionally omitted <==

Karnataka Bank Ltd.

==> picture [524 x 686] intentionally omitted <==

----- Start of picture text -----

Regd. & Head Office Phone : 0824-2228182
P. B. No.599, Mahaveera Circle E-Mail : [email protected]
Kankanady Website : www.karnatakabank.bank.in
Mangaluru – 575 002 CIN : L85110KA1924PLC001128
Type of Login Method
shareholders
3. If you are not registered for IDeAS e-Services, the option to register is available
at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click
at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
4. Visit the e-Voting website of NSDL. Open a web browser by typing the following
URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a
mobile. Once the home page of the e-Voting system is launched, click on the icon
“Login” which is available under the ‘Shareholder/Member’ section. A new screen
will open. You will have to enter your User ID (i.e., your sixteen-digit demat
account number hold with NSDL), Password/OTP and a Verification Code as
shown on the screen. After successful authentication, you will be redirected to the
NSDL Depository site, wherein you can see the e-Voting page. Click on the
company name or e-Voting service provider, i.e., NSDL and you will be
redirected to the e-Voting website of NSDL for casting your vote during the
remote e-Voting period.
5. Shareholders/Members can also download the NSDL Mobile App “ NSDL
Speede ” facility by scanning the QR code mentioned below for a seamless voting
experience.
Individual 1. Users who have opted for the CDSL Easi / Easiest facility can login through their
Shareholders existing user ID and password. An option will be made available to reach the e-
holding
Voting page without any further authentication. The users to login Easi / Easiest
securities in
are requested to visit the CDSL website www.cdslindia.com and click on the login
demat mode
icon & New System My Easi Tab and then use your existing My Easi username &
with CDSL
password.
2. After successful login, the Easi / Easiest user will be able to see the e-voting option
for eligible companies where the e-voting is in progress as per the information
provided by the company. On clicking the e-voting option, the user will be able to
see the e-voting page of the e-voting service provider for casting their vote during
the remote e-voting period. Additionally, there are also links provided to access
the system of all e-Voting Service Providers, so that the user can visit the e-Voting
service providers’ website directly.
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Page 18 of 22

Your Family Bank, Across India

==> picture [28 x 27] intentionally omitted <==

Karnataka Bank Ltd.

Regd. & Head Office Phone : 0824-2228182 P. B. No.599, Mahaveera Circle E-Mail : [email protected] Kankanady Website : www.karnatakabank.bank.in Mangaluru – 575 002 CIN : L85110KA1924PLC001128

Type of
shareholders
Login Method
3.
4.
If the user is not registered for Easi / Easiest, an option to register is available at
the CDSL websitewww.cdslindia.com and click on login & New System Myeasi
Tab and then click on the registration option.
Alternatively, the user can directly access the e-Voting page by providing the
Demat Account Number and PAN No. from an e-Voting link available on the
www.cdslindia.com home page. The system will authenticate the user by sending
OTP on the registered Mobile & Email as recorded in the Demat Account. After
successful authentication, the user will be able to see the e-Voting option where
the e-voting is in progress and also be able to directly access the system of all e-
VotingService Providers.
Individual
Shareholders
(holding
securities in
demat mode)
login through
their
depository
participants
You can also login using the login credentials of your demat account through your
Depository Participant registered with NSDL / CDSL for the e-Voting facility. Upon
logging in, you will be able to see the e-Voting option. Click on the e-Voting option,
and you will be redirected to the NSDL / CDSL Depository site after successful
authentication, wherein you can see the e-Voting feature. Click on the company name
or e-Voting service provider, i.e., NSDL and you will be redirected to the e-Voting
website of NSDL for casting your vote during the remote e-Voting period.

Important note: Members who are unable to retrieve their User ID / Password are advised to use the Forgot User ID and Forgot Password option available at the above mentioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through the Depository, i.e., NSDL and CDSL

Login Type Helpdesk Details
Individual
Shareholders
holding
securities in demat mode with NSDL
Members facing any technical issue in
NSDL helpdesk by sending a request at
calling at 022-4886 7000
login can contact the
[email protected] or
Individual
Shareholders
holding
securities in demat mode with CDSL
Members facing any technical issue in login can contact the
CDSL
helpdesk
by
sending
a
request
at
[email protected] or contact at toll-free no.
1800-21-09911

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode

- How to log in to the NSDL e Voting website?

  1. Visit the e-Voting website of NSDL. Open a web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office Phone : 0824-2228182 P. B. No.599, Mahaveera Circle E-Mail : [email protected] Kankanady Website : www.karnatakabank.bank.in Mangaluru – 575 002 CIN : L85110KA1924PLC001128

  1. Once the home page of the e-Voting system is launched, click on the icon “Login” which is available under the ‘Shareholder/Member’ section.

  2. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL e-services, i.e., IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL e-Services after using your log-in credentials, click on e-Voting and you can proceed to Step 2, i.e., Cast your vote electronically.

  1. Your User ID details are given below:

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----- Start of picture text -----

Manner of holding shares, i.e., Demat Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in a 8 Character DP ID followed by 8 Digit Client ID
demat account with NSDL For example, if your DP ID is IN300 and Client ID is
12
, then your user ID is IN30012**.
b) For Members who hold shares in a 16 Digit Beneficiary ID
demat account with CDSL For example, if your Beneficiary ID is
12
**, then your user ID is
12
**
c) For Members holding shares in EVEN Number followed by Folio Number registered
Physical form with the company
For example, if folio number is 001
and EVEN is
101456, then user ID is 101456001

5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can use your existing password to login and
cast your vote.
b) If you are using the NSDL e-Voting system for the first time, you will need to retrieve the ‘initial
password’ which was communicated to you. Once you retrieve your ‘initial password’, you
need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the company, your ‘initial
password’ is communicated to you on your email ID. Trace the email sent to you from
NSDL from your mailbox. Open the email and open the attachment, i.e., a .pdf file. Open
the .pdf file. The password to open the .pdf file is your 8 digit Client ID for NSDL account,
the last 8 digits of the Client ID for CDSL account, or the folio number for shares held in
physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow the steps mentioned below in the process
for those shareholders whose email IDs are not registered .
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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

  1. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

  2. a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com

  3. b) Physical User Reset Password ?” (If you are holding shares in physical mode,) option is available on www.evoting.nsdl.com.

  4. c) If you are still unable to get the password by the aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address, etc.

  5. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e- Voting system of NSDL.

  6. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  7. Now, you will have to click on the “Login” button.

  8. After you click on the “Login” button, the Home page of e-Voting will open.

- Step 2: Cast your vote electronically on the NSDL e Voting system

- How to cast your vote electronically on the NSDL e Voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

  2. Select the “EVEN” of the company for which you wish to cast your vote during the remote e- Voting period.

  3. Now you are ready for e-Voting as the Voting page opens.

  4. Cast your vote by selecting appropriate options, i.e., assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  5. Upon confirmation, the message “Vote cast successfully” will be displayed.

  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e., other than individuals, HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of the relevant Board Resolution / Authority letter, etc., with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer; CS. Ullas Kumar Melinamogaru, Practicing Company Secretary, Mangaluru by e-mail to [email protected] (Alternate Scrutinizer - CS Namrath Kottary, Practicing Company Secretary, Mangaluru ([email protected]) with a copy marked to [email protected] Institutional shareholders (i.e., other than individuals, HUF, NRI, etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter, etc., by clicking on "Upload Board Resolution / Authority Letter" displayed under the "e-Voting" tab in their login.

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Karnataka Bank Ltd.

Your Family Bank, Across India

Regd. & Head Office P. B. No.599, Mahaveera Circle Kankanady Mangaluru – 575 002

Phone : 0824-2228182 E-Mail : [email protected] Website : www.karnatakabank.bank.in CIN : L85110KA1924PLC001128

  1. It is strongly recommended not to share your password with any other person and to take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  2. In case of any queries, you may refer to the Frequently Asked Questions (FAQs) for Shareholders and the e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com. For any grievances connected with the facility for e-voting, please contact Mr. Falguni C., email id: [email protected] / 022 - 4886 7000.

Process for those shareholders whose email IDs are not registered with the Depositories for procuring a User ID and Password and registration of email IDs for e-voting for the resolution set out in this Notice :

  1. In case shares are held in physical mode, please provide Folio No., Name of Shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), Aadhaar (selfattested scanned copy of Aadhaar Card) by email to: [email protected]

  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account Statement, PAN (self-attested scanned copy of PAN card), Aadhaar (self-attested scanned copy of Aadhaar Card) to: [email protected] If you are an Individual shareholder holding securities in demat -

mode, you are requested to refer to the login method explained at step 1 (A ), i.e. Login method for e Voting for Individual shareholders holding securities in demat mode .

  1. Alternatively, shareholder / members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  2. In terms of the SEBI circular dated December 09, 2020, on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access the e-Voting facility.


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