| DURING THE YEAR, THE BANK CONDUCTED THE ANNUAL PERFORMANCE EVALUATION OF THE BOARD AS A WHOLE, BOARD COMMITTEES AND INDIVIDUAL DIRECTORS IN ACCORDANCE WITH THE FRAMEWORK APPROVED BY THE GOVERNANCE NOMINATION AND REMUNERATION COMMITTEE (“GNRC”) OF THE BANK. THE EVALUATION WAS CONDUCTED ELECTRONICALLY THROUGH A PLATFORM, USING STRUCTURED AND DIFFERENTIATED QUESTIONNAIRES FOR THE BOARD AS A WHOLE, BOARD COMMITTEES AND INDIVIDUAL DIRECTORS. THESE QUESTIONNAIRES WERE DESIGNED TO ASSESS A COMPREHENSIVE SET OF PARAMETERS INCLUDING THE BOARD’S COMPOSITION AND DIVERSITY, SKILLS, CLARITY OF ROLES AND RESPONSIBILITIES, QUALITY AND TIMELINES OF INFORMATION FLOW, EFFECTIVENESS OF BOARD PROCESSES AND COMMITTEE FUNCTIONING, ADHERENCE TO THE CODE OF CONDUCT AND ETHICAL VALUES, ETC. AS MANDATED UNDER THE ACT AND SEBI LISTING REGULATIONS, A SEPARATE MEETING OF THE INDEPENDENT DIRECTORS WAS CONVENED TO REVIEW THE FEEDBACK ON PERFORMANCE ASSESSMENT OF THE NON-INDEPENDENT DIRECTORS AND OF THE BOARD AS A WHOLE. THE BOARD ALSO REVIEWED THE ASSESSMENT, INCLUDING EVALUATION OF ALL THE DIRECTORS, BOARD COMMITTEES AND THE BOARD AS A WHOLE. THE BOARD ALSO AFFIRMED THAT, BEYOND THE ESTABLISHED EVALUATION PARAMETERS, THE INDEPENDENT DIRECTORS MEET THE INDEPENDENCE CRITERIA OUTLINED IN THE ACT AND SEBI LISTING REGULATIONS, AND REMAIN INDEPENDENT FROM THE BANK’S MANAGEMENT. THE EVALUATION FOR FY 2025-26 REAFFIRMED THAT THE BOARD CONTINUES TO FUNCTION AT A HIGH LEVEL OF EFFECTIVENESS ACROSS MOST PARAMETERS. THE DIRECTORS NOTED MEANINGFUL IMPROVEMENTS IN THE DEPTH AND QUALITY OF STRATEGIC DISCUSSIONS, MORE FOCUSED DELIBERATION ON BUSINESS PRIORITIES, AND STRONG OVERALL COMMITTEE PERFORMANCE. THE DIRECTORS ALSO APPRECIATED THE BOARD LEVEL COMMITTEES FOR THEIR DISCIPLINE, RIGOUR, AND WELL-STRUCTURED OVERSIGHT. THE QUALITATIVE FEEDBACK ALSO PROVIDED NUANCED PERSPECTIVES ON OPPORTUNITIES FOR FURTHER ENHANCEMENT. DIRECTORS OBSERVED THE VALUE OF BROADENING THE BOARD’S COMPOSITION WITH ADDITIONAL EXPERTISE, AS A MEANS TO AUGMENT THE BOARD’S STRATEGIC AND SUPERVISORY STRENGTH. THERE WAS ALSO A SHARED VIEW THAT CONTINUOUS LEARNING AND STRUCTURED DEVELOPMENT SESSIONS WOULD SUPPORT DIRECTORS IN KEEPING PACE WITH THE EVOLVING REGULATORY, TECHNOLOGICAL AND COMPETITIVE LANDSCAPE. IN ADDITION, SUGGESTIONS INCLUDED, ENABLING RICHER DISCUSSIONS ON EMERGING RISKS AND CUSTOMER EXPERIENCE. DURING THE YEAR, THE BOARD CONTINUED TO BUILD ON THE KEY FOCUS AREAS INCLUDING PROGRESS ON THE BANK’S GEN AI INITIATIVES AND CYBERSECURITY, WHICH HAD BEEN HIGHLIGHTED AS STRATEGIC PRIORITIES IN THE PREVIOUS YEAR’S EVALUATION. THE BOARD AND RELEVANT COMMITTEES WERE PERIODICALLY UPDATED ON TECHNOLOGY-MODERNIZATION EFFORTS, AI-DRIVEN INNOVATIONS, AND THE BANK’S CYBER-RISK POSTURE, ENABLING CONTINUED STRENGTHENING OF OVERSIGHT IN THESE DOMAINS. THE BOARD ALSO SUSTAINED ITS EMPHASIS AND DEVOTED SIGNIFICANT TIME AND ATTENTION ON STRATEGIC PLANNING, COMPETITIVE BENCHMARKING AND SUCCESSION PLANNING. THE BOARD NOTED THAT THE EVALUATION EXERCISE CONTINUES TO PLAY AN IMPORTANT ROLE IN STRENGTHENING GOVERNANCE STANDARDS. THE FEEDBACK FROM THE FY 2025-26 EVALUATION HAS BEEN DULY CONSIDERED BY THE BOARD, AND IT REMAINS COMMITTED TO CONTINUOUSLY ENSURING HIGH-QUALITY DELIBERATION ON KEY FOCUS AREAS IDENTIFIED FROM TIME TO TIME. FEEDBACK FROM THE EVALUATION WAS APPROPRIATELY COMMUNICATED TO THE RESPECTIVE DIRECTORS FOR THEIR CONSIDERATION AND KNOWLEDGE. |