14.1 As per AS 29 (Provisions, Contingent Liabilities and Contingent Assets), a provision is recognised when there is apresent obligation as a result of past events and it is probable that an outflow of resources embodying economicbenefits will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions arenot discounted to its present value and are determined based on best estimate required to settle the obligationat the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current bestestimates.
14.2 A disclosure of contingent liability is made when there is:
• possible obligation arising from a past event, the existence of which will be confirmed by occurrence or non¬occurrence of one or more uncertain future events not within the control of the Bank; or
• present obligation arising from a past event which is not recognised as it is not probable that an outflow ofresources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannotbe made.
14.3 When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resourcesis remote, no provision or disclosure is made.
14.4 Contingent assets, if any, are not recognised/disclosed in the financial statements since this may result in therecognition of income that may never be realised.
14.5 In cases where the available information indicates that the loss on the contingency is reasonably possible but theamount of loss cannot be reasonably estimated, a disclosure to this effect is made in the financial statements. Incase of remote possibility, neither provision nor disclosure is made in the financial statements.
Cash and cash equivalents include cash in hand (including balance in ATM), balances with the RBI, balances with otherbanks in current accounts and money at call and short notice.
16.1 Accounting for transactions involving foreign exchange is done in accordance with Accounting Standard (AS) 11,"The Effects of Changes in Foreign Exchange Rates".
16.2 All transactions in foreign currency are recognised at the exchange rate as notified by the Foreign Exchange DealersAssociation of India (FEDAI).
16.3 Foreign currency monetary items are reported using the exchange rate prevailing at the Balance Sheet date.
16.4 Non-monetary items which are measured in terms of historical cost denominated in foreign currency are reportedusing the exchange rate as notified by Foreign Exchange Dealers Association of India (FEDAI) at the date oftransaction. Non-monetary items which are measured at Fair Value or other similar value denominated in a foreigncurrency are translated using the exchange rate at the date when such value is determined.
16.5 Exchange differences arising on settlement of monetary items or on reporting of such monetary items at ratesdifferent from those at which they were initially recorded during the year, or reported in previous financial statements,are recognised as income or expense in the year in which they arise.
Share issue expenses are adjusted from Share Premium Reserve as permitted by Section 52 of the Companies Act,
2013.
Expenditure towards corporate social responsibility, in accordance with Companies Act, 2013, is recognised in the Profit
and Loss Account.
The Capital to risk-weighted asset ratio ('Capital Adequacy Ratio') of the Bank has been computed in accordance withthe Reserve Bank of India ('RBI') circular no DBR. NBD. No.26/16.13.218/2016-17, dated October 06, 2016 on "OperatingGuidelines for Small Finance Banks".
The Bank has followed Basel II Standardised Approach for computing credit risk. In accordance with the RBIcommunication (reference no. DBR.NBD.No.4502/16.13.218/2017-18 dated November 8, 2017), market risk andoperational risk are currently not applicable for computing Capital Adequacy Ratio for Small Finance Banks. Further,Capital Conservation Buffer and Counter-Cyclical Capital Buffer are not applicable to Small Finance Banks as per theextant RBI guidelines.
As on March 31, 2025, the Bank's Capital Adequacy Ratio stood at 25.39% (Previous year: 27.39%), well above theregulatory minimum requirement of 15% prescribed for Small Finance Banks by the RBI.
During the year ended March 31, 2025, the Bank has allotted 2,04,417 equity shares to employees of the Bank in
form of employee stock option as per the ESOP plan of the Bank.
During the year ended March 31, 2024, the Bank has issued and allotted:
1.1.2.1 96,15,384 equity shares having face value of ' 10/- each at a premium of ' 458/- (i.e., at the total issueprice of ' 468/-) per equity share aggregating to ' 450.00 crores, as public issue in Initial Public Offering(IPO) dated February 14, 2024;
1.1.2.2 10,57,700 equity shares having face value of ' 10/- each at a premium of ' 458/- (i.e., at the total issueprice of ' 468/-) per equity share aggregating to ' 49.50 crores on a private placement basis underpreferential allotment; and
1.1.2.3 1,16,982 equity shares to employees of the Bank in form of employee stock option as per the ESOP plansof the Bank.
For the year ended March 31, 2025, the Board of Directors, in the meeting held on April 29, 2025 recommended adividend of ' 4.00 per equity share (' 1.20 per equity share for the year ended March 31,2024) having face value of' 10 each. The recommendation made is in accordance with the guidelines issued by the Reserve Bank of India ondeclaration of dividend by banks.
According to the AS 4 - 'Contingencies and events occurring after the balance sheet date' as notified by the Ministryof Corporate Affairs through Companies (Accounting Standards) Rules, 2021, the Bank has not accounted proposeddividend (including tax) as a liability. However, the proposed dividend has been considered as a deduction whilecomputing capital funds for the purpose of Capital Adequacy Ratio calculation.
There has been no draw down from reserves during the year ended March 31, 2025 and March 31,2024 other thanthose disclosed under Schedule 2.
The classification, measurement, and valuation of the Bank's investment portfolio have been carried out in accordancewith the Reserve Bank of India (RBI) Master Direction - Classification, Valuation and Operation of Investment Portfolio ofCommercial Banks (Directions), 2023, dated September 12, 2023 as amended from time to time, which became effectivefrom April 01, 2024 ("the RBI Investment Master Directions").
Pursuant to the transition to the revised framework, the Bank has recognised a net transition valuation gain of' 1.73 crores (net of applicable taxes) and ' 1.26 crores (net of applicable taxes), which has been appropriated to theGeneral Reserve and AFS Reserve respectively, thereby resulting in a net positive impact on the Bank's net worth as onthe date of transition i.e., April 01,2024. Additionally, in compliance with the RBI Investment Master Directions, the Bankhas transferred the balance in the Investment Reserve Account to Investment Fluctuation Reserve by ' 0.02 crores andthe remaining balance of ' 0.95 crores to the General Reserve.
• Net gain of ' 6.02 crores (net of applicable taxes) on account fair value of instruments in the AFS-Reserve;
• Net gain of ' 0.19 crores in the Profit & Loss account on account of fair value of instrument in FVTPL category; and
• A debit of ' 0.40 crores in the Profit & Loss Account on account of discount/premium amortisation.
Accordingly, the amounts for previous years are not comparable.
During the year ended March 31,2025, there is no sale/transfer of securities to/from HTM categories, which requires thedisclosure as per the RBI guidelines.
During the year ended March 31, 2024, there is no sale/transfer of securities to/from HTM categories exceeding 5% ofthe book value of the investments held in HTM category at the beginning of the year, which requires the disclosure as perthe RBI guidelines. However, the Bank after approval of the Board of Directors, at the beginning of the accounting year,has transferred government securities within the categories as stated below:
The Bank has not transferred/acquired any stressed loan or loan not in default during the year ended March 31,2025 andMarch 31, 2024.
The Bank, as part of its normal banking business, grants loans and advances, makes investments, provides guarantees,to and accepts deposits and borrowings from its customers and borrowing from entities. These transactions are partof Bank's normal banking business, which is conducted ensuring adherence to all regulatory requirements and bank'sinternal policies as applicable.
Other than the transactions described above, no funds have been advanced or loaned or invested (either from borrowedfunds or securities premium or any other sources or kind of funds) by the Bank to or in any other persons or entities,including foreign entities (Intermediaries) with the understanding, whether recorded in writing or otherwise, that theIntermediary shall lend or invest in party identified by or on behalf of the Bank (Ultimate Beneficiaries).
The Bank has not received any fund from any parties (Funding Party) with the understanding that the Bank shall whether,directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Funding Party (UltimateBeneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Bank has not sold any financial asset to Securitisation/Reconstruction Company for Asset Reconstruction duringthe year ended March 31,2025 and March 31, 2024.
The Bank has not purchased/sold any non-performing financial assets from/to other banks during the year ended March31,2025 and March 31,2024.
The Bank has not issued any letter of comfort during the year ended March 31,2025 and year ended March 31, 2024.
The Bank has not entered into any Credit Default Swaps (CDS) during the year ended March 31, 2025 and year endedMarch 31,2024.
For the reference year ended March 31,2024, the Inspection & Risk Assessment was conducted by the RBI under Section35 of Banking Regulation Act 1949.There was no divergence observed in the asset classification and provisioning fornon-performing assets (NPAs) pursuant to the Inspection and Risk Assessment conducted by the RBI.
With effect from May 15, 2024, the Bank has changed its policy in respect of the order of priority, for appropriation ofrecoveries in non-performing accounts. The impact of the such change on the financial results is not material.
b. Mr. Munish Jain: Mr. Kimti Lal Jain, Mr. Vishal Jain, Mrs. Usha Jain, Mrs. Ruchi Jain, Mrs. Ritu Jain, Mr. Aagam Jain,Mr. Gaurish Jain and Munish Jain HUF.
c. Mr. Aseem Mahajan: Mr. Chander Kant Mahajan, Mrs. Sumita Mahajan, Mrs. Isha Sehgal, Mrs. Ritika Mahajan,Mr. Ayaan Mahajan and Mr. Izaan Mahajan.
d. Mr. Amit Sharma: Mr. Mangal Chand Sharma, Mrs. Bimla Sharma, Mrs. Gitika Sharma, Mr. Kunal Sharma,Miss Amayra Sharma, Mrs. Poonam Sharma, Mrs. Seema Sharma, Mr. Ajay Sharma and Mrs. Sheetal Sharma.
a. Capital Foundation Trust
Bank and related parties for year ended March 31, 2025 are given below:
1. Interest paid includes (a) ' 0.11 crores paid to Mr. Amarjit Singh Samra (b) ' 0.11 crores paid to Mr. Munish Jain(c) ' 0.11 crores paid to Mrs. Ruchi Jain; (d) 0.08 crores paid to Mrs. Amarpreet Kaur Hayer;
2. Interest received includes (a) ' 0.02 crores received from Mr. Amit Sharma (b) ' 0.02 crores received fromMr. Aseem Mahajan;
3. Leasing includes (a) ' 0.51 crores paid to Mr. Amarjit Singh Samra (b) ' 0.51 crores paid to Mrs. Surinder KaurSamra (c) ' 0.51 crores paid to Mr. Sarvjit Singh Samra (d) ' 0.51 crores paid to Mr. Amardeep Singh Samra (e)' 0.26 crores paid to Mrs. Navneet Kaur Samra;
4. Salary paid includes (a) ' 1.65 crores paid to Mr. Munish Jain (b) ' 1.55 crores paid to Mr. Sarvjit Singh Samra; and
5. CSR Expense/Contribution includes ' 2.38 crores paid to Capital Foundation Trust.
The significant transactions (wherever it exceeds 10% of all related party transactions in that category) between the
Bank and related parties for year ended March 31, 2024 are given below:
1. Interest paid includes (a) ' 0.10 crores paid to Mr. Amarjit Singh Samra (b) ' 0.16 crores paid to Mr. Munish Jain (c)' 0.08 crores paid to Mrs. Ruchi Jain;
2. Interest received includes (a) ' 0.02 crores received from Mr. Amit Sharma;
3. Leasing includes (a) ' 0.51 crores paid to Mr. Amarjit Singh Samra (b) ' 0.51 crores paid to Mrs. Surinder KaurSamra (c) ' 0.51 crores paid to Mr. Sarvjit Singh Samra (d) ' 0.51 crores paid to Mr. Amardeep Singh Samra (e)' 0.25 crores paid to Mrs. Navneet Kaur Samra;
4. Salary paid includes (a) ' 1.75 crores paid to Mr. Munish Jain (b) ' 1.45 crores paid to Mr. Sarvjit Singh Samra; and
5. CSR Expense/Contribution includes ' 1.77 crores paid to Capital Foundation Trust.
There has been no penalty imposed by the Reserve Bank of India on the Bank except that of ' 0.02 crores and ' 0.001crores during the year ended March 31, 2025 (' 0.02 crores and 'Nil' during the year ended March 31, 2024) for non¬replenishment of ATMs in terms of RBI circular no. RBI/2021-22/84 DCM (RMMT) No. S153/11.01.01/2021-22 onMonitoring of Availability of Cash in ATMs dated August 10, 2021 and for not extending the facility of exchange ofsoiled notes to non-customers by the branch in terms of RBI circular no. DCM (CC) G-1/03.44.01/2024-25 on MasterDirection - Scheme of Penalties for bank branches and Currency Chests for deficiency in rendering customer service tothe members of public dated April 01, 2024 respectively.
i) Nomination and Remuneration Committee
The Bank has constituted Nomination and Remuneration Committee (NRC) for overseeing and governingthe compensation polices of the Bank. The committee oversees the framing, review and implementation ofcompensation policy of the Bank on behalf of the Board for Managing Director & Chief Executive Officer, WholeTime Directors & Material Risk Takers.
The Committee has four members including three members from Risk Management Committee of the Board. Themajority of the members of the committee are independent non-executive Directors.
As on March 31, 2025 the Committee consists of the following Members:
• Mr. Kamaldeep Singh Sangha, Chairman
• Mr. Dinesh Gupta, Member
• Mr. Gurpreet Singh Chug, Member
• Mr. Sham Singh Bains, Member
The Compensation Policy ("the Policy") of the Bank aims at the Bank's philosophy to recruit, motivate, rewardand retain employees who believe in, and live by, our culture and values. The Bank endeavors to encourageentrepreneurship by creating a working environment that motivates high performance so that all employees canpositively contribute to the strategy, vision, goals and values of the Bank. The key objectives of the Policy are:
• To support the organisation's strategy by helping to build a competitive, high performance and innovativecompany with an entrepreneurial culture that attracts, retains, motivates and rewards high-performingemployees;
• To promote the achievement of strategic objectives within the Company's risk appetite;
• To promote/support positive outcomes across the economic and social context in which the Companyoperates and
• To promote an ethical culture and responsible corporate citizenship.
• To ensure that the remuneration of "MD & CEO", "Whole Time Directors" & Material Risk Takers is fair andreasonable in the context of overall Bank's remuneration.
• Adherence to principles of good corporate governance, as depicted in "best practice" and regulatoryframeworks.
• Make a clear distinction between levels of accountability and pay package.
The fixed pay is the base element of the remuneration that reflects the employee's role or position in the Bankand is payable for doing the expected job, including but not limited to basic salary, statutory bonus, allowances,perquisites, profit in lieu of salary and any other component paid, measured on the cost to company basis.Guaranteed remuneration is paid on monthly basis and is normally benchmarked against the financial servicesmarket and is aligned to the expected operational performance.
iv) Variable Pay
The variable pay is the reward element of the remuneration, focused to create a performance culture in the Bank,is payable as a reward to individuals or teams for achieving strong results in terms of pre-determined goals. Thevariable remuneration of an employee(s) can be short term or long term depending upon the category of theemployee(s): (1) Short Term Variable Remuneration is paid on not greater than yearly frequency on the basis ofperformance based scorecard or individual employee rating; or/and (2) Long Term Variable Remuneration is paidon more than annual frequency on the basis of longevity and long-term performance of the employee in the form ofESOPs only (including Cash Linked Stock Appreciation Rights).
• The variable pay should be:
> Atleast 100% but not more than 200% of the fixed pay in case of Managing Director and CEO and WholeTime Director or as approved by the Reserve Bank of India;
> Atleast 50% but not more than 70% (earlier 60%) of the fixed pay for executive overseeing one businessline and atleast 75% (earlier 50%) but not more than 125% (earlier 70%) of the fixed pay for executiveoverseeing more than one business line in case of other MRTs.
• Out of above, 50% of the variable pay should be via non cash instruments. In case, any of the executive, isbarred by statute or regulation from grant of Share-linked Instruments, the whole amount can be paid via cash.
• Within the said range and as per the above ceiling, the NRC decides the short term variable pay %age for theperiod keeping in the view the various factors including but not limited to present and prospective capitalposition, market dynamics and risk position of the Bank.
• The variable pay is linked with the performance of the executive and performance of the Bank during the Periodand accordingly the performance measurement is done basis various key performance indicators including:
> Individual Rating;
> Profitability Achievement;
> Business Growth Achievement;
> Credit Risk (NPA position, SMA 2 position);
> Market Risk (LCR, Duration gap Analysis);
> Solvency Risk (Leverage Ratio, Capital Adequacy Ratio)
• A minimum of 60% of the total variable pay (including at least 50% of the cash component if cash componentis ' 25 lakhs or more), is deferred over a period of 3 years. Further, in case of various events, the deferredcompensation is subject to the malus arrangement.
The Bank does not allow any guaranteed bonus except bonus payable under the Payment of Bonus Act. Further,the Joining/Signing bonus is permissible in the context of hiring of executive in the form of ESOPs only and belimited to the first Period. Further, the Bank will not grant severance pay other than accrued benefits (gratuity, retiralbenefits, etc.) except in case where it is mandatory by any statute.
The Bank does not provide any facility or funds or permit employees to insure or hedge their compensation structureto offset the risk alignment effects embedded in their compensation arrangement.
During the year ended March 31,2025, remuneration by way of sitting fees paid to Non-Executive Directors for attendingmeetings of the Board and its committees amounted to ' 0.45 crores (' 0.43 crores during the year ended March 31,2024).
In addition, the Bank paid remuneration amounting to ' 0.88 crores during the year ended March 31,2025 (' 0.71 croresduring the year ended March 31, 2024) to the Non-Executive Directors.
Capital Small Finance Bank Limited - Employees Stock Option Plan 2018 ("CSFB ESOP 2018") was approved by theshareholders of the Bank, in the Annual General Meeting held on August 18, 2018 amended further on October 22, 2021,for granting equity stock options to its employees and directors (other than independent directors).
Capital Small Finance Bank Limited - Employees Stock Option Plan for Material Risk Takers ("CSFB ESOP for MRTs")was approved by the shareholders of the Bank on July 11, 2020 (amended further on October 22, 2021), for grantingequity stock options to its material risk takers.
Capital Small Finance Bank Limited - Employees Stock Option Plan 2023 ("CSFB ESOP 2023") was approved by theshareholders of the Bank, in Extraordinary General Meeting of the Bank held on May 12, 2023, for granting equity stockoptions to its employees and directors (other than independent directors).
19.2 The stock options will be equity settled.
19.3 The accounting for stock options is in accordance with the Guidance Note on Accounting for Share-based Paymentsissued by the Institute of Chartered Accountants of India.
19.4 The Nomination and Remuneration Committee of the Bank is empowered to administrate, implement and superintendthe plan. Its powers include determination of eligible employees, determine the parameters for grant of options, vestingconditions, determination of exercise period, among others.
As per RBI circular RBI/2015 -16/315 DBR.BPBC. No.76/21.07.001/2015-16 dated February 11,2016 Implementation ofIndian Accounting Standards (Ind AS), Banks are advised that scheduled commercial banks (excluding RRBs) shall followthe Indian Accounting Standards as notified under the Companies (Indian Accounting Standards) Rules, 2015, subjectto any guideline or direction issued by the RBI in this regard. Banks in India currently prepare their financial statementsas per the guidelines issued by the RBI, the Accounting Standards notified under section 133 of the Companies Act,2013 and generally accepted accounting principles in India (Indian GAAP). In January 2016, the Ministry of CorporateAffairs issued the roadmap for implementation of new Indian Accounting Standards (Ind AS), which were based onconvergence with the International Financial Reporting Standards (IFRS), for scheduled commercial banks, insurancecompanies and non-banking financial companies (NBFCs). In March 2019, RBI deferred the implementation of Ind AS forbanks till further notice as the recommended legislative amendments were under consideration of Government of India.The Bank had undertaken preliminary diagnostic analysis of the GAAP differences between Indian GAAP vis-a-vis Ind ASand shall proceed for ensuring the compliance as per applicable requirements and directions in this regard and the Bankis submitting Proforma Ind AS Financial Statements to the RBI on regular basis.
• The audit fees paid during the year ended March 31,2024 includes ' 0.24 crores and certificate fees & fee for otherservices includes ' 0.02 crores paid to previous statutory auditor.
• Out of pocket expenses includes expense for statutory auditor and other auditors.
Figures for the previous year have been regrouped and reclassified wherever necessary to conform to the current year'spresentation.
As per our report of even date attached
For SCV & Co. LLP For and on behalf of The Board of
Chartered Accountants Capital Small Finance Bank LimitedFRN:000235N/N500089
Partner Managing Director Director Director
Membership No. 516834 & Chief Executive Officer DIN : 10132430 DIN: 01003380
DIN: 00477444
Date: April 29, 2025Place: Noida
Aseem Mahajan Amit Sharma
Chief Financial Officer Company Secretary
Membership No. FCS10888
Date: April 29, 2025Place: Jalandhar