Mumbai: AU Small Finance Bank Limited has initiated a postal ballot process to seek shareholder approval for two key corporate proposals, the bank informed the stock exchanges today.
Key Agenda Items for Shareholder Approval:
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Appointment of Mr. Phani Shankar as Independent Director: The bank proposes to appoint Mr. Phani Shankar (DIN: 09663183) as an Independent Director for a term of three years, effective from January 20, 2026, to January 19, 2029. Mr. Shankar, a seasoned financial services professional with over three decades of experience in credit, risk, treasury, and financial markets, was appointed as an Additional Director by the Board on January 20, 2026.
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Amendment to AU ESOS 2023 (Employee Stock Option Scheme): The bank seeks approval to increase the total employee stock option (ESOP) pool under its 'AU ESOS 2023' scheme from the existing 2 crore options to 5 crore options. This represents an addition of 3 crore new options. The bank states that the existing pool is nearly utilized, and the expansion is required to meet anticipated ESOP requirements for the next 3-4 years, aligning employee interests with long-term shareholder value.
Voting Details for Shareholders:
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Cut-off Date: January 23, 2026 (Members holding shares as of this date are eligible to vote).
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Remote E-Voting Period: Opens on Friday, January 30, 2026 (9:00 AM IST) and closes on Saturday, February 28, 2026 (5:00 PM IST).
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Voting Platform: E-voting will be conducted via the CDSL platform.
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Result Declaration: The results will be declared on or before Wednesday, March 4, 2026.
Background and Rationale:
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The bank's Nomination and Remuneration Committee (NRC) recommended Mr. Shankar's appointment based on his fit-and-proper assessment and expertise in banking, risk management, and treasury, which aligns with the bank's growth trajectory and Board composition requirements.
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The ESOP expansion aims to attract, retain, and reward talent, with the potential dilution for existing shareholders estimated at approximately 3.7% from the new grant and ~7.4% on a fully diluted basis when combined with previously approved options.
Next Steps: Eligible shareholders are encouraged to participate in the remote e-voting process within the stipulated timeline. The postal ballot notice and detailed explanatory statement are available on the bank's website and the CDSL e-voting portal.
About AU Small Finance Bank: AU Small Finance Bank is a scheduled commercial bank, serving retail and MSME customers with a wide range of banking products and services across India.