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RNS Number : 1492O YES Bank Limited 08 June 2022
YBL/CS/2022-23/Int/05
June 08, 2022
India International Exchange IFSC Limited The Singapore Exchange Securities Trading Limited
101 First Floor, Hiranandani Signature Tower, 2, Shenton Way #19-00
GIFT City IFSC - 382355, Gujarat, India SGX Centre 1, Singapore 068804
The London Stock Exchange
10, Patemoster Square,
London, EC4M 7LS
Dear Sir/Madam,
Sub.: 18(th) Annual General Meeting (AGM) of the Bank
This is to inform that pursuant to the applicable provisions of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board
of Directors of the Bank has resolved to convene the 18(th) Annual General
Meeting (AGM) of the Bank on Friday, July 15, 2022 at 10.30 AM through Video
Conferencing (VC) / Other Audio-Visual Means (OVAM), in accordance with the
General Circular No. 20/2020 dated May 5, 2020, read with the circulars dated
April 8, 2020, April 13, 2020, January 13, 2021, December 08, 2021, and May
05, 2022 issued by the Ministry of Corporate Affairs (MCA) and in accordance
with circulars dated May 12, 2020, January 15, 2021 and May 13, 2022 issued by
the Securities and Exchange Board of India (SEBI) granting relaxations from
compliance of certain provisions related to calling and convening of AGM.
The Notice of the 18(th) AGM will be submitted in due course.
The Board of Directors has recommended constitution of alternate Board for
approval of shareholders at the ensuing AGM. In this regard, please find
attached copy of press release which is self-explanatory.
We request you to take above on your record and disseminate to all concerned.
Thanking you,
Yours faithfully,
For YES BANK LIMITED
Shivanand R. Shettigar
Company Secretary
Encl: A/a
YES BANK SET TO COME OUT OF THE "YES BANK RECONSTRUCTION SCHEME 2020";
INITIATES PROCESS FOR FORMATION OF ALTERNATE BOARD;
· On the back of YES Bank's turnaround and having achieved significant
progress post the implementation of the YES Bank Reconstruction Scheme March
2020 ("Reconstruction Scheme"), the Board of Directors of the Bank appointed
under the Reconstruction Scheme, have recommended to its shareholders, the
formation of an alternate Board in line with the directions of the Scheme.
· The alternate Board is being constituted and will operate under the
applicable laws & regulations as against the current Board which was
constituted and is functioning under the ambit of the Reconstruction Scheme.
Commenting on the occasion of the Board's decision on forming the alternate
Board, the Chairman of the Board, Mr. Sunil Mehta said "YES Bank today
accomplishes a significant milestone of coming out of the Reconstruction
Scheme by initiating the process of formation of the alternate Board. On this
occasion, I wish to compliment and thank my colleagues on the Board, the
Reserve Bank of India, Government of India, State Bank of India and all other
investors, Bank's customers and importantly the 24,000 plus highly dedicated
employees of YES Bank for having achieved a historic turnaround of one of the
largest private sector banks of this country.
It has been a fascinating experience and truly a privilege to lead the Board
during this very difficult period and achieve very distinct milestones over
the course of more than 2 years. My special gratitude to Mr. Mahesh
Krishnamurti and Mr. Atul Bheda who will be demitting office along with me on
formation of the alternate Board. The most satisfying and fulfilling outcome
for us has been the renewed business momentum and trust we have regained with
our customers, employees, regulators, investors and all our stakeholders. As
demonstrated over the last several quarters, the Bank is now ready to grow
profitably and sustainably, on behalf of the Board, I assure all our
stakeholders that the Bank has built a strong ethos of integrity, trust and
transparency which shall remain uncompromised. The Bank now is fully ready to
achieve its long term growth trajectory under the direction of the alternate
Board being formed. "
BACKGROUND
· Government of India had notified the YES Bank Reconstruction Scheme,
2020 on March 13, 2020. The existing Board of the Bank was constituted under
the rules laid out in Para 5 of the Reconstruction Scheme which included
appointment of following directors:
a. Four Directors including MD&CEO and Chairman as mentioned in the
Reconstruction Scheme:
- Mr. Sunil Mehta, Chairman of the Board
- Mr. Mahesh Krishnamuti, Board Member
- Mr. Atul Bheda, Board Member
- Mr. Prashant Kumar, MD & CEO
b. Two SBI nominee directors who are the officers of SBI
c. Two RBI appointed Additional Directors
· Further, the Reconstruction Scheme stated that the members of the
Board, other than the Additional Directors appointed by RBI, shall continue in
office for a period of one year, or until an alternate Board is constituted
· Since the implementation of the Reconstruction Scheme, the Bank has
undertaken multiple transformational initiatives that have helped the Bank to
resurrect and rebuild its foundation and now remains on course to achieve its
growth and profitability objectives. The Bank also expanded the Board in
2021. Some of the key milestones include:
a. FY22 was a first full year profit for the Bank at INR 1,066 Crores
after two successive years of heavy losses in FY20 and FY21
b. Near doubling of the deposit book from ~ INR 1.05 Lakh Crores (Mar-20)
to ~ INR 1.97 Lakh Crores (Mar-22). CASA Ratio back in excess of 30%.
c. Significant corrections and improvements in the liquidity position and
funding structure of the Bank expressed through CD Ratio improving from 163%
to 92% and Liquidity Coverage Ratio improving from 37% to 128%
d. Raised INR 15,000 Crores of equity capital in July 2020 through one of
the largest public issues in this country. CET1 Ratio improved from 6.3%
(Mar-20) to 11.6% (Mar-22)
e. Continuous granularization of the Balance-sheet, with Retail / MSME mix
improving from 44% (Mar-20) to 60% (Mar-22).
f. Focus has moved from consolidation of the balance-sheet to growth. In
FY22, Loan Book grew by ~9% with Gross Disbursements of ~INR 70,000 Crores
across all segments.
g. Bank has undertaken multiple initiatives to review and make necessary
changes to it's Governance Frameworks and processes with a key focus on the
Credit underwriting policies and practices.
h. Maintained leadership in Digital Payments with highest market share in
UPI. 1 of every 3(rd) digital transaction is process by YES Bank
infrastructure.
· On the back of the above and basis recommendation received from SBI
the largest shareholder of the Bank, the Board has now initiated the process
of forming the alternate Board. As a first step, the Board has recommended to
the Shareholders the appointment of Directors as recommended by SBI on the
alternate Board. The Shareholders' meeting (AGM) is scheduled on Friday, July
15, 2022 to consider the relevant resolutions.
· Pursuant to SBI's recommendation, the composition of the proposed
alternate Board subject to shareholders approval would be as under:
a. Mr. Atul Malik
b. Ms. Rekha Murthy
c. Mr. Sharad Sharma
d. Ms. Nandita Gurjar
e. Mr. Sanjay Kumar Khemani
f. Mr. Sadashiv Srinivas Rao
g. Mr. T Keshav Kumar
h. Mr. Sandeep Tewari
i. Mr. Prashant Kumar
· The Term of Two Additional Directors Viz. Mr. R. Gandhi and Mr.
Ananth Narayan Gopalakrishnan appointed by RBI is valid upto March 23, 2023 or
till further orders, whichever is earlier.
· Mr. Sunil Mehta, Chairman, Mr. Mahesh Krishnamurti and Mr. Atul Bheda
- Board members as appointed under the Notification dated March 13, 2020 of
the Reconstruction Scheme, would be handing over charge to the alternate Board
having overseen the significant turnaround of the Bank in record time and
having achieved the primary purpose for which they were mandated per the YES
Bank Reconstruction Scheme, 2020.
The Bank's largest shareholder, State Bank of India, has proposed Mr. Prashant
Kumar's candidature for the position of MD&CEO of the Bank for a period of
three years, which will be subject to approval of the alternate Board, Reserve
Bank of India and the Shareholders.
ABOUT YES BANK
YES BANK is a 'Full Service Commercial 'Bank' providing a complete range of products, services and technology driven digital offerings, catering to Retail, MSME as well as corporate clients.
YES BANK operates its Investment banking, Merchant banking & Brokerage businesses through YES SECURITIES, a wholly owned subsidiary of the Bank. Headquartered in Mumbai, it has a pan-India presence including an IBU at GIFT City, and a Representative Office in Abu Dhabi.
For more information, please visit the Bank's website at
http://www.yesbank.in/ (http://www.yesbank.in/)
For further information, please contact:
YES BANK
Neha Chandwani
Email: neha.chandwani@yesbank.in (mailto:neha.chandwani@yesbank.in)
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