Schedule 18 -Notes to accounts forming part of the financial statements for the year ended March 31, 2024
The following disclosures have been made taking into account the requirements of Accounting Standards (ASs) and Reserve Bank of India (RBI) guidelines in this regard.
Note -The Bank has assessed its obligations arising in the normal course of business, including pending litigations, proceedings pending with tax authorities and other contracts including derivative and long term contracts. In accordance with the provisions of AS 29 on 'Provisions, Contingent Liabilities and Contingent Assets', the Bank recognises a provision for material foreseeable losses when it has a present obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. In cases where the available information indicates that the loss on the contingency is reasonably possible or the amount of loss cannot be reasonably estimated, a disclosure to this effect is made as contingent liabilities in the financial statements. The Bank does not expect the outcome of these proceedings to have a materially adverse effect on its financial results.
18.2 Capital
During the year ended March 31, 2024, the Bank has allotted 133,268 Equity Shares (Previous Year- 70,613) of ' 10/-each in respect of stock option exercised aggregating to ' 2.40 crore (Previous Year- ' 1.27 crore) . Accordingly, share capital increased by ' 0.13 crore (Previous Year- ' 0.07 crore) and share premium increased by ' 2.27 crore (Previous Year- ' 1.20 crore) respectively.
18.3 Proposed dividend
The Board of Directors at its meeting held on May 17, 2024, has proposed a dividend of ' 1.50 per share (Previous Year- ' 1.50 per share) for the year ended March 31, 2024 subject to approval of the members at the ensuing Annual General Meeting. In terms of revised Accounting Standard (AS) 4 'Contingencies and Events occurring after the Balance sheet date as notified by the Ministry of Corporate Affairs through amendments to Companies (Accounting Standards) Rules, 2021, the Bank has not accounted for proposed dividend aggregating to ' 241.65 crore (previous year: ' 241.63 crore ) as a liability for the year ended March 31, 2024. Effect of the proposed dividend has been reckoned in determining capital funds in the computation of capital adequacy ratios as at March 31, 2024 and March 31, 2023.
18.4 Regulatory Capital
A) Composition of Regulatory Capital
The Bank is subject to the Basel III capital adequacy guidelines stipulated by RBI with effect from the date of incorporation. As per the guidelines, the Tier-1 capital is made up of Common Equity Tier-1 (CET1) and Additional Tier-1.
# An amount of ' 2.40 crore raised pursuant to exercise of employee stock options during the year ended March 31, 2024 (year ended March 31, 2023: ' 1.27 crore)
* The Bank has not raised (March 31, 2023: Nil) perpetual debt capital instruments qualifying for Additional Tier-1 capital and subordinated debt qualifying for Tier-2 capital (March 31, 2022: Nil).
In accordance with the RBI guidelines, banks are required to make consolidated Pillar 3 and Net Stable Funding Ratio (NSFR) disclosures under the Basel III Framework. These disclosures are available on the Bank's website at the following link:https:// www.bandhanbank.com/regulatory-disclosures. The disclosures have not been subjected to audit by the statutory auditors of the Bank.
B) Draw Down from Reserve
There has been no draw down from reserves during the year ended March 31, 2024 and March 31, 2023.
C) Sale and transfers of Securities to / from HTM Category
During the year ended March 31, 2024 and the previous year ended March 31, 2023 the Bank has not sold and transferred securities to or from HTM category exceeding 5% of the book value of investment held in HTM category at the beginning of the year. The 5% threshold referred to above does not include onetime transfer of securities to/from HTM category with the approval of Board of Directors permitted to be undertaken by banks as per extant RBI guidelines, sale of securities under pre-announced Open Market Operation (OMO) auction to the RBI and sale of securities or transfer to AFS / HFT consequent to the reduction of ceiling on SLR securities under HTM.
GRUH was merged with and into Bandhan Bank Limited. At the time of merger of GRUH with the Bank, GRUH had a private provident fund trust, viz., Gruh Employees Provident Fund Trust, for its employees. Post-merger, GRUH had to transfer the balance in Gruh Employees Provident Fund Trust to EPFO, since the Bank had its PF managed by EPFO instead of Private Provident Fund Trust, some of the securities of IL&FS Limited and IL&FS Transportation Networks Ltd could not be liquidated and the EPFO was paid by the Bank the face value of the securities as the Non-Performing Investments ('NPI') bonds could not be liquidated. These securities were Non-Performing Investments, having zero value, with face value of the three securities being ' 2.20 crore, in lieu of which, the amount had been paid to EPFO. The face value of the three securities transferred was ' 2.20 crore, these NPI securities were transferred to the books of the Bank at Re. 1 each, thereby totalling ' 3 only and increasing the NPI by ' 3 only.
Segments contributing in excess of 10% of the Sector as at March 31 of the respective years are individually listed *Priority sectors includes ' 12,750 crore (previous year : ' 15,175 crore), in respect of which the Bank has sold Priority Sector Lending Certificates (PSLC). During the year ended March 31, 2024, the Bank has bought PSLC amounting ' 13,175 crore (previous year : ' 6,330 crore ), which is not included in above.
#The SFMF classification is based on Self certified Land Holding declaration as per approved PSL policy of the Bank and Turnover, Investment in P&M/Equipment is based on Udyam Registration Certificates for MSME classification.
As per Board approved PSL policy of the Bank and in line with RBI Master direction, of Priority Sector Lending as updated by FIDD-RBI from time to time, the portfolio classified as Priority Sector advances for the year ended March 31, 2024 stands at ' 60,123.54 crore (Previous year : ' 54,175.67 crore).
The bank has compiled the data for the purpose of this disclosure from the internal MIS. System/reports which has been furnished by the management and has been relied upon by the auditors.
E) Overseas Assets, NPAs and Revenue
The Bank does not have any overseas loan assets as on March 31,2024 and March 31,2023.
F) Divergence in asset classification and provisioning
In terms of the RBI guidelines banks are required to disclose the divergence in asset classification and provisioning consequent to RBI's annual supervisory process in their notes to accounts to the financial statements, wherever the additional provisioning assessed / additional gross NPAs identified by RBI exceeds the threshold specified by RBI. The threshold for provisioning is 5 per cent (Previous year 10 per cent) of the reported profit before provisions and contingencies for the reference period and that for additional gross NPAs is 5 per cent (Previous year 10 per cent) of the published incremental Gross NPAs for the reference period.
Based on the above, there was no reportable divergence in asset classification and provisioning for NPAs for the years ended March 31, 2024 and March 31, 2023.
G) Transfer of Loan Exposures
Details of loans transferred excluding through Inter- Bank Participation Certificate (IBPC) & acquired during the year ended March 31, 2024 under the RBI Master Direction on Transfer of Loan Exposures dated September 24, 2021 are given below:
Note:
**The net credit to Other Income is NIL related to transactions during the year (Previous year : ' 433.39 crore after adjusting ' 144.86 crore provision for diminution on value of Investments in Security Receipts)
*** There are no fresh investment in Security Receipts during the current Financial year. The Investment in Security Receipts (SR) were not rated in previous year and current net book value is NIL (Previous year : ' 27.51 crore) as per RBI guidelines.
ii) Details of Non Performing Financial Assets Purchased
The Bank did not purchase any Non Performing Financial Assets during the year ended March 31,2024 and March 31,2023.
iii) Details of Special Mention Account (SMA) or Stressed Financial Assets Purchased
The Bank did not purchase any Special Mention Account (SMA) or Stressed Financial Assets during the year ended March 31, 2024 and March 31, 2023.
Note: The information on frauds as above includes certain accounts which were already reckoned as NPAs in the prior years and these are fully provided for.
RBI vide circular No: DoS.CO.FMG.No. S332/23.04.001/2022-23 dated 13.01.2023, has directed Banks to report all UEBT (Unauthorized Electronic Banking Transactions) incidents on the XBRL platform (which is the same platform used to report frauds through FMR). These UEBT transactions are to be reported irrespective of whether customers have shared OTP/bank account credentials or not.
Accordingly, a total of 3927 UEBT incidents (out of total 4,314 fraud incidents reported during FY 2023-24) amounting to ' 27.61 crore (not classified by the Bank as fraud) for the period- April 01, 2023 to March 31, 2024 pertaining to FY 2023-24 were reported by the Bank to the RBI and are considered as contingent Liability as "Claim against the bank not acknowledge as debts".
*During the previous year a total of 599 UEBT incidents amounting ' 1.92 crore (not classified by the Bank as fraud) for the period- January 30, 2023 till March 31, 2023 pertaining to FY 2022-23 were reported by the Bank to the RBI are not included in the same.
C) Details of Single Borrower Limit (SGL) / Group Borrower Limit (GBL) exceeded by the Bank
During the year ended March 31, 2024 and March 31, 2023, the Bank's credit exposure to single borrower and group borrowers was within the prudential exposure limits prescribed by RBI.
D) Unsecured Advances against Intangible Collaterals
During the year ended March 31, 2024 and March 31, 2023, there are no unsecured advances for which intangible securities such as charge over the rights, licenses, authority etc. has been taken as collateral by the Bank.
E) Risk Category wise Country Exposure
The Bank does not have any Risk Category wise country exposure for the year ended March 31, 2024 and March 31, 2023.
F) Unhedged Foreign Currency Exposure
During the year ended March 31, 2024, the Bank made provision of ' 4.20 crore (Previous Year ' 6.64 crore) towards unhedged foreign currency exposure. As on March 31, 2024, the Bank held cumulative provision towards un-hedged foreign currency exposure of ' 11.40 crore (Previous Year ' 7.20 crore).
As on March'24, the Bank is required to provide additional Capital of ' 124.88 crore (Previous year ' 8.87 crore) towards borrowers having un-hedged foreign currency exposures in accordance with RBI guidelines.
G) Intra Group Exposures
The Bank did not have any intra group exposure during the year ended March 31,2024 and March 31,2023.
H) Factoring Exposures
The Bank did not have any factoring exposure during the year ended March 31,2024 and March 31,2023.
18.10 Employee Benefits
A) Gratuity
The Bank has a defined benefit gratuity plan. Every employee who has completed five years or more of service is eligible for gratuity on departure and it is computed at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of qualifying insurance policy.
The following tables summarize the components of net benefit expense recognised in the profit and loss account and the funded status and amounts recognised in the balance sheet for the Gratuity plan.
ix) The estimates of future salary increases considered in actuarial valuation, takes account of inflation, seniority and other relevant factors, such as supply and demand in the employment market.
x) The Bank expects to contribute ' 40 crore to gratuity fund in 2024-25 (Previous year ended March 31, 2023: ' 40 crore)
xi) The overall expected rate of return on assets is determined based on market prices prevailing on that date, applicable to the year over which the obligation is to be settled.
B) Provident Fund
Amount incurred as expense for defined contribution to Provident Fund is ' 176.61 crore (Previous year ended March 31, 2023 : ' 141.11 crore)
C) Compensated Absences
The Bank has provided for compensatory leaves which can be availed and not encashed as per policy of the Bank as present value obligation of the benefit at related current service cost measured using the Projected Unit Credit Method on the basis of an actuarial valuation. The Bank has accordingly booked ' 83.52 crore (Previous Year ' 55.55 crore) in the books of accounts for the year.
D) The Code on Social Security, 2020
The Code on Social Security 2020 ('the Code') relating to employee benefits, during the employment and postemployment, has received Presidential assent on September 28, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on November 13, 2020. The effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are not yet issued. The Bank will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
18.11 Segment Reporting
A) Segment Identification
Pursuant to the guidelines issued by RBI on AS 17 - Segment Reporting - Enhancement of Disclosures dated April 18, 2007, the following business segments have been reported:
i) Treasury :
Treasury operations include investments in sovereign securities and trading operations. The Treasury segment also includes the central funding unit.
ii) Retail banking :
Includes lending to individuals/small businesses through the branch network and other delivery channels subject to the orientation, nature of product, granularity of the exposure and low value of individual exposure thereof. It also includes liability products, card services, internet banking, mobile banking, ATM services and NRI services. All deposits sourced by branches are classified in retail category.
iii) Corporate/Wholesale Banking:
Includes corporate relationships not included under Retail Banking.
iv) Other Banking Business :
Include para banking activities like third party product distribution and other banking transaction not covered under any of the above three segments.
Income, expenses, assets and liabilities are either specifically identified with individual segments or are allocated to segments on a systematic basis.
The liabilities of the Bank are first used by the units generating the same. Any excess liabilities of the units are pooled to central funding unit (Treasury). Treasury then lends these funds to other units at appropriate rates.
The transfer pricing mechanism of the Bank is periodically reviewed. The segment results are determined based on the transfer pricing mechanism prevailing for the respective reporting periods.
Revenues of the Treasury segment primarily consist of fees and gains or losses from trading operations and interest income on the investment portfolio. The principal expenses of the segment consist of interest expense on funds borrowed from external sources and other internal segments, premises expenses, personnel costs, other direct overheads and allocated expenses.
Revenues of the Corporate/Wholesale Banking segment consist of interest and fees earned on loans given to customers falling under this segment and fees arising from these. Revenues of the Retail Banking segment are derived from interest earned on loans classified under this segment, fees for banking services and ATM interchange fees. Expenses of the Corporate/Wholesale Banking and Retail Banking segments primarily comprise interest expense on deposits and funds borrowed from other internal segments, infrastructure and premises expenses for operating the branch network and other delivery channels, personnel costs, other direct overheads and allocated expenses.
Segment income includes earnings from external customers and from funds transferred to the other segments. Segment result includes revenue as reduced by interest expense and operating expenses and provisions, if any, for that segment. Segment-wise income and expenses include certain allocations. Inter segment interest income and interest expense represent the transfer price received from and paid as per the transfer pricing mechanism presently followed by the Bank.
Notes:
The business of the Bank does not extend outside India and it does not have any assets outside India or earnings emanating from outside India. Accordingly, the Bank has reported operations in the domestic segment only.
*Treasury segment liabilities includes share capital and reserve & surplus
The RBI vide its circular dated April 7, 2022 on establishment of Digital Banking Units (DBUs), has prescribed reporting of Digital Banking Segment as a sub-segment of Retail Banking Segment. The Bank does not have any DBUs, hence Digital Banking Segment disclosures is not applicable.
Previous year figures are shown in"()".
Segment information is provided as per the MIS available for internal reporting purposes, which include certain estimates/assumptions. The methodology adopted in compiling and reporting the above information has been relied upon by the auditors.
18.12 Related Party disclosure
The Bank has transactions with its related parties comprising of associates/other related entities, key management personnel and the relatives of key management personnel.
Nilima Ghosh, Suchitra Ghosh, Angshuman Ghosh, Vaskar Ghosh, Dibakar Ghosh, Shipra Ghosh, Supriya Ghosh Antara Kesh, Ashalata Kesh, Rajarshi Kesh, Manik Chand Kesh, Sulekha Sam, Sipra Roy (w.e.f. March 31,2023)
Inderpreet Kaur, Nauvtej Singh Babbar, Gourima Singh Babbar, Sarla Grover, Anju Sethi, Shashi Sachdeva (w.e.f. March 08, 2024)
Saswati Banerjee, Arati Banerjee, Ishaan Banerjee, Mousumi Mukherjee.
Rupal Mantri, Vijay Shankar Mantri, Sampat Mantri, Raaghav Mantri, Ria Mantri, Naveen Mantri, Suman Rathi (w.e.f. February 22, 2024)
Sweta Pathak, Pratima Ghosh, Ritam Ghosh (from October 20, 2023 to February 22, 2024)
Nidhi Samdani, Sohan Samdani, Manju Somani, Asha Boheria, Usha Kothari (upto October 20, 2023)
In accordance with paragraph 5 & 6 of AS-18, the Bank has not disclosed certain transactions with entity in which Key management personnel or their relatives are interested as they are in the nature of banker-customer relationship.
18.15 Liability for Operating Leases
The Banking Units premises are generally rented on cancellable terms for less than twelve months with no escalation clause and renewable at the option of the Company . The Head office and the Bank Branches office premises are obtained on non- cancellable lease terms. Lease payment during the year are charged in the statement of profit & loss.
The amount of rent expenses included in the Profit & Loss account towards operating leases aggregate to ' 298.43 crore (Previous year ended March 31,2023: ' 234.03 crore).
18.16 Small and Micro Industries
Under the Micro, Small and Medium Enterprises Development Act, 2006 which came into force from October 02, 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. There have been no reported cases of delays in payments to micro and small enterprises or of interest payments due to delays in such payments during the years ended March 31, 2024 and March 31, 2023. The above is based on the information available with the Bank which has been relied upon by the auditors.
18.17 Description of contingent liabilities
i) Claims against the Bank not acknowledged as debts:
An amount of ' 99.73 crore (Previous year: ' 201.18 crore) is outstanding as at March 31, 2024, as claims against the Bank not acknowledged as Debts including ' 40.69 crore (Previous year: ' 174.20 crore) being in the nature of a contingent liability on account of proceedings pending with Tax authorities. The Bank is a party to various taxation matters in respect of which appeals are pending and various legal proceedings in the normal course of business. The Bank has reviewed and classified these items as possible obligations based on legal opinion/judicial precedents/assessment and does not expect the outcome of these proceedings to have a materially adverse effect on the Bank's Financial Statements.
ii) Liability on account of Forward Exchange contracts
The Bank has entered into foreign exchange contracts with interbank Counterparties. Forward exchange contracts are commitments to buy or sell foreign currency at a future date at the contracted rate. The forward exchange contracts that are not intended for trading and are entered into to establish the amount of reporting currency required or available at the settlement date of a transaction are effectively valued at closing spot rate. The premium or discount arising on inception of such forward exchange contracts is amortised over the life of the contract as interest Expense / income. The amount in contingent liability represents notional outstanding principal amount.
iii) Guarantees given on behalf of constituents, Acceptances, Endorsements and Others
An amount of ' 1,716.15 crore (Previous year: ' 1,199.17 crore) is outstanding as at March 31, 2024. As part of its commercial banking activity, the Bank issues documentary credit and guarantees on behalf of its customers. Guarantees generally represent irrevocable assurances that the Bank will make payments in the event of the customer failing to fulfil its financial or performance obligations.
iv) Other items:
An amount of ' 283.14 crore (Previous year: ' 264.81 crore) is outstanding as at March 31, 2024. These include:
a) Liability in respect of capital commitments relating to fixed assets.
b) Amount transferred to RBI under Depositor Education and Awareness Fund (DEA Fund).
18.19 Disclosures on Remuneration Qualitative Disclosures
A) Information relating to the composition and mandate of the Remuneration Committee.
The Bank's Nomination and Remuneration Committee (NRC) oversees the framing, review and implementation of the Compensation Policy on behalf of the Board of Directors. The NRC reviews the policy at least once a year to ensure that the reward design is aligned to industry best practices and is consistent with effective risk management and long term business interests of the Bank. The NRC works in close coordination with the Risk Management Committee of the Bank, to achieve the effective alignment between remuneration and risks.
As on March 31,2024 the NRC comprises of the following directors.
Mr. Suhail Chander- Chairman Dr. A S Ramasastri Mr. Philip Mathew
The NRC functions with the following main objectives:
i) To identify persons who are qualified to become directors in accordance with the criteria laid down, recommend to the Board their appointment, re-appointment or removal and to carry out evaluation of every Director's performance;
ii) To formulate the criteria for determining qualifications, positive attributes and independence of a Director and decide their 'fit & proper' status;
iii) To oversee the framing, review and implementation of compensation policy of the Bank and recommend to the Board the overall remuneration philosophy and policy including the level and structure of fixed pay, variable pay, perquisites, bonus pool, stock based remuneration to employees;
iv) To oversee the framing, implementation and review of the Remuneration of the Whole Time Director (WTDs) /Managing Director (MD)/ Chief Executive Officer (CEOs) as per the RBI Guidelines and Companies Act, 2013. The Committee shall recommend to the Board the remuneration package for the Managing Director & CEO and the other Whole Time Directors - including the level of fixed pay, variable pay, stock based Remuneration and perquisites;
v) To review the HR strategy and policy including the conduct and ethics of the Bank and review any fundamental changes in the organization structure which could have wide ranging and high risk implications;
vi) To review and recommend to the Board, the succession policy at the level of Managing Director & CEO, other WTDs, senior management one level below the Board and key roles.
B) Information relating to the design and structure of remuneration processes and the key features and objectives of remuneration policy
Objectives of the Remuneration Policy
The Compensation Policy reflects the Bank's objectives for good corporate governance as well as sustained and long-term value creation for stakeholders. The aims of the Bank's remuneration framework are to:
i) Attract, motivate and retain people with requisite skill, experience and ability to deliver the Bank's strategy;
ii) Create an alignment and balance between the rewards and risk exposure of shareholders and interests of employees;
iii) Link rewards to creation of long term sustainable shareholder value consistent with strategic goals and appropriate risk management; and
iv) Encourage behaviour consistent with the Bank's values and principles.
v) Support appropriate conduct and meritocratic culture through differentiated performance rewards To achieve the above objectives, the philosophy adopted by the Bank is as follows:
i) Market referenced: offer employees competitive salary, achieved through benchmarking with peer groups.
ii) Making fixed salary the main remuneration component.
iii) Ensure that jobs of similar internal value are grouped and pegged within a range guided by market benchmarked jobs.
iv) Risk Adjusted: By integrating non-financial considerations relating to conduct in performance assessments, employing proper mix of compensation elements and aligning compensation incentives to risk outcomes and factoring the time horizon of risks
v) Focus on 'Total rewards', all aspects of compensation, rewards and well defined benefits, including rewarding work environment and personal development.
vi) The focus will be to ensure that the Bank is competitive in its overall salary offer to its employees without being excessively expensive for the Bank.
The compensation structure for the MD & CEO also mirrors the Bank's philosophy of aligning with the principles of sound compensation practices to ensure:
i) Effective and independent governance of compensation.
ii) Effective alignment of compensation with prudent risk taking.
iii) Effective supervisory oversight and engagement by stakeholders.
Design & Structure of Remuneration process
The total compensation is a prudent mix of fixed remuneration and performance-based variable remuneration The key remuneration elements are:
1) Fixed Pay
2) Discretionary Performance-based Variable Remuneration
The Bank ensures that the fixed pay element is reasonable, taking into account the market rates and trends. The fixed pay is reviewed annually using market intelligence provided by a leading global performance/reward consulting and benchmarking firm for financial services industry to ensure that the Bank remains competitive in marketplace and that the Bank is able to attract and retain best talent. The level of fixed pay shall be sufficient enough in order to discourage inappropriate risk-taking. Performance-based variable remuneration may comprise cash bonus, stock linked instruments, and is awarded by ensuring:
i) an appropriate balance between fixed and performance-based components;
ii) that the fixed component represents a higher proportion of the total remuneration;
iii) that the performance-based component reflects the risk underlying the achieved result;
iv) that a substantial part of the performance-based component may be deferred;
v) that no hedging of deferred shares takes place;
Presently, the bank utilises only two form of performance based variable remuneration, viz.,cash bonus, ESOP, as referred in note no 18.29 is linked to continuous service with the Bank.
The compensation policy of the Bank is reviewed by the NRC and approved by the Board of Directors. The NRC oversees the implementation of the policy and reviews the fixed pay increases, the organizational performance threshold for bonus to be paid, cash bonus and deferred variable remuneration.
C) Description of the ways in which current and future risks are taken into account in the remuneration process
The MD & CEO, employees in the grades of SVPs and above and employees engaged in the functions of Risk Control and Compliance are included in the policy of risk alignment of compensation.
The alignment of compensation to prudent risk taking is ensured through the following:
i) Structure of remuneration is such that a significant part of performance based variable remuneration is deferred.
ii) Performance hurdles includes financial and non-financial parameters, ensuring compensation is aligned to both.
iii) Fixed Salary is reasonable and sufficient, thereby discouraging inappropriate risk taking.
iv) Annual Bonus Plan is managed with an independent governance framework.
v) Variable remuneration awards are conditional, discretionary and contingent upon a sustainable and risk-adjusted performance. They are therefore capable of forfeiture or reduction at the Bank's discretion.
vi) For employees included in the policy of risk alignment of compensation, NRC has the discretion to apply malus and clawback - ex-post risk adjustment, allowing the Bank to adjust previously awarded remuneration to take account of subsequent performance and potential risk outcomes and thus enabling to recoup variable pay in the event of a negative contribution.
Deferral of Variable Pay
To ensure that risk measures are not focused only on the achievement of short term goals, variable payout is deferred, if it exceeds 50% of the fixed pay.
The Bank's compensation policy aims to ensure that both ex-ante estimates and ex-post outcomes of risk affect payoffs; so that one or the other, can better address the various situations or risks.
D) Description of ways in which the Bank seeks to link performance, during a performance measurement period with levels of remuneration.
The Bank has a performance measurement framework in place to assess the achievements of the organization as a whole, its business lines and organizational units as well as individual employees. In order to maximise the incentive to deliver adequate performance and to take into account any risks of the business activities, the Bank seeks to closely link remuneration outcomes with performance and risk outcomes. Accordingly, the Bank's performance management and compensation philosophy is designed in a manner to help achieve the Bank's business objectives.
The performance management system in the Bank is aligned to the balanced scorecard approach. The goal setting process helps individuals to have clarity on their roles and align their profiles in line with the broad organization strategy. Both quantitative / financial and qualitative / non-financial performance measures are considered. The qualitative or non-financial measures include customer service, adherence to risk and compliance standards, behaviour and values such as accountability, team work, etc., which builds a culture conducive to sustainable business performance.
The performance appraisal process starts with the employee conducting self-appraisal followed by the assessment of the supervisor via appraisal feedback and discussion.
Individual fixed pay increases and variable remuneration are based on the final performance ratings. In addition, the fixed pay increase is also influenced by an employee's position in the salary range and relevant market salaries. Performance related variable compensation is linked to corporate performance, business performance and individual performance. The performance ratings based bonus distribution matrix is reviewed by the NRC.
Employees engaged in all control functions including Compliance and Risk do not carry business profit targets in their goal sheets and hence are compensated based on their achievement of key result areas as per the balance score card. The aim is to ensure that the remuneration system and outcomes relating to such control functions maintain the independence of the function and Bank's robust risk management framework. Accordingly, for the control functions, the variable pay is conservative to promote prudent risk management behaviour and the 'pay mix' is skewed towards fixed pay.
In the case of performance evaluation of the Managing Director and Chief Executive Officer of the Bank, factors such as financial performance measures, cost management initiatives, other strategic initiatives, prudential risk and compliance management, recognition and awards to the Bank, etc., is taken into account, which may vary from year to year depending on the Bank's strategic priorities. Based on the inputs from NRC, the Board reviews the performance and recommends the rate of bonus to be paid, and the increments for the MD & CEO, for regulatory approval in terms of Section 35B of the Banking Regulation Act, 1949 (B.R. Act, 1949).
E) Bank's policy on deferral and vesting of variable remuneration and bank's policy and criteria for adjusting deferred remuneration before vesting and after vesting.
In terms of RBI guidelines, the Compensation Policy specifically addresses the following categories of employees:
Category I : Managing Director &Chief Executive Officer / Whole Time Directors / Material Risk Takers Category II : Risk Control and Compliance Staff
Category III: Other Categories of Staff (employees receiving share-linked variable pay)
The following principles are applied for grant and deferral of performance-based variable remuneration for the above categories of employees.
Category I
i) Variable pay shall not exceed 3 (three) times the annual fixed pay for MD & CEO and WTDs.
ii) Variable pay shall not exceed 2.5 (two and half) times the annual fixed pay for MRTs.
iii) At minimum, variable pay shall be equal to the annual fixed pay.
iv) If an executive is barred by regulation/ statute to receive grant of share-linked instruments, the variable pay shall be capped at 1.5 (one and half) times the annual fixed pay, but will be more than 50% of the annual fixed pay
v) If variable pay is up to 2 (two) times the annual fixed pay, then at least 50% of the variable pay shall be in the form of
share-linked instruments (i.e. non-cash).
vi) If variable pay is between 2 (two) to 3 (three) times the annual fixed pay, then at least two-thirds of the variable pay shall be in the form of share-linked instruments (i.e. non-cash).
vii) At least 60% of total variable pay shall be deferred including at least 50% of cash-based variable pay. However, in cases where the cash component of variable pay is under INR 25 lakh, the Bank at its discretion, may not necessarily have deferral requirements.
viii) Deferral of cash based variable pay shall be for 3 years on pro-rata yearly basis (annual vesting).
ix) Deferral of share-linked variable pay shall be for 4 years on pro-rata yearly basis (annual vesting).
x) In case the employee exits the organization before the vesting of all three parts, the remaining deferred cash based
variable pay will not be paid
Category II
i) The mix of Fixed Pay and Variable remuneration will be weighed towards Fixed Pay.
ii) Variable pay shall not exceed the annual fixed pay.
iii) At least 40% of the variable pay shall be in the form of share-linked instruments (i.e. non-cash).
iv) Deferral of share-linked variable pay shall be for 4 years on pro-rata yearly basis (annual vesting).
v) The compensation will be commensurate to their key role in the Bank.
Category III
i) Variable Remuneration will be as per the NRC approved pay-out levels in terms of performance, grade and role matrix.
ii) Variable pay shall not exceed the annual fixed pay.
iii) At least 50% of the variable pay shall be in the form of share-linked instruments (i.e. non-cash).
iv) Deferral of share-linked variable pay shall be for 4 years on pro-rata yearly basis (annual vesting).
For the three categories of employees mentioned hereinabove, the awarded performance based variable pay shall be subject to in-year adjustment, malus or clawback as decided by the NRC, in the event of negative contribution of the Bank and / or relevant line of business and in material cases of detrimental conduct of individual or business.
Negative contribution of the Bank and / or relevant line of business is defined as:
Conduct related:
i) If an employee engages in certain detrimental conduct, including mis-selling practices, manipulation of interest rate benchmarks, illegal activity, breach of a fiduciary duty, etc. that causes material financial or reputational harm to the Bank.
ii) If the award was based on a material misrepresentation by the employee.
iii) If there is reasonable evidence of employee malfeasance and breach of integrity inviting disciplinary actions.
iv) Violation of Anti Hedging and Anti Pledging Policy or Code of Conduct for Prevention of Insider Trading.
Risk related and others:
i) If the awarded performance-based variable pay was granted on a deliberately erroneous foundation or an incorrect decision made due to gross negligence not considered as errors of judgement.
ii) If the employee who is reasonably expected to be aware of the failure, misconduct or weakness in approach that contributed to the failure, improperly or with gross negligence failed to identify, assess, report or escalate in a timely manner.
iii) If the performance, decisions or actions taken leads to the Bank or the relevant business unit suffering a significant material downturn in its financial performance.
iv) If the RBI assessed divergence in the Bank's provisioning for Non-Performing Assets (NPAs) or asset classification exceeds the prescribed threshold for public disclosure, the bank shall not pay the unvested portion of the variable compensation for the assessment year under malus clause. Further, in such a situation, there shall not be any increase in variable pay for the assessment year. In case the bank's post assessment Gross NPAs are less than 2.0%, these restrictions will apply only if the criteria for public disclosure are triggered either on account of divergence in provisioning or both provisioning and asset classification.
v) In the event of a material restatement, correction or amendment of the Bank's financial results for the relevant period.
F) Description of the different forms of variable remuneration (i.e. cash, shares, ESOPs and other forms) that the bank
utilizes and the rationale for using these different forms.
The Bank presently utilizes only one form of variable remuneration, viz., cash bonus, which is linked to corporate performance, business performance and individual performance ensuring differential pay based on the performance. ESOP, as referred in Note 18.31 is linked to continuous service with the Bank.
18.20 Disclosure relating to Securitisation
The Bank has not originated any securitisation transactions during the year ended March 31, 2024 and March 31, 2023.
18.21 Disclosure on Derivatives
(i) Derivatives
For the financial year ended March 31,2024 and March 31,2023, the Bank has not entered into any derivative transactions like Exchange Traded Derivatives or Options, other than Foreign Exchange Forward Contracts for the purpose of Trading / Balance Sheet Management. However, at later stage, Bank may place a separate policy on dealing in derivatives before the Board based on extant regulatory guidelines and internal capabilities, on approval of which derivative transactions may be undertaken.
(ii) Credit default swaps
The Bank has not transacted in credit default swaps during the year ended March 31,2024 and March 31, 2023.
18.22 Off-balance Sheet SPVs sponsored
The Bank has not sponsored any special purposes vehicle which is required to be consolidated as per accounting norms.
18.24 Transfer to Investor education and protection fund (IEPF)
There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Bank during the years ended March 31, 2024 and March 31, 2023.
1. Working funds represent average of total assets as reported to Reserve Bank of India in Form X under Section 27 of the Banking Regulation Act, 1949, during the year ended March 31,2024 and March 31,2023.
2. Operating profit is profit for the year before considering provisions and contingencies.
3. Productivity ratios are based on average number of employees for the year.
4. Business per employee (Deposits plus Gross Advances (on book), inter-bank deposits shall be excluded.
5. Net interest income/Average earning assets. Net interest income is the difference of interest income and interest expense. Average earning assets are average of balance of interest earning assets.
B) Marketing and distribution
During the year ended March 31,2024 and March 31,2023, the Bank has received ' 33.06 crore (Previous Year ' 161.57 crore) in respect of the marketing and distribution function (excluding bancassurance business) undertaken by them.
18.26 Green Deposits raised by the bank
The Bank has not raised green deposits on or after June 1, 2023 based on the Framework for the acceptance of Green deposits issued by RBI.
18.27 Disclosure on Liquidity Coverage Ratio (A) Qualitative disclosure
The Bank has adopted the Basel III framework on liquidity standards as prescribed by RBI and has put in place requisite systems and processes to enable periodical computation and reporting of the Liquidity Coverage Ratio (LCR). The Risk department computes the LCR and reports the same to the Asset Liability Management Committee (ALCO) every month for review.
The Bank follows the criteria laid down by RBI for calculation of High Quality Liquid Assets (HQLA),gross outflows and inflows within the next 30-day period. HQLA predominantly comprises Government securities in excess of minimum SLR requirement viz. Treasury Bills, Central and State Government securities and excess of minimum cash reserve ratio (CRR).
The Board of Directors has the overall responsibility for management of liquidity risk. The Board at overall level decides the strategy, policies and procedures of the bank to manage liquidity risk in accordance with the liquidity risk tolerance/limits. The Board has constituted Risk Management Committee, which reports to the Board, and consist of Managing Director and certain other Board members. The Committee is responsible for evaluating the overall risks faced by the bank including liquidity risk.
On July 26, 2017 the board of directors approved the Bandhan Bank Employee Stock Option Plan Series 1 for issue of stock options to eligible employees and directors of the Bank.
The Shareholders of the Bank at the meeting held on November 23, 2017 has approved the Employee Stock Option Plan Series 1 and the grant of Employee Stock Option to the employees of the Bank. The said approval accords the Board of Directors of the Bank or any Committee including the Nomination and Remuneration Committee, which the Board has constituted, to create, offer, and grant at any time to permanent employees of the Bank, including any Director of the Bank, whether whole-time or otherwise but excluding Promoter(s), Independent Directors and Directors holding directly or indirectly more than 10% of the outstanding equity shares, employee stock options from time to time in one or more tranches.
This plan was framed in accordance with the SEBI (Employee Stock Option Scheme & Employee Stock Purchase Scheme) Guidelines, 1999 as amended from time to time and as applicable at the time of the grant. The accounting for the stock options has been in accordance with the SEBI (Share Based Employee Benefits) Regulations, 2014 to the extent applicable.
Employee Stock Option Plan Series 1 provides for the issuance of options at the recommendation of the Nomination and Remuneration Committee of the Board ('NRC') at the closing price on the working day immediately preceding the date when options are granted. The closing price of the Bank's equity share on an Indian stock exchange with the highest trading volume as of the working day preceding the date of grant set forth by the NRC at the time of grant. The period in which the options may be exercised cannot exceed five years from date of expiry of vesting period. However, if the participant's employment terminates due to retirement (including pursuant to any early/ voluntary retirement scheme), the whole of the unvested options shall vest on the first vesting date relating to the said grant, immediately following the date of superannuation. During the years ended March 31, 2024 and March 31, 2023, no modifications were made to the terms and conditions of ESOPs as approved by the NRC.
* In accordance with the RBI circular RBI/2021-22/95 DOR.GOV.REC.44 /29.67.001 /2021-22 "Guidelines on Compensation of Whole Time Directors/ Chief Executive Officers/ Material Risk Takers and Control Function staff - Clarification" dated August 30, 2021, Share-linked instruments granted to Whole Time Directors/ Chief Executive Officers/ Material Risk Takers and Control Function staff after the accounting period ending March 31, 2021, are fair valued on the date of grant, using Black-Scholes model instead of Intrinsic value method. As a result, 'Employees' cost' for the year ended March 31, 2024 is higher by ' 35.15 crore and the same is therefore not considered in above table.
18.33 Disclosure under Rule 11(e) of the Companies (Audit and Auditors) Rules, 2014
As part of the normal banking business, the Bank grants loans and advances to its borrowers with permission to lend/invest or provide guarantee/security in other entities identified by such borrowers or on the basis of the basis of security/guarantee provided by the co-borrower. Similarly, the Bank may accept funds from its customers, who may instruct the Bank to lend/invest/provide guarantee or security or the like against such deposit in other entities identified by such customers. These transactions are part of Bank's normal banking business, which is conducted after exercising proper due diligence including adherence to "Know Your Customer" guidelines.
Other than the nature of transactions described above:
• No funds have been advanced or loaned or invested by the Bank to or in any other person(s) or entity(ies) ("Intermediaries") with the understanding that the Intermediary 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 party(s) (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 Bank ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
18.34 Disclosure of Items that exceeds one percent under respective categories:
Other expenditure includes IT Operating expenses amounting to ' 305.13 crore (previous year: ' 218.34 crore) exceeding 1% of the total income of the Bank.
18.35 Other Assets includes Investment in RIDF (Rural Infrastructure Development Fund) amounting to ' 6,244.61 crore (previous year ended March 31, 2023'6,797.36 crore)
18.36 Remuneration by way of sitting fees paid to the Non-Executive Directors for attending meeting of the Board and its committees during the year ended March 31, 2024 amounting to ' 3.38 crore (previous year: ' 3.04 crore).
18.37 Accounting Software Used for maintenance of Books of Accounts
As per the requirements of rule 3(1) of the Companies (Accounts) Rules 2014 the Bank uses only such accounting software for maintaining its books of account that have a feature of recording audit trail of each and every transaction creating an edit log of each change made in the books of account along with the date when such changes were made within such accounting software. This feature of recording audit trail has operated throughout the year and was not disabled, tampered with during the year, except-
a. the audit trail feature was not enabled throughout the year at the database level in respect of two accounting software(s) to log any direct data changes and in case of one accounting software audit trail was enabled at database level from February 18, 2024
b. for two sunset software(s) which were discontinued during the year.
18.38 Provision for credit card and debit card reward points
The Bank is not providing any reward points on debit & credit cards during the year ended March 31, 2024 and March 31, 2023.
During the year ended March 31, 2024 and March 31, 2023, the Bank has not implemented any resolution plan under the prudential framework for stressed assets issued as per RBI/2018-19/ 203 DBR.No.BP.BC.45/21.04.048/2018-19 dated June 7, 2019 on Prudential Framework for Resolution of Stressed Assets
18.43 Accounting policies have been consistently applied by the Bank except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use. Any circular / direction issued by the RBI is implemented prospectively when it becomes applicable.
18.44 Implementation of IFRS converged Indian Accounting Standards (Ind AS)
The RBI issued a circular in February, 2016 requiring banks to implement Indian Accounting Standards ('Ind AS') and prepare Ind AS financial statements with effect from April 01, 2018. In line with the RBI guidelines on Ind AS implementation, the Bank has formed a Steering Committee comprising members from the concerned functional areas. As advised by the RBI, the Bank has also submitted Proforma Ind AS financial statements every half year to the RBI.
Further, RBI vide its communication dated August 08, 2021, had advised the bank to submit Proforma Ind AS financial statements every quarter.
Further on January 16, 2023 RBI released a discussion paper on the Expected Loss (EL) based approach for loan loss provisioning by banks to formulate a principle based guidelines supplemented by regulatory backstops wherever necessary.
However, the RBI in its press release issued on March 22, 2019 has deferred the applicability of Ind AS till further notice for Scheduled Commercial Banks.
The Bank has made a diagnostic study to identify the gaps, process and system changes required to implement Ind AS and is in the process of implementing necessary changes in its IT system and other processes. The Bank is regularly holding workshops and training for its staff.
18.45 Master Direction on Classification, Valuation and Operation of Investment Portfolio of Commercial Banks (Directions), 2023 issued by Reserve Bank of India vide their circular RBI/DOR/2023-24/104 DOR.MRG.36/21.04.141/2023-24 dated September 12, 2023 Pursuant to the Master Direction on Classification, Valuation and Operation of Investment Portfolio of Commercial Banks (Directions), 2023 issued by Reserve Bank of India vide their circular RBI/DOR/2023-24/104 DOR.MRG.36/21.04.141/2023-24 dated September 12, 2023, Bank confirms complying to the Master Direction and implementing the relevant changes in the Core Treasury system, Calypso, effective April 01,2024.
The revised Investment Policy was placed before the Board and approved on March 20, 2024.
18.46 During previous year, the Bank had received guarantee claim of ' 916.61 crore from Credit Guarantee Fund for Micro Units (CGFMU) set up by Government of India and guarantee claim of ' 161.13 crore (' 136.82 crore received during the year) under Emergency Credit Line Guarantee Scheme (ECLGS) against certain guaranteed loan accounts.
Subsequently, the Bank claimed ' 1,296.32 crore from CGFMU in respect of other guaranteed loans. During the last quarter, basis special audit of sample documents, the National Credit Guarantee Trustee Company Ltd. (NCGTC), being trustee of CGFMU and ECLGS, asked the Bank to Show Cause as to why all claims should not be rejected. The Bank responded to the SCN and is engaging with the NCGTC. The NCGTC asked for a forensic audit of portfolio covered under the CGFMU and ECGLS schemes by an external agency. The Bank has fully cooperated with the external agency and has provided all related information. As a prudent measure, the Bank has technically written-off the said loans in accordance with the Bank's policy. The approved claim amount would be accounted on receipt.
18.47 Previous year figures have been regrouped/reclassified, wherever necessary, to conform to current year classification.
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