10. Provisions, contingent liabilities and contingent assets

The Bank creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Loss contingencies arising from claims, litigations, assessment fines, penalties etc. are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated.

Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

Contingent assets are not recognised in the financial statements. However, contingent assets are assessed continually and if it is virtually certain that an economic benefit will arise, the asset and related income are recognised in the period in which the change occurs.

11. Provision for bad and doubtful debts

The Bank creates 100% provision against all receivables outstanding for more than 180 days or earlier where recovery is considered doubtful.

12. Cash and cash equivalents

Cash and cash equivalents include cash in hand, balances with RBI, balances with other Bank’s and money at call and short notice.

13. Employee benefits Post-employment benefits Defined contribution plan

The Bank makes specified monthly contributions towards employee provident fund to Government administered provident fund scheme which is a defined contribution plan. The Bank’s contribution is recognised as an expense in the Profit and Loss Account during the period in which the employee renders the related service.

Defined benefit plan

The Bank’s gratuity benefit scheme is a defined benefit plan. The Bank’s net obligation in respect of a defined benefit plan is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value. Any unrecognised past service costs and the fair value of any plan assets are deducted. The calculation of the Bank’s obligation under the plan is performed quarterly by a qualified actuary using the projected unit credit method.

The Bank recognises all actuarial gains and losses arising from defined benefit plans immediately in the Profit and Loss Account. All expenses related to defined benefit plans are recognised in employee benefits expense in the Profit and Loss Account. When the benefits of a plan are improved, the portion of the increased benefit related to past service by employees is recognised in Profit and Loss Account on a straight-line basis over the average period until the benefits become vested. The Bank recognises gains and losses on the curtailment or settlement of a defined benefit plan when the curtailment or settlement occurs.

Compensated absences

Compensated absences balance upto 7 days are encashed at the end of financial year on the basic salary. Encashment of more than 7 days of leave is not permitted. Leave balance over 7 days will lapse at the end of financial year.

14. Segment Information

The disclosure relating to segment information is in accordance with AS-17, Segment Reporting and as per guidelines issued by RBI.

15. Share Issue Expenses

As per the section 52 (2) (c) of the Companies Act 2013, securities premium account may be utilised for writing off the expenses/ commission paid/discount allowed on, any issue of shares or debentures by a company. Further, as per RBI DBOD mailbox clarification dated October 9, 2007 on ‘Prudential Norms - Utilisation of Share Premium Account’, banks can utilise share premium account for meeting the expenses relating to the issue of shares.

16. Employee Stock Option Scheme

Employee stock compensation cost for stock options is recognised as per the Guidance Note on Accounting for Employee Share-based Payments, issued by the Institute of Chartered Accountants of India. The Bank measures compensation cost relating to the employee stock options using the fair value method. The compensation cost, if any, is amortised uniformly over the vesting period of the options.

2.4 Non SLR investment portfolio:

The Board of Directors at its meeting held on 10 April 2022 has approved a minority strategic investment in Paysprint Private Limited a “Fintech” company. The Board of Directors of PaySprint Private Limited has approved the allotment of 867 equity shares of face value of H10 each to the Bank at a premium of H28,801 per share, aggregating to the total investment of H2.50 Crs representing 7.98% of paid up share capital of Paysprint Private Limited. The investment is classified in Held to Maturity (HTM) category, in accordance with the RBI guidelines.

2.5 Sale and transfer to / from HTM category:

As per the Operating guidelines, Payments Banks are not permitted to classify any investment, other than those made out of their own funds, as HTM category. Further the investments made out of their own funds shall not, in any case be, in assets or investments in respect of which the promoter / a promoter group entity is a direct or indirect obligor.

During the current and previous year, there has been no sale/ transfer from Held to Maturity (HTM) category in excess of 5% of the book value of investments held in HTM category.

3. Derivative contracts :

The Bank has not undertaken any derivative transactions during the current year and the previous year. Accordingly, the disclosure requirements with respect to derivative contracts and risk exposure in derivatives are not applicable.

4. Asset quality :

As per the Operating guidelines Payments Banks are not permitted to lend to any person including their directors. However, Payments Banks may lend to their own employees out of the Bank’s own funds, as per a Board approved policy outlining the caps on such loans.

In accordance with the Operating guidelines, as at 31 March 2024, the Bank had classified employee loan amounting to H0.07 Crore as advances (Previous Year H0.12 Crore) .The Bank follows the process of recovering monthly installments due from respective employees while processing monthly salary.

Accordingly, the disclosure requirements with respect to Asset quality are not applicable.

7.3 Risk category wise country exposure :

The Bank’s exposures are concentrated in India as at 31 March 2024 and as at 31 March 2023. Accordingly, the disclosure requirements with respect to category wise country risk exposure are not applicable.

7.4 Details of Single Borrower Limit (SBL) / Group Borrower Limit (GBL) exceeded by the Bank :

As per the Operating guidelines for Payments Banks, Payments Banks are not permitted to lend to any person, accordingly, the disclosure requirements with respect to SBL / GBL is not applicable.

7.5 Unsecured advances :

As per the Operating guidelines for Payments Banks, Payments Banks are not permitted to lend to any person, accordingly, the disclosure requirements with respect to unsecured advances is not applicable.

8. Penalties:

During the year ended 31 March 2024 and 31 March 2023, no penalty was imposed on the Bank by RBI under the provisions the (i) Banking Regulation Act, 1949, (ii) Payment and Settlement Systems Act, 2007 and (iii) Government Securities Act, 2006.

However, a penalty of T 5 lakhs was imposed on the Bank by regulator FIU-IND during the year ended 31 March 2024 on account of failure of the Bank to evolve an effective internal mechanism to detect and report suspicious DMT transactions conducted via CBC mode. Consequently, the Bank has put in place monitoring mechanism for detection and reporting of suspicious DMT transactions carried out by Corporate Business Correspondent.

15. Appropriation to / Withdrawal from Reserve :

(i) Statutory Reserve :

The Bank has made an appropriation of T21.56 Crores (31 March 2023: T16.27 crore) out of profits for the year ended 31 March 2024 to Statutory Reserve pursuant to the requirements of Section 17 of the Banking Regulation Act, 1949 and RBI guidelines dated 23 September 2000.

(ii) Investment Fluctuation Reserve :

During the year ended 31 March 2024, the Bank has transferred an amount of T9.86 Crores (Previous year: T23.90 crore) from Profit and Loss Account to Investment Fluctuation Reserve as per the RBI circular on “Prudential Norms for Classification, Valuation and Operation of Investments Portfolio by Banks - Spreading of MTM losses and creation of Investment Fluctuation Reserve (IFR)”

20.3Concentration of Exposures:

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank does not have any exposure and accordingly, the disclosure requirements with respect to Concentration of Exposures is not applicable.

20.4Concentration of NPA’s:

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank does not have any NPA’s and accordingly, the disclosure requirements with respect to Concentration of NPA’s is not applicable.

21. Sector wise Advances:

As per the Operating guidelines Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank has not provided any advances, accordingly the disclosure requirements with respect to sector wise Advances is not applicable.

22. Movement of NPA’s:

As per the Operating guidelines Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank does not have any NPA’s and accordingly, the disclosure requirements with respect to Movement of NPA’s is not applicable.

23. Overseas Assets, NPAs and Revenue:

The Bank does not hold any overseas assets / NPA as at 31 March 2024 and as at 31 March 2023 and no overseas operations were undertaken during the year ended 31 March 2024 and 31 March 2023. Accordingly, the disclosure requirements with respect to Overseas Assets, NPAs and Revenue are not applicable.

24. Off Balance Sheet SPVs Sponsored:

There are no off balance sheet SPVs sponsored by the Bank, which needs to consolidated as per accounting norms. Accordingly, the disclosure requirements with respect to Off Balance Sheet SPVs Sponsored are not applicable.

25. Particulars of resolution plan and restructuring :

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023 the Bank has not provided any advances and accordingly, the disclosure requirements with respect to Particulars of resolution plan and restructuring are not applicable.

26. Movement of Technical / Prudential Written off Accounts :

The Bank has not written off any accounts For the year ended 31 March 2024 and 31 March 2023.

27. Divergence in asset classification and provisioning :

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank does not have any NPA’s and accordingly, the disclosure requirements with respect to divergence in asset classification and provisioning are not applicable.

28. Disclosure of transfer of loan exposures :

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. As at 31 March 2024 and as at 31 March 2023, the Bank does not have any exposure and accordingly, the disclosure requirements with respect to Disclosure of transfer of loan exposures are not applicable.

29. Disclosure on Remuneration :

Qualitative Disclosure

A) Information relating to the composition and mandate of the Nomination & Remuneration Committee

Members of Nomination & Remuneration Committee are:

1. Mr. Prakash Iyer, Chairman and Independent Director (ceased to be a Director w.e.f. June 30, 2023)

2. Mr. Rajat Kumar Jain, Member and Independent Director (appointed w.e.f. May 11, 2022)

3. Mr. Rakesh Bhartia, Chairman of the Committee and Independent Director (appointed as Member w.e.f. December 9, 2022 and as Chairman of the Committee w.e.f. July 24, 2023)

4. Mr. Prateek Roongta, Member and Nominee Director (appointed w.e.f. December 9, 2022)

B) Information relating to the design and structure of remuneration processes and the key features and objectives of remuneration policy

The Compensation Structure at the Bank’s is divided into two parts Fixed and Variable.

The compensation is broadly been divided in components like Basic Salary, HRA, Provident Fund, Leave Travel Allowance, Special Allowance and Earning Potential (Variable Pay).

Depending on grade title/role/performance one or more components may be included or excluded from the salary structure.

Variable Pay: The Variable Pay varies depending on employee’s performance and is subject to change as per the Bank’s performance and policies.

For variable payout the performance evaluation is determined through KPIs based approach. KPIs cascades from the organizations / departments goals. These are defined at the beginning of the financial year. (The weightages against these parameters will vary according to Department and the Band of the employee):

Employees eligible under sales incentives are excluded from earning potential process and are covered through the Sales Incentives Plans.

Statutory Bonus: Some section of Employees are also paid statutory bonus as per the Payment of Bonus Act (1965) as amended from time to time.

C) Description of the ways in which current and future risks are taken into account in the remuneration processes.

The Bank takes into account various types of risks in its remuneration processes. Along with keeping in mind the key parameters like Fixed and Variable pay the focus is also on ensuring a high performance culture, role clarity, meritocracy, clarity on performance expectation and a robust mechanism are necessary ingredients in building a productive and motivated team that is aligned to organizations vision.

While considering the fixed pay for revision, the Bank conducts salary review process wherein revisions in compensation are based on performance and internal pay parity study up to an extent is taken in consideration to ensure that employees are competitively positioned in terms of fixed pay.

Cascading of goals from the organizational level to individual levels, periodic monitoring of performance, frequent rewards, performance improvement plans and key talent programmes ensure that the risk due to attrition is mitigated as much as possible.

To protect current and future risks; for Material Risk Takers, the deferred portion of compensation is subject to malus and clawback arrangements which dovetails into prudent risk taking and a futuristic approach to decision making by them.

D) Description of the ways in which the bank seeks to link performance during a performance measurement period with levels of remuneration

The Bank follows a philosophy of Pay for Performance and Promote for Potential. Evaluation process for each Band is followed while performance is measured?

The performance evaluation is determined through KPI based approach. KPIs cascades from the organization^ / departments goals. These are defined at the beginning of the financial year. These KPIs are a combination of following broad parameters (the weightages against these parameters will vary according to Department and the Band of the employee):

a) Financial b) Process c) Customer d) Capability

Earning potential will be paid basis the individual and Bank performance (performance bonus will vary band wise and on the performance of the Bank & the individual performance against set KPIs).

E) A discussion of the bank’s policy on deferral and vesting of variable remuneration and a discussion of the bank’s policy and criteria for adjusting deferred remuneration before vesting and after vesting.

Employees of the Bank may be entitled to stock purchase / stock options scheme as per the bank’s ESOP Scheme with the vesting period as recommended by RBI guidelines and incorporated in the Compensation Policy.

For those employees identified as Material Risk Takers, deferral arrangements will be a part of their variable compensation. For such employees, at least 60% of their total variable pay will be under deferral arrangements. The compensation of MRTs will also include a deferral of the cash variable as per the regulatory guidelines incorporated in the compensation Policy.

Such Variable Compensation will also be subject to Malus and Claw backs and will need employees to sign relevant declarations whenever necessary.

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

Employees of the Bank may be entitled to stock purchase / stock options scheme as per the Bank’s ESOP Scheme.

Cash bonus is a part of earning potential/Sales Incentive depending on employee’s and Bank’s performance basis the KPIs set across the organization and is subject to change as per the Bank’s performance and policies.

Some Section of Employees are also eligible for statutory bonus as per the Payment of Bonus Act (1965) as amended from time to time.

41. Contingent Liabilities :

Description of nature of contingent liabilities is set out below:

(i) Claims against the Bank not acknowledged as debts:

These represent claims filed against the Bank in the normal course of business relating to various legal cases currently in progress.

(ii) Liability for partly paid investments:

The Bank has made investment in Treasury Bills for maintaining the SLR requirement. Such Treasury Bills are fully paid and therefore

the Bank does not have any liability for partly paid investments.

(iii) Guarantees given on behalf of Constituents, Acceptances, Endorsement and other obligations:

The Bank does not have any liability by way of Guarantees given on behalf of Constituents, Acceptances, Endorsement and other

obligations.

(iv) Other Contingent items :

(a) There are numerous interpretative issues relating to the Supreme Court (SC) judgment dated 28 February 2019, relating to components/allowances paid that need to be taken into account while computing an employer’s contribution of provident fund under the EPF Act. The Bank has recorded a contingent liability of H3.68 crore with respect to these matters.

(b) HDFC Bank Limited (Applicant) has filed a petition before the Debt Recovery Tribunal - II at Mumbai (“Debt Recovery Tribunal”) against Fino Payments Bank (in the erstwhile name of the Bank i.e. Fino Fintech Foundation) and Fino PayTech Limited on 9 September 2014. The Bank acted as a business correspondent to the Applicant for rendering banking services on the Applicant’s behalf, under the Memorandum of Understanding dated 28 August 2009, between the Applicant and Government of Haryana for implementation of scheme for electronic disbursement of various government entitlements. The Applicant has alleged certain irregularities by the Bank in its role as a business correspondent and has claimed that an amount of T 1.86 crores, including damages, is owed by the Bank to the Applicant. According to the DRT Filing Department the claim is not maintainable before DRT since the amount involved in the matter does not qualify as a Debt under the definition of “Debt” as per DRT regulations hence shall be out of the purview of DRT. The Bank has not recorded contingent Liability in respect of the above litigation and objected the petition on the same ground and argued the matter in favour of the objection by the DRT filing Department.

(c) The Bank has received the order from Assistant Commissioner CGST & Central Excise Division-II, Bhopal Madhya Pradesh for GST demand of H7.92 Lakhs along with applicable interest and penalty demand of H22.57 lakhs for short reversal of Input tax Credit as per Rule 42 of CGST Rule, 2017 for the period 2017-18 to 2020-21. The Bank is in the process of filing the appeal with the Appellate Authority under sub-section (1) of Section 107 of GST Act, against the order passed by the assistant commissioner, CGST & Central Excise Division-II Bhopal as the order is not as per the provisions of law. The Banks is of the view that the appeal before the appellate authorities is likely to be decided in favor of the Bank, hence no provision is required. However, the Bank has disclosed as part of the contingent liability in the Balance Sheet.

(d) The Bank has few direct tax litigations of earlier year’s wherein probability of getting favorable judgments are high. There is remote possibility of probable cash flow in respect of such litigations & hence not shown under contingent liability.

43. Micro and Small Industries :

Under the Micro, Small and Medium Enterprises Development Act, 2006 which came into force from 02 October 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. The above is based on the information available with the Bank which has been relied upon by the auditors.

44. Deposits :

As per the Operating Guidelines of Payments Banks, Payments Banks can accept only savings and current deposits. The aggregate limit per customer has been extended to H2,00,000 from 7 April 2021 by RBI as against the previous limit of H1,00,000. Payments Banks are permitted for making arrangements with any other Scheduled Commercial Bank / SFB (Small Finance Bank), for amounts in excess of the prescribed limits, to be swept into an account opened for the customer at that bank, with the prior written consent of the customer.

The above limit shall apply to customer deposits and not to any security / earnest money deposit the Bank may collect from any of its service providers in the ordinary course of business.

The Bank has made sweep out arrangements with Suryoday SFB Bank in order to ensure adherence to RBI guidelines.

51. Social Security Code :

The Code on Social Security 2020 (‘the Code’) relating to employee benefits, during the employment and post-employment, has received Presidential assent on 28 September 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 13 November 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.

54. Implementation of IFRS converged Indian Accounting Standards (Ind AS) :

In January 2016, the Ministry of Corporate Affairs issued the roadmap for implementation of new Indian Accounting Standards (Ind AS), converged with International Financial Reporting Standards (IFRS), for scheduled commercial banks, insurance companies and nonbanking financial companies (NBFCs). However, currently the implementation of Ind AS for banks has been deferred by RBI till further notice pending the consideration of some recommended legislative amendments by the Government of India.

Further, Fino PayTech Limited, our parent company, prepares its financial statements in accordance with Ind AS and such statements include our financial statements prepared in accordance with Ind AS for the limited purpose of inclusion in the parent company’s consolidated financial statements. In view of the same, the Bank is in an advanced stage of preparedness for implementation of Ind AS, as and when these are made applicable to the banks.

56. Rule 11 of the Companies (Audit and Auditors) Rules, 2014 :

Fino Payments Bank is engaged in providing various types of financial services such as current and savings accounts, remittances, business correspondent, mobile banking, bill payments and third party financial products distribution to the rural, poor and underserved and unserved classes to help them be economically self-reliant.

Other than the transactions described above, no funds have been advanced or loaned or invested (either from borrowed funds or share 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 the Intermediary shall lend or invest in party identified by or on behalf of the Bank (Ultimate Beneficiaries). The Bank has also 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 (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

58. Disclosures regarding Priority Sector Lending Certificates (PSLCs) :

As per Operating Guidelines, Payments Banks are not permitted to lend to any person including their directors. The Bank has not purchased or sold any PSLCs during the year ended 31 March 2024 and 31 March 2023 and accordingly, the disclosure requirements with respect to PSLC are not applicable.

61. Application for transition into Small Finance Bank :

The Bank has applied for a licence to seek approval from the RBI for transition into an Small Finance Bank. The application has been submitted in accordance with the Guidelines for ‘on tap’ Licensing of Small Finance Banks in the Private Sector (‘Guidelines’) dated 5 December 2019.

62. The Board of Directors have not recommended any dividend for the financial year 2023-24.

63. There is no amount required to be transferred to Investor Education and Protection Fund by the Bank. (Previous year: Nil)

64. Figures of the previous year have been re-grouped to conform to the current year’s presentation.

As per our report of even date attached

For A P Sanzgiri & Co For and on behalf of the Board of Directors

Chartered Accountants Fino Payments Bank Limited

Abhijit Sanzgiri Rajat Kumar Jain Deena Mehta Rishi Gupta

Partner Part Time Chairman Independent Director Managing Director

Membership No: 043230 DIN - 00046053 DIN - 00168992 & Chief Executive Officer

DIN - 01433190

Ketan Merchant Basavraj Loni

Chief Financial Officer Company Secretary &

DVP - Legal

Membership No - A23095

Place : Mumbai Place : Navi Mumbai

Date : April 30, 2024 Date : April 30, 2024