1. We have jointly audited the accompanying Standalone Financial Statements of The Karnataka Bank Limited ("the Bank") which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss Account and the Statement of Cash Flows for the year then ended, and notes to the Standalone Financial Statements including a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Banking Regulation Act, 1949 and the circulars and guidelines issued by the Reserve Bank of India (the "RBI") from time to time, as applicable (the "RBI Guidelines") and the Companies Act, 2013 as amended ("the Act") in the manner so required for banking companies and give a true and fair view in conformity with the Accounting Standards prescribed under section 133 of the Act read with Companies (Accounting Standards) Rules, 2021 and other accounting principles generally accepted in India, of the state of affairs of the Bank as at March 31,2025 and its profit and its cash flows for the year ended on that date.
Basis for Opinion
2. We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the 'Auditors' Responsibilities for the Audit of the Standalone Financial Statements' section of our report. We are independent of the Bank in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with ethical requirements that are relevant to our audit of the Standalone Financial Statements,
prepared in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021 issued by the ICAI and provisions of section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India ('RBI') from time to time and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
3. We draw attention to Note 22 of the Standalone Financial Statements, which states that the total expenditure includes an amount of H 1.16 crore incurred in connection with engaging consultants & other revenue expenditure and total fixed assets include capital expenditure amounting to H 0.37 crore, which were incurred beyond the delegated powers of the whole-time directors and was not ratified by the Board. Consequently, the said amount is recoverable from the concerned directors. However, no effect has been given in the accounts in respect of the recoverable amount.
Our opinion is not modified in respect of this matter.
Key Audit Matters
4. Key audit matters are those matters that in our professional judgment were of most significance in our audit of the Standalone Financial Statements for the year ended March 31, 2025. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole and in forming our opinion thereon and we do not provide a separate opinion on these matters.
We have determined the matters described below to be the key audit matters to be communicated in our report:
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Key Audit Matter
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Auditors' Response
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a) Classification of Advances, Income Recognition,
Identification of and Provisioning for Non-Performing Advances
(Refer Schedule 9 read with Note 3 of Schedule 17 to the financial statements)
Advances, which comprise 63.28% of the Bank's total assets, include bills purchased and discounted, cash credits, overdrafts, demand loans, and term loans. These are categorized as secured (by tangible assets or guarantees) or unsecured, and are governed by the RBI's Income Recognition, Asset Classification and Provisioning (IRAC) norms and related circulars.
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Our audit procedures in relation to advances focused on compliance with the RBI's Prudential Norms on Income Recognition, Asset Classification and Provisioning (IRAC), and the Bank's internal policies. The key elements of our audit approach included:
• Control Evaluation and Process Understanding
We assessed the design, implementation, and operating effectiveness of key internal controls over loan approval, recording, and monitoring. This included evaluating the Bank's internal control systems to ensure data completeness, accuracy, and relevance in line with RBI guidelines.
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Key Audit Matter
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Auditors' Response
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The Bank uses its Core Banking Solution (CBS) to record and monitor all transactions related to advances and to identify performing and non-performing advances. NPA classification and provisioning are carried out through IT systems and related internal processes in line with RBI guidelines.
Given the complexity of the regulatory framework, the volume and nature of advances, and the level of judgment involved in provisioning and valuation of securities, any deviation from I RAC norms could result in material misstatement. Accordingly, this has been identified as a Key Audit Matter.
Our audit focused on evaluating the Bank's compliance with income recognition, asset classification, and provisioning norms for advances, considering their material significance to the financial statements.
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• Substantive Testing and Sample-Based Evaluation
On a test-check basis, we examined exposures for proper identification of NPAs, calculation of provisions, and valuation of primary and collateral securities— acknowledging the level of management estimation involved.
• Monitoring Mechanisms and Internal Audits
We assessed the existence and effectiveness of internal monitoring systems, such as Internal Audit, Systems Audit, and Concurrent Audit, as per the Bank's policy framework.
• Document and Governance Review
Sample testing was performed to verify documentation completeness, adherence to the Bank's loan approval processes and board decisions, credit reviews, and classification of Special Mention Accounts. We also reviewed RBI's Centralised Information Management System (CIMS) reports and related documentation to evaluate management judgement and governance over stressed exposures. Discussions were held with management on high-risk accounts and steps taken for risk mitigation.
• Income Recognition and Provisioning
We assessed the Bank's process for identifying NPAs, reversing accrued income, and creating required provisions in accordance with regulatory norms.
• System Interface Testing
We tested the mapping between advances recorded in the Bank's application software and the financial statement preparation system to ensure accurate presentation and disclosure as per RBI requirements.
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b) Direct and Indirect Taxes
This matter has been identified as a Key Audit Matter due to the significant level of management judgment required in the estimation of provision for taxes including any write back of provisions, factors like uncertain tax positions and provision for tax involves interpretation of various rules and law. It also involves consideration of on-going disputes and disclosures.
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Our audit procedures to test uncertain tax positions included understanding processes, evaluation of adequacy of design and implementation of controls and testing of operating effectiveness of controls over provision for taxation, assessment of uncertain tax positions and disclosure of contingencies.
We have obtained details of completed tax assessments and demands made by authorities from the management ofthe Bank.
We discussed with appropriate senior management personnel, independently assessed management's estimate of the possible outcome of disputed cases and evaluated the management's underlying key assumptions in estimating the tax provisions.
We considered legal precedence and other rulings in evaluating management's position on these uncertain tax positions, the provisions made, and/or write back of the provisions.
We have also relied upon the opinion given by tax consultant in evaluating management's assessment for the uncertain tax positions. For those matters where management concluded that no provision should be recorded, we also considered the adequacy and completeness of disclosures.
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Key Audit Matter
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Auditors' Response
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c) Investments Classification and Valuation of
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Our audit procedures for investments were designed with
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Investments; Identification of and Provisioning for
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specific reference to the Reserve Bank of India (RBI) guidelines.
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Non-Performing Investments
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They included a review of internal controls and substantive
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(Schedule 8 read with Note 2 of Schedule 17 to the financial
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testing related to the valuation, classification, identification
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statements)
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of non-performing investments (NPIs), and provisioning/
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The Bank's investment portfolio includes holdings in
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depreciation. Specifically:
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Government securities, bonds, debentures, shares, security
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a) We reviewed and evaluated the Bank's internal control
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receipts, and other approved securities. Investments
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systems for compliance with RBI guidelines on valuation,
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represent approximately 20.28% of the Bank's total assets
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classification, identification of NPIs, and related
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and are subject to regulatory requirements issued by the Reserve Bank of India (RBI). These guidelines govern the
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provisioning/depreciation.
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classification and valuation of investments, identification of
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b) We assessed the process used by the Bank to gather
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non-performing investments (NPIs), recognition of related
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information from various sources to determine the fair
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income, and provisioning norms.
Valuation of each category of investment must adhere to
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value of investments.
c) For a representative sample covering all investment
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the methods prescribed by the RBI, which require sourcing
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categories (based on the nature of the security), we tested
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data from multiple inputs, such as FIMMDA rates, market
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the accuracy of valuation and compliance with applicable
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quotations (BSE/NSE), and financials of unlisted entities. The
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RBI Master Circulars and directions by independently re-
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process involves significant judgment, particularly in the assessment of fair value, classification, and impairment.
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performing the valuation.
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Given the complexity, volume of transactions, reliance on
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d) We evaluated the Bank's process for identifying NPIs,
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external and internal data, and the high degree of regulatory
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including how income reversal and provisioning were
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scrutiny, this area has been identified as a Key Audit Matter.
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handled for such investments.
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Accordingly, our audit focused on evaluating the Bank's
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e) We performed substantive procedures to independently
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processes and controls over classification and valuation
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recalculate required provisions and depreciation in line with
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of investments, identification of NPIs, and the adequacy of
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RBI directives. Samples across all investment categories
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related provisioning.
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were tested, and for identified NPIs, we recomputed the necessary provisioning as per RBI guidelines.
f) We verified the consistency between the investment application software and the financial statement preparation software to ensure correct mapping, presentation, and disclosure in accordance with the relevant RBI requirements.
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Other Matter
5. The Standalone Financial Statements of the Bank for the year ended March 31, 2024 were jointly audited by Kalyaniwalla & Mistry LLP, Ravi Rajan & Co. LLP and Sundaram & Srinivasan, Chartered Accountants, who vide their audit report dated May 24, 2024, expressed an unmodified opinion on those standalone Financial Statements. Accordingly, R.G.N. Price & Co., Chartered Accountants, do not express any opinion on the figures reported for the year ended March 31,2024 in the Standalone Financial Statements. Our opinion on the Standalone Financial Statements is not modified in respect of above matter.
Information Other than the Standalone Financial
Statements and Auditors' Report thereon
6. The Bank's Board of Directors and Management are responsible for the other information. The other information
comprises the Directors' Report including annexures to Directors' Report, Management Discussion and Analysis, Basel III - Pillar 3 disclosures and Corporate Governance report included in the Annual Report, but does not include the standalone financial Statements and our auditors' report thereon. The other information is expected to be made available to us after the date of this auditor's report.
Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of assurance or conclusion thereon.
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our
knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this Auditors' Report, we conclude that there is a material misstatement of this Other Information, we are required to report that fact.
When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
7. The Bank's Board of Directors and Management are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Bank in accordance with the accounting principles generally accepted in India including the Accounting Standards specified under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021 and provisions of Section 29 of the Banking Regulation Act, 1949, and circulars and guidelines issued by RBI from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the above mentioned Acts for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, Management and Board of Directors are responsible for assessing the Bank's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless Management and Board of Directors of the bank either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.
The Board of Directors and Management are also responsible for overseeing the Bank's financial reporting process.
Auditors' Responsibilities for the Audit of the Standalone Financial Statements
8. Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material, if individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Bank has adequate internal financial controls system with reference to Standalone Financial Statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Bank's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the bank to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of the misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
9. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with Section 29 of the Banking Regulation Act, 1949; and Accounting Standards as per section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021.
10. As required by sub-section (3) of section 30 of the Banking Regulation Act, 1949, we report that:
a) We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of our audit and have found them to be satisfactory;
b) Subject to the matter mentioned in Emphasis of Matter paragraph, the transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and
c) The financial accounting systems of the Bank are centralized and therefore, accounting returns for the purpose of preparing financial statements are not required to be submitted by its branches. However, during the course of our audit, we have visited 100 branches and offices for the purpose of understanding the processes, perform necessary walkthroughs and test of controls and examine the records maintained at such branches and offices.
d) The profit and loss account shows a true balance of profit for the year then ended.
11. Further, as required by Section 143(3) of the Act, based on
our audit, we further report to the extent applicable that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss Account and the Statement of Cash Flows dealt with in this report are in agreement with the books of account.
d) In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021 to the extent they are not inconsistent with the policies prescribed by the RBI.
e) On the basis of the written representations received from directors as on March 31,2025 and taken on record by the Board of Directors, none of the directors are disqualified as at March 31,2025 from being appointed as a director in terms of section 164(2) of the Act.
f) With respect to the adequacy of internal financial controls over financial reporting with reference to the Standalone Financial Statements of the Bank and the operating effectiveness of such controls, refer to our separate report in "Annexure A".
g) With respect to the other matters to be included in the auditor's report in accordance with the requirements of section 197(16) of the Companies Act, 2013, we report that since the Bank is a banking company, as defined under the Banking Regulation Act, 1949; the reporting under section 197(16) in relation to whether the remuneration paid by the Bank is in accordance with the provisions of section 197 of the Act and whether any excess remuneration has been paid in accordance with the aforesaid section, is not applicable.
h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our knowledge and belief and according to the information and explanation given to us:
i. The Bank has disclosed the impact of pending litigations on its financial position in Note 17 of Schedule 18 to the Standalone Financial Statements.
ii. The Bank has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund during the year ended March 31,2025 by the bank.
iv. a. The management has represented that, to
the best of its knowledge and belief other than, as disclosed in note 24 (a) of Schedule 18 to the Standalone Financial Statements, 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 person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Bank ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
b. The management has represented that, to the best of its knowledge and belief other than, as disclosed in note 24 (b) of Schedule 18 to the Standalone Financial Statements, no funds have been received by the Bank from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Bank shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
c. Based on such audit procedures that were considered reasonable and appropriate by us in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement.
v. a. The final dividend declared or paid during
the year by the Bank is in compliance with Section 123 of the Companies Act, 2013.
b. As stated in the Note 20 of Schedule 18 to the Standalone Financial Statements, the Board of Directors of the Bank have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend proposed is in accordance with section 123 of the Act, to the extent it applies to declaration of dividend, as applicable until the date of this report.
vi. The Bank has used such accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all transactions recorded in the software and the audit trail feature has not been tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention.
For Ravi Rajan & Co. LLP. For R.G.N. Price & Co.
Chartered Accountants Chartered Accountants
Firm Regn. No.009073N/N500320 Firm Regn. No.002785S
CA Sumit Kumar CA Sriraam Alevoor M
Partner Partner
Membership. No: 512555 Membership. No: 221354
Date: 14th May, 2025 Date: 14th May, 2025
Place: Mangaluru Place: Mangaluru
UDIN: 25512555BMNPTZ9644 UDIN: 25221354BMMAAR5325
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