Soneri Bank Limited (“SNBL” or “the Bank”) commenced its banking operations in 1991 as a scheduled commercial bank and is listed on the Pakistan Stock Exchange (PSX) within the Commercial Banks sector. Founded by the Feerasta Family, SNBL was envisioned to bridge the financing gap for Pakistan’s SME sector by extending banking services to businesses that remained relatively underserved by larger financial institutions. Beginning its journey with a single branch in Lahore, the Bank has gradually evolved into a nationwide financial institution with a network of 674 branches spread across more than 260 cities as of end-Mar’26. With an asset base exceeding PKR 836bln, SNBL has established a notable position in trade finance while continuously strengthening its banking proposition through technology-led initiatives and digital transformation. The Bank operates from its registered office located at 2nd Floor, 307-Upper Mall Scheme, Lahore, while its central office is situated at 10th Floor, PNSC Building, M.T. Khan Road, Karachi. SNBL offers a diversified portfolio of financial solutions, including conventional and Islamic banking products, digital banking services, consumer and corporate financing, trade finance facilities, and cash management solutions tailored to evolving customer requirements. Driven by a focus on innovation, accessibility, and customer experience, the Bank continues to enhance its nationwide presence through expanding delivery channels and technology-enabled banking platforms. As of end-Mar’26, SNBL’s branch network comprises 674 branches (end-Dec’25: 670), including 186 Islamic banking branches and 10 Islamic banking windows.

At end-Dec’25, the ownership of SNBL remains concentrated with the Feerasta Family, the Bank’s founding sponsors, who collectively maintain a controlling interest through various trusts and related parties. The major shareholding comprises Trustees Alauddin Feerasta Trust holding 35.69%, Trustees Feerasta Senior Trust holding 14.57%, and Trustees Alnu Trust holding 7.29%. In addition, related parties collectively hold 11.28% stake in the Bank. Other significant shareholders include National Investment Trust Limited (NIT) with a shareholding of 7.25%, while the remaining ownership is distributed among general public, institutional investors, and other corporate shareholders. The ownership profile of the Company is considered stable, with no significant changes anticipated in the near to medium term. The Feerasta Family has established a longstanding presence across diverse business sectors and has demonstrated sound managerial capabilities in successfully overseeing its ventures. Given SNBL’s strategic importance within the sponsors’ business portfolio, the sponsors’ ability and willingness to provide support to the Bank, if required, is considered strong.

As of Mar’26, Mr. Amin A. Feerasta – Chairperson of the Board assumed office on June 6, 2024. With over 27 years at the Bank, he has served in key roles including Chief Risk Officer, Chief Operating Officer, Deputy CEO, and Executive Director. He holds a BSc in Finance from Santa Clara University, USA, and is a Certified Director. He has completed executive programs at the University of Oxford and in Malaysia. He also serves as Chairperson of the Aga Khan Foundation, Pakistan. Mr. Nooruddin Feerasta – Non-Executive Director is the Sponsor Director and CEO/Chairman of several Rupali Group companies. With over 40 years of industrial experience, he specializes in operations, finance, and legal affairs. He holds a BBA from the USA and is a member of the Board's Credit and Audit Committees. Mr. Ahmed A. Feerasta – Non-Executive Director is a young entrepreneur and CEO of Rupali Foods. A University of Texas at Austin graduate, he brings experience in corporate procurement, finance, and marketing. He is also a Certified Director. Mr. Manzoor Ahmed – Non-Executive Director (NIT Nominee) is the Chief Operating Officer (COO) of National Investment Trust Limited, overseeing a portfolio exceeding PKR 215bln with experience of over 35 years in mutual funds. He holds an MBA, D.A.I.B.P., is pursuing CFA Level III, and is a Certified Director. Mr. Jamil Hassan Hamdani – Independent Director has extensive international banking experience since 1973. He retired as MD of Credit Agricole Indosuez (Suisse) SA and chaired the Pakistan-France Business Alliance. He chairs the Bank's Audit Committee and is a member of other key board committees. He is a Certified Director. Ms. Navin Salim Merchant – Independent Director is a Supreme Court Advocate with over 30 years of legal experience. She served as an ADR Expert at IFC (World Bank Group) and leads the ICC ADR Commission Pakistan and IBA DRF. She is an Independent Director on several boards and a member of the Chartered Institute of Arbitrators. Dr. Sohail Razi Khan – Independent Director brings extensive experience in corporate strategy, finance, and business transformation, having held senior leadership roles with multinational organizations. He holds a PhD, MBA, MSc, and MA from institutions in England and is a Certified Director. There are six board committees: i) Audit, ii) Risk & Compliance, iii) Human Resource and Remuneration, iv) Credit, v) Independent Directors, and vi) Information Technology Committee, which assists the Board in the effective oversight of the Bank's overall operations on relevant matters. M/s. A.F. Ferguson & Co., Chartered Accountants serve as the external auditors for SNBL, and have issued an unmodified (unqualified) opinion on the financial statements for the year ended 31 December 2025.

The Bank’s operations are structured across thirteen key functions and organized into Northern, Central, and Southern regions to ensure effective oversight, coordination, and operational efficiency. SNBL’s management team comprises experienced professionals, led by Mr. Ahsan Mushahid Siddiqui – Acting President & CEO, who brings over three decades of experience in the banking sector, encompassing commercial banking, strategic planning, business development, and operational management. His extensive banking expertise supports the Bank’s continued focus on growth, service enhancement, and institutional strengthening. The Bank has established eight management committees, all chaired by the CEO, including the Management Committee (MANCOM), Executive Credit Committee (ECC), Compliance Committee, Asset & Liability Committee (ALCO), IT Steering Committee, Operational Risk Management Committee (ORMC), Credit Risk Management Committee (CRMC), and Business Continuity Plan Steering Committee (BCPSC). These committees provide structured oversight and facilitate effective decision-making, governance, and risk management across key areas. SNBL continues to enhance its risk management framework through investments in technology, systems, and internal processes. The Bank has strengthened its Operational Risk Rating (ORR) monitoring mechanism through in-house developments and external consultancy support. Furthermore, upgrades to the data center, disaster recovery infrastructure, and implementation of a data warehouse have enhanced business continuity, information management, and analytical capabilities. The Bank’s comprehensive risk management framework enables proactive identification, assessment, and mitigation of risks, while Board and committee-level oversight ensures regulatory compliance, policy adherence, and sound governance practices.

During 1QCY26, Pakistan’s banking sector continued to operate amid a gradually improving macroeconomic environment, supported by easing financial conditions and stable external indicators. The sector maintained resilience with a strong liquidity position and improved capitalization levels. SNBL, a small-sized Bank, holds a customer deposit base of PKR 685.05bln as of Mar’26 (CY25: PKR 689.11bln). On such basis, the market share of deposits of the Bank remained at 1.8% (Dec’25: 1.7%). The Bank’s asset base stood at PKR 836.13bln (CY25: PKR 852.48bln), while investments increased to PKR 492.74bln (CY25: PKR 479.25bln). Net advances of the Bank stood at PKR 223.85bln (CY25: PKR 214.32bln), reflecting growth in lending activity. During 1QCY26, SNBL’s net mark-up income decreased by 17.96% YoY to PKR 5.98bln (1QCY25: PKR 7.29bln), mainly due to margin compression amid a declining interest rate environment. However, the decline was partially offset by a notable increase in non-mark-up income, which improved by 80.17% YoY to PKR 2.82bln (1QCY25: PKR 1.56bln), supported by higher foreign exchange income, commission-based revenue, and gains on securities. Consequently, the Bank’s total income remained stable at PKR 8.80bln (1QCY25: PKR 8.85bln). The Bank’s asset yield moderated due to lower interest rates, whereas the cost of funds improved to 6.94% (CY25: 7.7%). The deposit mix strengthened, with CASA ratio improving to 86.99% (CY25: 81.86%), supporting funding efficiency. Non-mark-up expenses increased by 28.30% YoY to PKR 6.69bln (1QCY25: PKR 5.21bln), mainly due to continued branch expansion, with the network reaching 674 branches as of Mar’26 (CY25: 670 branches). The Bank’s profitability profile remained adequate, with profit after taxation increasing by 16.72% YoY to PKR 1.34bln (1QCY25: PKR 1.15bln), supported by diversified income streams and reversal in credit loss allowance. Asset quality improved, with NPL ratio declining to 2.93% as of Mar’26 (CY25: 3.41%). Going forward, the Bank aims to further enhance its outreach through branch expansion and digital initiatives while focusing on sustainable growth, deposit mobilization, and maintaining compliance with regulatory capital requirements.

At end-Mar’26, SNBL’s net advances increased by 4.44% and were reported at PKR 223.85bln (end-Dec25: PKR 214.32bln). The Bank’s Net Advances to Deposit Ratio (ADR) stood at 32.68% (end-Dec25: 31.11%), reflecting a cautious lending approach. The infection ratio improved to 2.93% (end-Dec25: 3.41%), primarily due to a decline in non-performing loans, which stood at PKR 6.76bln (end-Dec25: PKR 7.56bln). The Bank’s investment portfolio increased by 2.82% and was reported at PKR 492.74bln (end-Dec25: PKR 479.25bln), with a predominant concentration towards Government securities. The investment portfolio remained largely skewed towards Federal Government securities (~99%), comprising mainly Pakistan Investment Bonds (PIBs) and Market Treasury Bills (MTBs). The higher allocation towards PIBs reflects the Bank’s strategy to optimize returns through longer-duration instruments, while maintaining a low-risk investment profile. The Bank’s deposit mix remained stable, with Current Accounts (CA) representing 35% (end-Dec25: 32%) and Savings Accounts (SA) comprising 52% (end-Dec25: 51%) of total deposits, supporting the overall funding profile. The Bank’s liquidity position remained strong, with Liquid Coverage Ratio (LCR) at 191.81% (end-Dec25: 198.44%) and Net Stable Funding Ratio (NSFR) at 187.86% (end-Dec25: 191.48%), providing adequate cushion against liquidity risk. The Bank remains well capitalized, maintaining adequate buffers above regulatory requirements. The Capital Adequacy Ratio (CAR) stood at 13.98% (end-Dec25: 14.88%), while Tier-I CAR was reported at 10.87% (end-Dec25: 11.31%), in compliance with SBP’s minimum thresholds. The Bank’s eligible total capital stood at PKR 40.72bln (end-Dec25: PKR 42.44bln), with Risk Weighted Assets reported at PKR 291.37bln (end-Dec25: PKR 285.20bln). The Bank’s capital structure is further supported through additional capital instruments, including ADT-I (Tier-I) TFC amounting to PKR 4bln issued in 2018 and Tier-II TFC amounting to PKR 4bln issued in 2022, strengthening the overall capital base and providing additional loss absorption capacity. The leverage ratio stood at 3.10% (end-Dec25: 3.23%), remaining above the regulatory requirement. Going forward, SNBL aims to maintain a balanced growth strategy through optimized asset allocation, efficient liquidity management, and strengthening of its capital buffers to support sustainable operations.

Soneri Bank Limited issued perpetual, unsecured, subordinated, rated, listed, and non-cumulative term finance certificate (“TFC” or the “Issue” or “Instruments”) The issue amounts to PKR 4bln inclusive of a Green Shoe option of PKR 1bln. The profit is being paid off semiannually at the rate of 6M KIBOR +200bps on a non-cumulative basis on the outstanding principal amount of the issue. The amount raised through this Issue, subject to necessary corporate and regulatory approvals, contributed towards SNBL’s Additional Tier 1 Capital in accordance with SBP guidelines on capital adequacy. Furthermore, the amount raised is utilized in SNBL’s normal business operations as permitted under its Memorandum & Articles of Association. Profit payments will only be paid from SNBL’s most recent/current year’s earnings on a non-cumulative basis subject to the SNBL’s compliance with SBP regulatory guidelines on Minimum Capital Requirement (MCR) and Capital Adequacy Ratio (CAR).

The Issue will be unsecured and subordinated to the payment of principal and profit of all other claims except ordinary shares. In addition to the Lock-In Clause, the Instrument will be subject to 1) loss absorption upon the occurrence of a Pre-Specified Trigger (“PST”) i.e. issuer’s CET1 the ratio falls to/below 6.625% of Risk-Weighted Assets; and 2) loss absorption and/or any other requirements of SBP upon the occurrence of a Point of Non-Viability (“PONV”). Upon reaching the pre-defined trigger point or point of non-viability (PONV), the Tier I TFC may be partially or fully converted into equity/written off as per the discretion/instructions of SBP.

The Instrument is unsecured.