Dear Shareholders,
Your Directors are pleased to present the 39th Annual Report on the business and operations of your Company along with the Audited Standalone & Consolidated Financial Statements for the Financial Year ended March 31, 2026 (FY 26).
1. SUMMARY OF PERFORMANCE:
Your Company has demonstrated robust performance and sustained growth during FY 26. The highlights of the performance of your Company for FY 26, with the comparative figures for the previous years performance, are presented below:
| Particulars | FY 26 | FY 25 |
| Loans Sanctioned | 51,883.36 | 47,453.11 |
| Loans Disbursed | 34,945.67 | 30,167.87 |
| Net Worth | 13,781.35 | 10,266.16 |
| Revenue from Operations | 8,309.00 | 6,742.41 |
| Other Income | 28.48 | 12.37 |
| Finance Cost (including Net translation/transaction exchange loss) | 4,948.07 | 4,182.64 |
| Profit Before Tax | 2,336.92 | 2,103.80 |
| Less: Income Tax | 565.12 | 471.31 |
| Less: Deferred Tax | (101.54) | (66.11) |
| Profit After Tax | 1,873.34 | 1,698.60 |
| Other Comprehensive Income | 120.12 | 68.23 |
| Total Comprehensive Income for the year | 1,993.46 | 1,766.83 |
| Appropriations of Retained Earnings: | ||
| Balance at the beginning of the year | 28.04 | 38.26 |
| Add: Profit for the year | 1,873.34 | 1,698.60 |
| Add: Other Comprehensive Income | (31.06) | (15.55) |
| Less: Transfer to Debenture Redemption Reserve (DRR) (net) | - | 41.26 |
| Less: Transfer to Special Reserve | 466.00 | 362.00 |
| Less: Transfer to NBFC Reserve | 375.00 | 340.00 |
| Less: Transfer to General Reserve | 250.00 | 950.00 |
| Less: Transfer to Impairment Reserve | 300.46 | - |
| Less: Interim Dividend | 168.55 | - |
| Balance at the end of the year | 310.31 | 28.04 |
FINANCIAL HIGHLIGHTS
• During FY 26, your Company reported an all-time high Revenue from Operations of 8,309.00 Crore, registering growth of 23.23% over the previous years revenue of 6,742.41 Crore.
• Profit Before Tax (PBT) and Profit After Tax (PAT) increased to an all-time high of 2,336.92 Crore (11.08% increase over last year) and 1,873.34 Crore (10.29% increase over last year) respectively at the end of FY 26.
• Net Worth of your Company increased to 13,781.35 Crore at the end of FY 26, registering an increase of 34.24% over the previous years Net Worth of 10,266.16 Crore.
• The Tier-I Capital of the Company stood at 14,668.22 Crore as on March 31, 2026, marking a growth of approximately 31.70% over 11,137.60 Crore in the previous year.
• The Capital to Risk-Weighted Assets Ratio (CRAR) improved to 20.59% as on March 31,2026, up from 17.77% in the previous year, indicating a strengthened capital adequacy position which is above the floor of 15% prescribed for NBFCs as per the applicable RBI Direction and which also reflects optimum utilization of capital.
| Particulars | FY 26 | FY 25 |
| Tier-I Capital ( in Crore) | 14,668.22 | 11,137.60 |
| Tier-II Capital ( in Crore) | 1,740.61 | 1,922.96 |
| CRAR (in %) | 20.59 | 17.77 |
Key financial ratios of the Company
| Particulars | FY 26 | FY 25 |
| Return on Net Worth (%) | 15.07 | 17.44 |
| Book Value per Share () | 49.06 | 38.20 |
| Earnings per Share () | 6.73 | 6.32 |
| Debt Equity Ratio (Times) | 5.65 | 6.31 |
• Return on Net Worth (RoNW) decreased to 15.07% in FY 26 from 17.44% in FY 25, mainly on account of increase in the Companys equity base following the Qualified Institutional Placement (QIP) of 2,005.90 Crore during the year. Although PAT has also increased during the year, the growth in net worth was proportionately higher, leading to a moderation in RoNW.
• Book value per share and Earnings per Share have been stably increasing year on year.
• Debt to Equity ratio improved to 5.65 times primarily due to internal accretion and raising of funds via Qualified Institutional Placement (QIP) in FY 26.
Loan Sanctions, Disbursement and Loan Book
• Loans Sanctioned during FY 26 increased to 51,883.36 Crore, registering an increase of 9.34% over the previous years sanctioned amount of 47,453.11 Crore, which is the highest ever annual sanction in your Companys history.
• Loan disbursed during FY 26 increased to 34,945.67 Crore, registering an increase of 15.84% over the previous years disbursed amount of 30,167.87 Crore, which is the highest ever annual disbursement in your Companys history.
• The loan book of your Company has grown from 76,281.65 Crore as on March 31, 2025 to 93,068.71 Crore as on March 31,2026 registering a growth of 22.01%.
OTHER HIGHLIGHTS
• Your Company witnessed an upgrade in its international credit ratings by Standard & Poors (S&P) Global Ratings, with the long-term issuer rating revised from BBB- to BBB and the short-term rating from A-3 to A-2, with a Stable Outlook.
• Your Company has consistently been rated "Excellent" as per MoU with Ministry of New and Renewable Energy from last 5 (Five) years for FY 21 to FY 25. The MoU rating for FY 26 is yet to be received from Government of India.
• During FY 26, pursuant to the requisite approvals, the Company has raised an amount of 2,005.90 Crore by issue and allotment of 12,14,66,562 Equity Shares of face value 10 each through Qualified Institutional Placement (QIP) at the issue price of 165.14 per Equity Share (including a premium of 155.14 per Equity Share). •
• During FY 26, the Company has successfully raised JPY 26 billion with a 05 (Five) year tenor and further executed a facility agreement for an additional JPY 28 billion with a 05 (Five) year bullet repayment structure. The competitive pricing secured for these facilities from overseas lenders reflects their confidence in the Companys strong governance framework, sound risk management practices, and robust institutional processes.
• During the FY 26, the Central Board of Direct Taxes (CBDT), Department of Revenue, Ministry of Finance, has notified the bonds of your Company as "Long-Term Specified Assets" under Section 54EC of the Income Tax Act, 1961. Consequently, eligible IREDA bonds issued on or after July 9, 2025, with a minimum redemption period of 05 (Five) years, qualify for capital gains tax exemption benefits under the said provision.
2. BUSINESS OPERATIONS
• Sanctions and Disbursements
During FY 26, your Company sanctioned loans to the tune of 51,883.36 Crore, thereby registering an increase of 9.34% over the previous years sanctioned amount of 47,453.11 Crore. Loans disbursed during FY 26 were 34,945.67 Crore, showing an increase of 15.84% over the previous years disbursed amount of 30,167.87 Crore.
Sector-wise details of sanctions and disbursements during FY 26 are as under:
| Sectors | Sanctions | % | Disbursements* | % |
| 1. Power Generation Projects | 22,884.31 | 44.11 | 12,073.67 | 34.55 |
| a. Solar Power | 15,938.97 | 30.72 | 8,425.57 | 24.11 |
| b. Wind Power | 1,486.49 | 2.87 | 800.84 | 2.29 |
| c. Hydro Power | 94.88 | 0.18 | 283.45 | 0.81 |
| d. Hybrid Wind & Solar | 4,681.47 | 9.02 | 1,876.30 | 5.37 |
| e. Biomass Power & Cogeneration | 682.50 | 1.32 | 687.50 | 1.97 |
| 2. Manufacturing | 12,857.33 | 24.78 | 7,153.53 | 20.47 |
| 3. Government Loans | 12,450.00 | 24.00 | 10,800.00 | 30.91 |
| a. State Utilities-Genco | 1,800.00 | 3.47 | 1,800.00 | 5.15 |
| b. State Utilities-Discoms and others | 10,650.00 | 20.53 | 9,000.00 | 25.75 |
| 4. Ethanol | 401.19 | 0.77 | 2,023.24 | 5.79 |
| 5. Electric Vehicle | 0.00 | 0.00 | 51.80 | 0.15 |
| 6. Short Term and Medium Term Loans | 500.00 | 0.96 | 1,241.55 | 3.55 |
| 7. Biomass (Briquetting, Gasification & Methanation from Industrial Effluents) | 131.90 | 0.25 | 201.80 | 0.58 |
| 8. Green Hydrogen & Derivatives | 0.00 | 0.00 | 48.00 | 0.14 |
| 9. Smart Meters | 0.00 | 0.00 | 741.50 | 2.12 |
| 10. Battery Energy Storage Systems (BESS) | 2064.49 | 3.98 | 610.58 | 1.75 |
| 11. Miscellaneous (Transmission Lines, Guarantee Assistance, Emerging Technology & Loan to NBFCs) | 594.14 | 1.15 | 0.00 | 0.00 |
| Total | 51,883.36 | 100 | 34,945.67 | 100 |
*Including out of previous year sanctions
Cumulative sanctions and disbursements as on March 31,2026, stood at 2,89,799.00 Crore and 1,91,030.21 Crore respectively. The details of cumulative State-wise and Sector-wise sanctions and disbursements are provided in Annexures I to IV. •
• Generation Capacity Sanctioned
During FY 26, your Company has extended financial assistance to support power generation capacity, manufacturing of Renewable Energy (RE) equipment and other RE initiatives, as per the following details:
A: Power Generation: Capacity Sanctioned
| Sectors | Sanctioned Capacity (MW) |
| Solar Power | 5,069.26 |
| Wind Power | 361.50 |
| Hydro Power | 20.30 |
| Solar and Wind Hybrid | 1,303.03 |
| Biomass Power & Cogeneration | 221.00 |
| Total Power Generation Capacity | 6,975.09 |
B: Other Sectors: Capacity Sanctioned
| Sectors | Sanctioned Capacity |
| Manufacturing | 24,100.00 MWp |
| Biofuel Ethanol | 100 KLPD |
| Lithium-ion Cell Manufacturing | 1.00 GWh |
| Biomass CBG | 15.00 TPD |
| Biomass Pellet Manufacturing | 10.50 TPH |
• Loan Book Outstanding
The loan book of your Company has grown from 76,282 Crore as on March 31,2025 to 93,069 Crore as on March 31, 2026 registering a growth of 22.01%. The details of outstanding loan book as at the end of FY 26 is given below:
| Sectors | Loan Amount ( in Crore) | % |
| Public | 25,159 | 27 |
| Private | 67,910 | 73 |
| Total | 93,069 | 100 |
| Less: Stage III Provisioning | 2,073 | - |
| Total loans (net) | 90,996 | - |
3. RESOURCE MOBILIZATION
Your Company has maintained a diversified borrowing mix to optimize the cost of funds. The total borrowings of your Company stood at 77,845.63 Crore at the end of FY 26 (which includes current borrowings and noncurrent borrowings of approx. 16,087.34 Crore and 61,758.28 Crore respectively), as against 64,740.31 Crore at the end of FY 25. During FY 26, your Company has raised long-term funds amounting to 30,510.84 Crore across different sources as given below:
| Source of Funding | FY 26 | FY 25 |
| Domestic Borrowing | ||
| Term Loans from Banks/ FIs | 27,005.00 | 12,070.00 |
| Unsecured Taxable Bonds | 1,500.00 | 10,740.00 |
| Perpetual Debt Instruments | 453.00 | 1,247.00 |
| Subordinated Debt | 0.00 | 910.37 |
| Total(A) | 28,958.00 | 24,967.37 |
| Foreign Currency Borrowing | ||
| Foreign Currency Borrowing (International Resources) | 1,552.84 | 233.09 |
| Total(B) | 1,552.84 | 233.09 |
| Total (A + B) | 30,510.84 | 25,200.46 |
Further, for maintaining adequate liquidity, your Company had access to the sanctioned credit lines to the tune of 4,327.21 Crore as on March 31, 2026, by various scheduled commercial banks for short-term funding without any commitment charges.
Green Bonds
Your Company had raised domestic taxable green bonds of 700 Crore and 865 Crore during FY 17 and FY 19 respectively which are listed on both NSE and BSE. The proceeds of the bonds were utilized towards financing the Solar and Wind sector, including refinancing of eligible projects as defined in the Green Bond framework of your Company.
KPMG, India had provided its post-verification Independent Assurance Report for 865 Crore worth of Green Bonds issued during FY 19 and M/s Emergent Ventures India Pvt. Ltd. had provided its post-verification Independent Assurance Report for 700 Crore worth of Green Bonds issued during FY 17. These Assurance Reports are based on the Green Bond Framework of your Company which has been certified by the Climate Bonds Standard Board of Climate Bond Initiative (CBI) as on October 5, 2016. Your Company is compliant with the requirements of its Green Bonds Framework in line with the CBI, to ensure that the amount raised through Green Bonds remains invested in the eligible projects. These Green Bonds issued by your Company conform to the continuous disclosure requirements of the applicable SEBI guidelines as amended from time to time. The detailed report on utilization of the proceeds of Green Bonds is available on the website and the same can be accessed at www.ireda.in/IredaWebPortal/investors/disclosures.
Perpetual Debt Instruments
During FY 26, your Company has raised an amount of 453 Crore through issue of Perpetual Debt Instruments (PDI). The subject PDI has no maturity and is callable only at the option of the Company after 10 (Ten) years and each anniversary thereafter. Other relevant disclosures on PDI appear in notes of the Financial Statements forming part of this Annual Report.
4. CREDIT RATING
During FY 26, your Company witnessed an upgrade in its international credit ratings by Standard & Poors (S&P) Global Ratings, with the long-term issuer rating revised from BBB- to BBB and the short-term rating from A-3 to A-2, with a Stable Outlook. The upgrade aligns with the revision in Indias sovereign credit rating and underscores the close linkage of the Companys credit profile with the Government of Indias sovereign standing.
The Credit rating of all domestic debt instruments (except PDI) are AAA (Stable) as rated by ICRA Limited, India Ratings & Research Private Limited, Brickwork Ratings India Private Limited and CARE Ratings Limited. PDI is rated AA+ (Stable) by ICRA Limited and India Ratings & Research Private Limited. Further, Long-term loan & Short-term loan from banks/ financial institutions have been assigned "AAA" Stable and "A1 + " respectively by ICRA Limited and India Ratings & Research Private Limited. In addition to above, Acuite Ratings & Research Limited has assigned "AAA" Stable rating for both Long-term loan & Short-term loan from banks/ financial institutions.
GoI Fully Serviced Bonds are rated "AAA" Stable from India Ratings & Research Private Limited, ICRA Limited and CARE Ratings Limited.
5. FINANCING SCHEMES & INITIATIVES
Your Company reviews its policies/ procedures from time to time, to suitably align with market requirements, corporate objectives, and applicable statutory & regulatory requirements. Your Company provides a comprehensive range of financial products and related services from project conceptualization to the post commissioning stage for RE projects, new & emerging renewable energy technologies and equipment manufacturers. During FY 26, your Company has introduced new schemes and modified existing schemes/ policies not only to sustain the growth of your Companys market share in Renewable Energy Financing but also to extend support for sectoral requirements, which includes providing financial assistance related to power generation/ transmission, manufacturing/ energy efficiency/ re-financing of commissioned projects/ production of first-generation ethanol, etc.
Further, your Company has also extended support to MSMEs, such as requirement of 01 (One) external rating for applicability of rebate in interest rate against normal requirement of 02 (Two) external ratings and assignment of project rights by way of undertaking against registered deed and continued the practice. To align with the Government initiatives, your Company has also supported projects in PM-KUSUM segments and Rooftop Solar (in aggregator mode).
Further, your Company has been appointed as the Implementing Agency for the following schemes and programs of the Ministry of New & Renewable Energy (MNRE):
• MNRE CPSU Scheme - Phase-II, Tranche-III
• National Bioenergy Program
• National Programme on High-Efficiency Solar PV Modules under PLI scheme, Tranche-I
• Generation Based Incentive (GBI) Scheme
Under the PM KUSUM scheme, your Company has sanctioned loans amounting to 9,165 Crore during FY 26, with disbursements of 2,452 Crore. With these sanctions, the cumulative sanctioned loan portfolio under the scheme has exceeded 12,000 Crore, indicating sustained traction in decentralized solar applications and continued alignment with national renewable energy priorities.
6. RECOVERY, REVIEW MONITORING & STRESSED ASSETS MANAGEMENT
Your Company has dedicated Review Monitoring Department & Stressed Asset Management Department for regular monitoring of projects and conducting reviews to ascertain timely corrective actions as per the requirement, to maintain asset quality and reduce Non-Performing Assets (NPAs). It has a comprehensive project/ loan review and monitoring mechanism that captures aspects relating to project monitoring and tracking of project/loan applications during appraisal, sanction, documentation, disbursement, commissioning, and operation stages. It continuously monitors delays and defaults of borrowers and their recoverability. Periodic review and monitoring of the entire loan portfolio including NPA accounts are conducted regularly. This enables identification of early warning signals like delayed repayments, underlying causes and timely initiation of resolution/ recovery actions, wherever required.
On occurrence of default in the borrowers account, your Company initiates necessary steps which may involve action(s) including, but not limited to, follow-up with the borrower for regularization of account(s) through letters/ e-mails, convening meetings, Special Mention Account (SMA) reporting to RBI, credit information reporting to Central Repository of Information on Large Credits (CRILC), CIBIL, etc., regular monitoring of Trust and Retention Account (TRA), Restructuring/ Reschedulement of loan accounts, wherever feasible and sustainable, to recover dues and, suitable resolution plans such as change of management, invocation of securities and other recovery mechanisms like referring the case for suitable legal actions, as per requirement. The status of Gross Non-Performing Assets (GNPAs) & Net Non-Performing Assets (NNPAs) is summarized in the table below:
| FY 26 | FY 25 | |||
| Amount ( in Crore) | % | Amount ( in Crore) | % | |
| Gross NPA | 3,245.46 | 3.49 | 1,866.25 | 2.45 |
| Net NPA | 1,172.31 | 1.29 | 1,020.67 | 1.35 |
With a focused approach, 338.65 Crore has been recovered from NPA/ stressed loans during FY 26 which is the highest recovery in last 03 (Three) years. The amount recovered from NPAs includes 197.51 Crore towards Principal and 141.14 Crore towards Income. Further, your Company carries out a Credit Risk Assessment of the loan book based on the Expected Credit Loss Methodology and on this basis, provisioning is done for loan assets depending on the stages & expected loss. Further, out of the above recovery 1 (One) account was settled through OTS wherein 143.10 Crore was recovered from NPA account wherein the Principal Outstanding was 100 Crore. Also, 1 (One) account was settled through NCLT wherein 84.10 Crore was recovered through NCLT process and the principal outstanding against the said loan was 39.10 Crore.
Asset Quality
| FY 26 | FY 25 | |||||
| Stage 1 & 2 | Stage 3 | Total | Stage 1 & 2 | Stage 3 | Total | |
| Public/ Government | 25,107.96 | 51.11 | 25,159.07 | 20,820.89 | 51.11 | 20,872.00 |
| Private | 64,715.25 | 3,194.35 | 67,909.60 | 53,594.51 | 1,815.14 | 55,409.65 |
| Total Outstanding loan (A) | 89,823.21 | 3,245.46 | 93,068.67 | 74,415.40 | 1,866.25 | 76,281.65 |
| Total provisioning (B) | 608.90 | 2,073.15 | 2,682.05 | 1,048.44 | 845.58 | 1,894.02 |
| Net Assets | 89,214.31 | 1,172.31 | 90,386.62 | 73,366.96 | 1,020.67 | 74,387.63 |
| Provisions (%) (B/A) | 0.68% | 63.88% | 1.41% | 45.31% |
Your Company received an interim order from SEBI on April 16, 2025 w.r.t. irregularities in operations of M/s Gensol Engineering Limited (GEL). The matter was examined by Internal Investigation Committee of your Company and on their recommendation, your Company filed a complaint with Economic Offence Wing (EoW) of Delhi Police against GEL and M/s Gensol EV Lease Ltd. (GEVL), both being borrower of the Gensol Group. Subsequently, your Company recalled the outstanding loan facilities extended to GEL and GEVL. Thereafter, applications were filed before the National Company Law Tribunal (NCLT) under Section 7 of the Insolvency and Bankruptcy Code, 2016 (IBC) seeking initiation of the Corporate Insolvency Resolution Process (CIRP) against GEL and GEVL. The NCLT admitted both applications on June 13, 2025. Your Company has since filed its claims with the Insolvency Resolution Professional (IRP), and the same have been duly admitted. The aforesaid companies were primarily engaged in (i) Engineering, Procurement and Construction (EPC) activities for solar power projects, and (ii) Leasing of Electric Vehicles. Following the commencement of CIRP, the IRP, who has subsequently been confirmed as the Resolution Professional (RP), assumed control of the business operations and assets of the companies, including the electric vehicle fleet. The RP has undertaken necessary repair and maintenance activities and is progressively operationalizing the electric vehicles with a view to generating revenue. Further, the EPC projects under execution continue to be implemented under the supervision of the RP. The matter is in advance stage of Resolution process. Your Company, as a member of the Committee of Creditors (CoC), continues to actively participate in the CIRP and is pursuing all necessary measures to maximize recovery of its outstanding dues.
The Company has declared GEL and GEVL as Fraud and reported to RBI as per regulatory requirement, in terms of the Reserve Bank of India Master Direction - Fraud Risk Management in Non-Banking Financial Companies (NBFCs) Directions, 2024.
7. SHARE CAPITAL
The Authorized Share Capital of your Company is 6,000 Crore divided into 600,00,00,000 equity shares of 10/- each. During FY 26, pursuant to the requisite approvals, the Company has raised an amount of 2,005.90 Crore, by issue and allotment of 12,14,66,562 equity shares of face value 10 each through Qualified Institutions Placement (QIP) at the Issue price of 165.14 per equity share (including a premium of 155.14 per equity share). Consequently, the paid-up equity share capital of the Company increased from 26,87,76,47,060 comprising 268,77,64,706 equity shares of the face value of 10/- each as on March 31, 2025, to 28,09,23,12,680 comprising 280,92,31,268 equity shares of the face value of 10/- each, as on March 31,2026. The Government of India holds 71.76 % of the paid-up equity share capital of the Company as on March 31, 2026.
The details of the Dematerialization of shares and Demat Suspense Account/ Unclaimed Suspense Account are provided in the Corporate Governance Report as annexed to this report.
8. DIVIDEND
For FY 26, the Board of Directors has recommended final dividend of 0.75/- per equity share, i.e., @7.5% on the face value of the paid-up equity shares of 10/- each, subject to the approval of the shareholders at the ensuing Annual General Meeting (AGM) of the Company. During the year under review, the Company had also declared Interim Dividend of 0.60 per equity share, i.e., @ 6% on the face value of the paid-up equity share of 10/- each. The total dividend for FY 26 amounts to 1.35 per equity share, i.e., @13.5% on the face value of 10/- each, including the proposed final dividend. The total dividend pay-out for the FY 26, including the proposed final dividend, would work out to 379.25 Crore. Details of the dividend are mentioned below and are also provided under Note No. 38(48D)(d) of the Financial Statements.
| Particulars | FY 26 | |||
| % of Share Capital | Per Equity Share (?) | Amount ( in Crore) | Amount paid/ payable to GOI ( in Crore) | |
| Interim Dividend | 6.0% | 0.60 | 168.55 | 120.95 |
| Final Dividend | 7.5% | 0.75 | 210.69 | 151.19 |
| Total Dividend for FY | 13.5% | 1.35 | 379.25 | 272.14 |
| Total Dividend as % of profit for the year (Total Dividend/ PAT) | 20.24% |
9. SUBSIDIARY, JOINT VENTURES & ASSOCIATE COMPANY
M/s IREDA Global Green Energy Finance IFSC Limited (IGGEFIL) was incorporated on May 7, 2024, as a wholly owned subsidiary of your Company at IFSC, GIFT City, Gujarat. The company received approval from International Financial Services Centre Authority (IFSCA) on February 18, 2025 to undertake the activities as a Finance Company. This subsidiary company acts as an offshore platform for securing funds and tapping new business opportunities in foreign currency to drive growth in the RE sector. During FY 26, IGGEFIL has started its operations and sanctioned a term loan of USD 22.50 million, towards development of 100MWAC (125.20 MWDC) Photovoltaic Solar Power Plant in Serenje District located in the Central Province of Zambia. The financial performance of the subsidiary company for FY 26 is provided here under:
| Particulars | FY 26 | FY 25 |
| Total Income | 1.41 | 0.91 |
| Profit Before Tax | 0.67 | (0.28) |
| Profit After Tax | 0.67 | (0.28) |
| Net Worth | 30.06 | 26.36 |
As on March 31,2026, the Company does not have any Associate or Joint Venture company.
The details regarding the proposal for setting up of a subsidiary company for financing Renewable Energy (RE) projects in the retail segment and the proposed equity investments in M/s GMR Upper Karnali Hydro Power Ltd, Nepal and M/s Karnali Transmission Company Pvt. Ltd. are provided under Note No. 38(11) of the Financial Statements.
10. CONSOLIDATED FINANCIAL PERFORMANCE
Pursuant to Section 129 of the Companies Act, 2013 (the Act) the Rules made thereunder, and the Indian Accounting Standards, the Company has prepared the Consolidated Ind-AS Financial Statements for FY 26, that include the audited financial statements of its wholly owned subsidiary, M/s IREDA Global Green Energy Finance IFSC Limited. The Consolidated Financial Statements, along with the Standalone Financial Statements of the Company, shall be laid before the 39th Annual General Meeting for adoption. Pursuant to Section 129(3) of the Act, a statement containing the salient features of the financial statements of subsidiary(ies), associate(s), and joint venture(s), in Form AOC-1, forms part of this Annual Report. The Audited Ind-AS Financial Statements including the Consolidated Ind-AS Financial Statements and the Audited Financial Statements of subsidiary of the Company are available on the website of the Company. Further, these documents would be kept open for inspection through electronic mode by any member or any trustee for debenture holders of the Company.
The highlights of the consolidated financial statements for FY 26 are placed herewith:
| Particulars | FY 26 | FY 25 |
| Revenue from Operations | 8,310.41 | 6,743.32 |
| Profit Before Tax | 2,337.58 | 2,103.54 |
| Profit After Tax | 1,874.00 | 1,698.34 |
| Total Assets | 93,807.87 | 76,867.39 |
| Total Liabilities | 80,022.45 | 66,600.86 |
11. RISK MANAGEMENT POLICY OVERVIEW
Your Company has established a risk management framework covering credit risk, liquidity risk, market risk, operational risk, foreign exchange risk, and information security risk. The framework operates through Board-approved policies, oversight by the Risk Management Committee (RMC), and independent monitoring by the Risk Management Department headed by the Chief Risk Officer (CRO). The Risk Management function operates independently from business functions and provides independent risk oversight across key risk areas.
During the year under review, the Company continued strengthening various components of its risk governance and monitoring framework, including review of portfolio monitoring mechanisms, stress testing approaches, ICAAP framework, and risk analytics. Your Company have Prudent Risk Management policies to ensure compliance with RBI guidelines and SEBI (LODR) Regulations, 2015, forming the regulatory framework for all business activities. The Risk Management Committee also considers the matters which are specifically referred to it by the Board of Directors, besides considering the mandatory requirements of the Regulation 21 read with Part D of Schedule II of SEBI (LODR) Regulations, 2015, issued from time to time. The Board has the overall responsibility of risk management which takes care of managing all aspects of risk in the organization.
Credit Risk Management
Your Companys principal business activities expose it to credit risk arising from lending operations, borrower concentration, project implementation risks, refinancing risk, and counterparty credit deterioration. Your Company follows credit appraisal, monitoring, and exposure management processes in line with applicable regulatory guidelines and internal policies. The Risk Management function continues to undertake review of portfolio quality, provisioning assumptions, stress scenarios, and emerging risk areas including evolving sectors and project implementation risks.
Operational Risk Management
Operational risks refer to potential losses arising from inadequate or failed internal processes, people, and systems or from external events. Your Company has established an Operational Risk Management Committee, which is a functional-level Committee to identify, review and manage operational risks. Your Company is strengthening Operational Risk Management Framework, which follows the three lines of defence model for systematic risk control.
Liquidity Risk Management
Liquidity risk refers to the potential inability of a Company to raise funds, in a timely manner and at an optimal cost, to meet its operational requirements and debt-servicing obligations. The objective of liquidity management is to maintain adequate cash flows and funding flexibility to meet all financial commitments while supporting sustainable business growth.
The Company has established a robust Asset-Liability Management (ALM) framework with a multi-tier governance structure comprising the Asset Liability Committee (ALCO) and its sub-committee. The ALCO periodically reviews the Companys liquidity profile and oversees compliance with the Board-approved ALM policy and related risk limits.
The Company maintains a well-diversified funding base across banks and capital markets and holds prudent liquidity buffers to meet near-term obligations. Periodic maturity profiling, stress testing, and contingency funding planning are undertaken to assess funding requirements and enhance resilience against potential liquidity disruptions.
Market Risk
Market risk is the risk that the future cash flows of a financial instrument may fluctuate due to changes in market variables. The Company is primarily exposed to market risk arising from movements in foreign exchange rates and interest rates.
Your Company manages these exposures through a robust Asset-Liability Management (ALM) and Foreign Exchange Risk Management framework. Periodic assessments of rate-sensitive assets and liabilities are undertaken, and appropriate repricing strategies are implemented to maintain an optimal funding mix within the approved risk appetite.
Prudential limits and periodic reviews facilitate timely adjustments to lending and borrowing strategies, thereby mitigating the impact of interest rate volatility and preserving margin stability. Market developments are continuously monitored to support informed and timely decision-making.
The Company also employs derivative instruments solely for hedging exposures to fluctuations in foreign exchange rates and interest rates.
Foreign Currency or Exchange Risk
Under its overall Risk Management Framework, the Company has instituted a dedicated policy governing foreign currency and derivative risk management, which lays down comprehensive guidelines for identification, measurement, monitoring, and mitigation of risks arising from foreign currency borrowings.
The policy is aligned with applicable regulatory prescriptions, including guidelines issued by the Reserve Bank of India, and incorporates globally accepted market practices. It provides for a structured approach to managing currency risk, interest rate risk, and basis risk associated with external borrowings.
In accordance with the policy framework, the Company mitigates exposures arising from foreign currency loans through the use of permissible derivative instruments, including Interest Rate Swaps (IRS)/ Cross Currency Swaps (CCS), Forward Contracts and Options and option-based structures, where appropriate.
All derivative transactions are executed with counterparties with whom the Company has entered into standardized contractual arrangements under the International Swaps and Derivatives Association (ISDA) Master Agreement, ensuring legal enforceability, netting arrangements, and counterparty risk mitigation.
Besides other items the framework also includes:
• Mark-to-market (MTM) valuation and periodic revaluation of derivative positions
• Exposure limits and counterparty risk assessment
• Hedge effectiveness monitoring and documentation
• Compliance with hedge accounting principles, where applicable
• Independent oversight and reporting mechanisms
Asset Liability Management
Your Company has in place a comprehensive Board-approved Asset Liability Management (ALM) Policy, formulated in accordance with the applicable guidelines issued by the Reserve Bank of India. The Asset Liability Committee (ALCO), comprising senior executives, including the Chairman & Managing Director, provides ongoing oversight of the Companys asset-liability profile and liquidity position.
The ALCO periodically reviews macroeconomic and market developments affecting the sector and the Company, balance sheet growth, liquidity conditions, interest rate scenarios, and liability maturity profiles. It also monitors monthly asset-liability mismatches to ensure that concentrations and structural imbalances remain within approved limits while maintaining adequate liquidity buffers to withstand stressed market conditions. In addition, the Board exercises oversight of key metrics relating to interest rate sensitivity and asset-liability mismatches.
The Company maintains prudent liquidity buffers, committed credit facilities, and a diversified funding base to ensure the timely discharge of its financial obligations and to support sustainable business growth.
Information and Cyber Security Risk Management
Your Company has established a robust Information and Cyber Security Risk Management framework comprising governance, risk assessment, internal controls and continuous monitoring.
Information Technology and Cyber Security risks are overseen by the appropriate Board and Executive-level Committees constituted in accordance with the RBI Master Direction on Information Technology Governance, Risk, Controls and Assurance Practices.
Your Company has implemented comprehensive Information Technology and Cyber Security policies, including Information Security Policy, Cyber Security Policy, Change Management Policy, Access Control
Policy, Information Asset Policy, Business Continuity Management Policy, Incident Management Policy and other supporting standards and procedures to safeguard the confidentiality, integrity and availability of information assets while ensuring regulatory compliance and operational resilience.
Your Company conducts periodic Information System, Information Security and Cyber Security audits through independent CERT-In empanelled auditors. These audits includes Vulnerability Assessment and Penetration Testing (VAPT), configuration reviews, and compliance assessments.
12. SOLAR POWER PROJECT
IREDA has fully commissioned 50 MW solar power project located in Kasargod, Kerala. The plant is operating at full capacity, generating renewable energy that is supplied to the Kerala State Electricity Board (KSEB) under a long-term Power Purchase Agreement (PPA). The electricity generated from this project is billed at a tariff of 3.83 per unit, in accordance with the order issued by the Kerala State Electricity Regulatory Commission (KSERC).
Beyond contributing to Indias clean energy transition, this project plays a key role in your Companys commitment to sustainability and carbon neutrality. During FY 26, the 50 MW solar power plant have generated 71.436 million units, contributing to a reduction of 60,672 tons of CO2 emissions, supporting the broader national decarbonization goals.
13. ISO CERTIFICATION
Your Company is an ISO 9001:2015 and ISO 27001:2022 certified organization. The ISO 9001:2015 Certificate has been awarded by Bureau of Indian Standards (BIS) for Quality Management System (QMS). Through effective process management, your Company continues to maintain quality, consistency and customer satisfaction across its business operations.
ISO 27001:2022 Certificate has been awarded by IQCS Certifications Private Limited for Information Security Management System. The compliance of various security measures as required under the above standards has ensured a robust secured network for data processing and information flow.
14. INFORMATION TECHNOLOGY INITIATIVES
Information Technology continues to play a pivotal role in enabling the Companys growth strategy, strengthening governance mechanisms, enhancing operational efficiency, and supporting data-driven decision-making. During FY 26, the Company accelerated its digital transformation journey through modernization of technology platforms, strengthening of cybersecurity controls, automation of business processes, and enhancement of in-house technology capabilities.
The ERP system
Your Company has already established an integrated ERP system covering all business functions with minimal human interventions. The ERP system is continuously being improved to cater to the dynamic business scenarios. Efforts are also being made for seamless integration with external business stakeholders.
IT Governance Framework
The Company has established an IT Governance framework aligned with the Reserve Bank of Indias Master Direction on Information Technology Governance, Risk, Controls and Assurance Practices. The framework ensures effective oversight of technology investments, information security, digital initiatives, operational resilience, and regulatory compliance.
IT Strategy Committee (ITSC)
The IT Strategy Committee is a Board-level Committee constituted to provide strategic direction for technology adoption and digital transformation initiatives. The Committee reviews the Companys IT strategy, technology roadmap, cybersecurity preparedness, major technology investments, and alignment of IT initiatives with business objectives.
IT Steering Committee
The IT Steering Committee, comprising senior management representatives, oversees implementation of technology initiatives and monitors the execution of IT strategy approved by the Board. The Committee reviews project progress, technology risks, infrastructure performance, resource utilization, and operational effectiveness of IT systems.
Information Security Committee (ISC)
The Information Security Committee (ISC) functions under the oversight of the ITSC and is responsible for monitoring information security governance across the organization. The Committee periodically reviews cyber security risks, security incidents, vulnerability management, compliance requirements, and implementation of security controls to ensure protection of the Companys information assets and critical systems.
Cross-functional Committee
The Cross-Functional Committee, comprises representative from key business functions, constituted with objective to improve the existing IT systems, better understanding of requirements, identify and reduce manual intervention etc.
Strengthening In-House Technology Capabilities
During the year under review, the Company significantly enhanced its internal technology capabilities through induction of manpower. This strategic investment has enabled greater in-house development and management of technology solutions, reducing dependence on external service providers while improving responsiveness, governance, and operational control.
Digital Transformation and Process Automation
Your Company continued to expand its digital ecosystem by developing and deploying technology-driven solutions to improve operational efficiency and service delivery. Key initiatives undertaken during the year include:
• Development and implementation of centralized management dashboards providing real-time visibility into operational, financial, and project-related information.
• Deployment of in-house applications to automate internal business processes and enhance workflow efficiency.
• Integration of systems with external agencies through Application Programming Interfaces (APIs) for automated data exchange, validation, and verification.
• Digitization of change management and incident management processes, resulting in improved service delivery and faster issue resolution.
• Enhanced utilization of analytics and automation tools to support informed decision-making and improve organizational productivity.
IT Infrastructure and Service Management
The Company continued to strengthen its technology infrastructure to ensure reliability, scalability, and uninterrupted availability of critical business systems. During the year under review, the Company has completely revamped the Primary Data Centre to bring in additional layer of security measures, improvement of performance through implementation of AI-enabled service management capabilities and proactive monitoring mechanisms.
Advanced Network Monitoring Systems (NMS) and centralized asset management solutions were deployed to provide real-time monitoring of technology assets, optimize resource utilization, and improve system availability across locations. These initiatives have strengthened operational resilience and enhanced service quality.
Information Security and Cyber Security
The Company remains committed to maintaining a secure, resilient, and robust technology environment. Information security controls are continuously strengthened to address emerging cyber threats, evolving regulatory requirements, and industry best practices. The Companys Information Security Management System (ISMS) is certified to the ISO 27001:2022 standard, reflecting its commitment to effective information security governance, risk management, and protection of critical information assets.
Key initiatives undertaken during the year include:
• Monitoring of critical IT infrastructure and security events.
• Periodic Vulnerability Assessment and Penetration Testing (VAPT) of applications and infrastructure.
• Regular security and system audits in accordance with the approved IT Audit Calendar, along with implementation of recommendations arising from audits, assessments, and reviews.
• Strengthening of multi-layered security controls across network, application, endpoint, and data environments to enhance the overall cybersecurity posture.
• Conducting cybersecurity awareness and sensitization programmes for employees to promote a culture of security across the organization.
• Ongoing collaboration with national cybersecurity agencies and adherence to applicable regulatory advisories, guidelines, and best practices.
• Implementation of Multi-Factor Authentication (MFA) across enterprise applications, systems, and remote access channels to further strengthen access security and safeguard critical information assets.
These initiatives reinforce the Companys commitment to maintaining a secure digital ecosystem, ensuring operational resilience, and supporting its business objectives in an increasingly dynamic cyber threat landscape.
Regulatory Compliance
Your Company continues to comply with the regulatory and cybersecurity requirements prescribed by the Reserve Bank of India (RBI) and other applicable authorities. Technology governance, cyber security, information security, and operational resilience frameworks are periodically reviewed and strengthened to ensure alignment with evolving regulatory expectations and industry best practices.
Business Continuity and Operational Resilience
Your Company maintains a comprehensive Business Continuity Plan (BCP) and Disaster Recovery (DR) framework to ensure uninterrupted delivery of critical business services. Periodic testing and validation exercises are conducted to assess preparedness, verify recovery capabilities, and strengthen organizational resilience against potential disruptions.
15. CUSTOMER RELATIONS
To sustain its position as a premier financial institution in the renewable energy sector, your Company actively engages with borrowers and other stakeholders to obtain valuable feedback. This feedback plays a crucial role in reviewing and refining policies and operational processes, with a continued focus on enhancing ease of doing business.
Business Development
Your Company has an established Business Development department which gathers market intelligence and reaches out to potential clients. As Indias dedicated green financing institution, your Company pursues a structured and proactive approach to business development, centered on stakeholder engagement, market outreach, and brand building, in alignment with the nations clean energy transition goals.
Stakeholder Engagement
Your Company accords importance to continuous stakeholder engagement as a cornerstone of its service orientation philosophy. Stakeholder Meets are conducted to foster regular dialogue with existing borrowers, enabling your Company to gather ground- level feedback and incorporate it into policy refinement and process improvement. This structured engagement ensures that IREDAs financing frameworks remain responsive, accessible, and aligned with evolving sector requirements.
During FY 26, your Company has organized 03 (Three) Borrowers Meets, which witnessed participation from both existing and prospective borrowers, facilitating meaningful engagement and exchange of insights.
Market Development & New Sectors
Business Development department drives your Companys market development efforts, with a focused mandate to identify emerging opportunities, build relationships with prospective clients, and develop a pipeline of viable project proposals. The Companys strategic priorities are oriented towards emerging sectors central to Indias clean energy future, including Energy Storage Systems, Green Hydrogen and its Derivatives, Smart Metering Infrastructure, among others. During the year under review, your Company made concerted outreach efforts in these sectors, engaging new project developers and strengthening the pipeline of proposals across these emerging technology categories.
Brand Building
Your Company continues to invest in brand visibility and institutional positioning through a comprehensive media engagement spanning multiple channels and platforms. Key milestones, strategic developments, and sectoral achievements are communicated effectively across platforms to reinforce IREDAs identity as Indias premier green financing institution.
During the year, your Company acquired the naming rights of DMRC Metro Station at Dilli Haat-INA on the Pink Line, one of the busiest interchange stations on the Delhi Metro network, with the station name now prefixed with IREDA. This initiative provides sustained daily visibility to a large and diverse commuter base and aligns the Companys brand with sustainable urban mobility, further strengthening its public presence.
Exhibitions and Conferences
During the FY 26, your Company has participated in 02 (Two) programs, i.e., North East Renewable Energy & Electric Vehicle Expo- 2025 held from November 21, 2025 till November 23, 2025 at Sarusajai Stadium, Guwahati, Assam and World Economic Forum (WEF-2026) in the month of January, 2026 at Davos, Switzerland.
Then CMD represented IREDA at WEF 2025 in Davos under the guidance of Honble Union Minister for New & Renewable Energy, showcasing Indias renewable energy financing initiatives on global platform
16. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO
Conservation of Energy and Technology Absorption
Your Company being an NBFC, finances the Renewable Energy and Energy efficiency projects. As such, the information pertaining to conservation of energy and technology absorption is not applicable. However, to achieve net zero in carbon emissions, the Company has set up 50 MW solar power project in Kasargod, Kerala.
Foreign Exchange Earnings and Outgo
During FY 26, there were no foreign exchange earnings, as against foreign exchange outgo of 226.46 Crore on account of interest and commitment expenses.
17. HUMAN RESOURCE DEVELOPMENT
In the context of a rapidly changing business environment, your Company continues to place strong emphasis on strengthening its human resource capabilities. The Human Resource (HR) function is focused on building an inclusive and high-performance work culture that supports continuous learning and development.
The Company firmly recognizes its workforce as a critical asset, integral to driving innovation, enhancing productivity, and sustaining operational effectiveness, while also contributing significantly to its long-term strategic objectives.
> HR Purpose:
Your Company places strong emphasis on cultivating a values-based culture and leveraging leading practices to continuously enhance organizational effectiveness and capability. Its HR approach is closely integrated with business priorities, focusing on building a skilled and motivated workforce by attracting, nurturing and retaining talent essential for sustained growth and achievement of the Companys broader objectives. A range of structured people practices have been put in place to create a positive, supportive and high-performance work environment. The HR function has developed comprehensive policies aimed at promoting employee engagement, well-being and overall professional development. To ensure consistency and effective execution, these policies are supported by technology-enabled systems incorporating defined controls and streamlined workflows. Your Company also undertakes regular assessments of employee benefits to maintain alignment with industry standards and ensure competitiveness in the talent market.
> Elevated Employee Engagement Levels:
By implementing targeted initiatives, your Company creates a workplace where employees feel connected, motivated, and aligned with your Companys mission, thereby aims to enhance employee engagement. By fostering a positive work environment and promoting employee engagement, your Company can enhance morale, job satisfaction and loyalty. Investing in employee well-being initiatives, such as health and wellness programs, promotes physical and mental health, reduces absenteeism and improves overall efficiency.
Training, mentorship, and performance management systems are leveraged to nurture talent and drive continuous improvement. Regular feedback mechanisms and opportunities for training & skill development contribute to a positive employee experience.
Employee Engagement Initiatives undertaken during FY 26 are as below:
• De-cluttering/ cleanliness drives between September 15, 2025 to October 02, 2025 as part of Swachhata Hi Sewa Campaign
• Diwali Celebration on October 17, 2025
• New Year Celebration on January 01, 2026
• International Womens Day celebration on March 08, 2026
• Foundation Day Celebration on March 11, 2026
• Quiz Events organised on various occasions such as Independence Day, Republic Day, Hindi Pakhwada, Vigilance Awareness Week, World Environment Day etc. for employees.
> Health and Safety Initiatives for Human Resources:
As per the MoU parameters for FY 26, the Company was required to organize 01 (One) sports meet, 01 (One) fitness and medical consultation camp, and conduct 02 (Two) safety checks/ inspections or yoga sessions for employees at the workplace. In line with its commitment to providing a safe, healthy, and inclusive work environment, your Company undertook the following initiatives during the year:
• A medical camp for outsourced staff was conducted on September 27, 2025.
• A Medical/ Fitness Camp for all employees was organized on January 10, 2026.
• Your Company maintains a dedicated fitness facility within its office premises, equipped with best-inclass gym equipment. Health awareness sessions, medical health talks, and webinars are regularly organized to promote employee well-being and preventive healthcare.
• Allopathic, Homeopathic, Ayurvedic, and Specialist doctors visit the Companys offices on a weekly basis to provide medical consultation and guidance to employees.
• To promote holistic wellness, meditation sessions are conducted daily. Your Company also nominates employees for medical and health retreat programmes from time to time.
• Inspection and maintenance of fire safety devices and equipment are carried out regularly to ensure workplace safety.
• International Yoga Day was celebrated on June 21, 2025 and yoga sessions are conducted on a daily basis at Companys Office.
• Safety audits are conducted regularly to assess and strengthen workplace safety standards.
• A Sports Day was organized on January 17, 2026 to encourage employee participation in sports and physical fitness activities.
Through the above initiatives, the Company not only met but significantly exceeded the prescribed MoU requirements, demonstrating its continued commitment to employee health, safety, wellness, and overall well-being.
A mass TB screening programme was also conducted to promote awareness and enable early detection of the disease among employees.
On occasions such as International Womens Day and Swachhata Pakhwada, your Company organised events and competitions with the participation of employees families, thereby promoting inclusivity and strengthening employee engagement and organizational bonding.
> Swachhata Hi Seva Campaign 2025 and Special Campaign 5.0:
As part of the Swachhata Hi Seva Campaign 2025 and Special Campaign 5.0, your Company observed the campaign from September 17, 2025 to October 02, 2025 through a series of structured activities promoting cleanliness and sustainability. The campaign commenced with student outreach programmes in schools across New Delhi, involving plantation drives, slogan writing, and poster-making, along with awareness sessions on renewable energy and energy conservation by the senior employees.
Concurrently, mass awareness initiatives were undertaken through social media and internal communication platforms. A Cleanliness Mega Drive under "Ek Din, Ek Ghanta, Ek Saath" was organized at the Corporate Office, during which Safai Mitras were felicitated. This was followed by a Company-wide de-cluttering initiative, quiz competition, and an expert session on Swachhata, culminating in the administration of the Swachhata Pledge. A health camp comprising of Blood tests, ECG etc. for Safai Mitras and housekeeping staff was also organised. Further, Cleanliness Target Units (CTUs) in Chandauli, Uttar Pradesh was taken up for cleaning and beautification, supplemented by inspection and waste segregation drives, reinforcing the commitment towards a cleaner environment.
> HR Demographics:
The total employee strength of your Company was 224 as on March 31,2026, as against 166 as on March 31, 2025, excluding Board Level Executives. Out of total employee strength of 224, 208 employees are holding executive level positions. The attrition rate of your Company was 1.54%, excluding superannuation cases. The average age of the employees as on March 31,2026, was ~ 41.25 years.
> Strengthening the Foundations: Talent Acquisition
Your Company has significantly strengthened its talent pool by inducting 79 professionals from diverse geographic backgrounds across the country, comprising experienced professionals from 26 leading organizations of national repute as well as young talent from around 16 premier institutes, including IITs, IIMs, XLRI, ICFAI, XIM, ICMAI, NLU, and NMIMS, among others, thereby fostering a workforce with diverse professional, academic, and regional representation.
This infusion of young talent, coupled with diverse domain expertise and sectoral experience, has significantly reinforced your Companys institutional capacity, sharpened its strategic focus, and positioned it on a sustained path of excellence and long-term value creation. This, in turn, will further strengthen the Companys contribution towards the growth of renewable energy in line with the Government of Indias targets.
> Succession Planning and Leadership Development:
Your Company has a Succession Planning and Leadership Development Policy (SPLDP) to ensure leadership continuity, develop future-ready leaders, and strengthen the organizational culture. The policy provides a structured framework for identifying and nurturing talent for critical positions, creating a robust leadership pipeline, and ensuring seamless transition in key roles to support long-term organizational sustainability and business continuity.
> Gender Diversity and Women Empowerment:
Women employees continue to play a vital role in strengthening the organizational capabilities and inclusive culture of your Company. Your Company remains committed to fostering a gender-diverse workforce by ensuring equal opportunities in recruitment, career progression, and leadership development. As on March 31,2026, number of female staff was 52 representing 23.21% of total employee strength. Out of total women employees, 98.08% are holding executive level positions.
Focused initiatives were undertaken during FY 26 to enhance participation of women across functions, supported by a safe, respectful, and enabling work environment in line with statutory provisions and best governance practices. The Company continues to implement robust policies on prevention of sexual harassment, employee well-being, along with targeted capacity-building and mentoring programmes. These efforts reflect the Companys broader commitment to diversity, equity, and inclusion, contributing to improved organizational performance and sustainable growth.
> Agile Workforce Development: Training & Development
Your Company believes in collectively enhancing the knowledge of its employees and nurturing its human talent through ongoing capacity building and training. Your Company conducted regular training programs and workshops for employees on various areas related to its operations. In FY 26, employees have been imparted training on various topics like Public Procurement; KYC and CKYC; ESG, BRSR and Sustainability Reporting; Battery Manufacturing; Compressed Bio-Gas (CBG); Battery Energy Storage Systems (BESS); Green Hydrogen and its derivatives; Insider Trading Code; Information and Cyber Security: Digital Personal Data Protection (DPDP) Act; Governance, Risk and Compliance for BFSI Sector; AI Enabled Project Management; KYC/ AML practices and regulatory expectations for NBFCs; Project Finance & PPP; Non-Cooperative Borrowers; Willful Defaulters & Staff Accountability; ABBFF and Latest Fraud Policy of RBI; Risk Based Internal Audit (RBIA) for NBFCs; Vigilance Administration; Derivatives; Pump Storage Plant (PSP) - Concepts and Policy Framework; Financial Modelling for Project Finance; Prevention of Sexual Harassment of Women at Workplace (POSH) Act; Anti-Money Laundering and Counter-Terrorist Financing in the IFSC; Labour Codes; Fraud Awareness; Soft Skills and Executive Mastery for Enterprise Leadership, etc.
The employees had the opportunity to learn, develop and enhance their skills both through offline and virtual modes of training, lecture series and other focused development training programs conducted regularly. Your Company also promoted knowledge sharing and learning on the job through transfers and job rotation of employees within the organization.
Your Company provides specialized training programs from various premium educational institutes/ organizations like AJNIFM, SCOPE, RBI, HUDCOs HSMI, BCG, International Institute for Sustainable Development, Administrative Staff College of India, NTPC School of Business, The Institute of Chartered Accountants of India, PHD Chamber of Commerce, etc. There are various training programs conducted by the Ministry of New and Renewable Energy (MNRE), Department of Public Enterprises (DPE), Central Vigilance Commission, Central TB Division, Ministry of Health and Family Welfare, etc. Customized virtual in-house programs were organized along with other need-based programs. The range of training imparted includes orientation programs for new recruits as well as hands-on managerial, behavioral and leadership training for employees.
During FY 26, various lecture series, focused development training programs and workshops were organized by your Company leading to the achievement of 2,721 training man-days.
By promoting a culture of employee well-being, strategic alignment, and continuous learning, your Company cultivates an agile and motivated workforce. This strategic focus on human capital not only propels your Company towards its long-term goals but also strengthens its ability to create sustainable value for stakeholders, cementing its competitive edge and resilience in a rapidly changing environment.
> Reservation and Employment
Your Company ensures compliance with the Directives and Guidelines issued by the Government of India from time to time pertaining to the welfare of SC/ ST/ OBC employees. The group-wise details of SC, ST and OBC employees out of the total strength as on March 31, 2026, are as under:
| Group | Total Employees | SCs | STs | OBCs |
| A | 208 | 19 | 07 | 43 |
| B | - | - | - | - |
| C | 16 | 03 | 01 | 03 |
| D | - | - | - | - |
| Total | 224 | 22 | 08 | 46 |
> Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
Your Company is committed to fostering a positive workplace environment, free from harassment of any nature and takes strong and stringent action in the event of reporting any such incidents. Your Company has in place an Internal Complaints Committee (ICC) to examine the cases of sexual harassment under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During FY 26, the disclosure regarding complaints under the said Act is as follows:
| Particulars | Number of Complaints |
| 1. Number of complaints of Sexual Harassment received in the year | NIL |
| 2. Number of complaints disposed off during the year | NIL |
| 3. Number of cases pending for more than 90 (Ninety) days | NIL |
Awareness sessions on the Prevention of Sexual Harassment (POSH) Act were conducted for employees across all levels. Additionally, members of the ICC attended a specialized workshop on the POSH Act.
> Maternity Benefit Act, 1961
Your Company is compliant with the provisions of the Maternity Benefit Act, 1961 and all applicable rules framed thereunder. Female employees are extended maternity benefits in accordance with the statutory provisions, including paid maternity leave and other related benefits, as applicable. Your Company also ensures a supportive and inclusive work environment for women employees through implementation of HR policies aligned with applicable labor laws and government guidelines. During the year, your Company continued to adhere to all statutory requirements relating to maternity benefits and welfare measures for women employees.
> Grievance Redressal
Your Company has robust and transparent grievance redressal mechanism for both public and employees. Grievance Redressal Committee meetings are convened on a quarterly basis to review and address concerns in a structured manner. All grievances are handled in a time-bound manner through well-defined, standardized procedures, ensuring timely resolution and reinforcing commitment to accountability, fairness, and stakeholder satisfaction. An E-9 level Officer is designated as Grievance Redressal Officer (GRO) for CPGRAMs Grievances.
Your Company has a dedicated online grievance redressal portal for employees, facilitating seamless, transparent, and time-bound resolution of concerns. Additionally, a duly notified Citizens Charter is in place to uphold principles of transparency and accountability and is readily accessible on the Companys website for the benefit of all stakeholders.
> Particulars of Employees
As per provisions of Section 197(12) of the Companies Act, 2013 read with the Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every Company is required to give a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules in the Annual Report of the Company. However, as per notification dated June 05, 2015, issued by the Ministry of Corporate Affairs, Government of India, Government Companies are exempted from complying with provisions of Section 197 of the Companies Act, 2013. Your Company is a government company therefore, such particulars have not been included as part of the Directors Report.
18. CORPORATE SOCIAL RESPONSIBILITY
Your Company is strongly committed to being a socially responsible agency that actively contributes to society and the nation to improve the quality of life. The Companys Corporate Social Responsibility (CSR) initiatives are deeply rooted in the principle of making a positive impact and aligning with the goals set by the Government of India and the Sustainable Development objectives. Through its CSR initiatives, your Company aims to promote and continue to facilitate enhancement of value creation in society through contribution in sustainable community and environmental projects in the field of healthcare, nutrition, renewable energy, energy efficiency, clean technologies etc. towards environmental and social development of the Country. Additionally, your Company focuses on areas such as environmental protection, promotion of green and energy-efficient technologies, and development of underprivileged regions, as per the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014.
Your Company has in place a Board Level CSR Committee. Your Companys CSR Policy is available at https://www.ireda.in/policy/csr.
For the FY 26, the CSR budget of your Company was 32.60 Crore and the Company has sanctioned an amount of 32.57 Crore for a total of 34 (Thirty Four) number of projects for CSR activities allowed under Schedule-VII of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 towards a healthier, and more sustainable future for public at large and 0.03 Crore was spent on administrative overheads.
Details of our CSR activities and the corresponding expenditure for each activity are provided in Annexure-V of this report. As a socially responsible corporate, your Company is committed to expanding its CSR impact over the coming years and aims to play a larger role in the development of the Nation. By combining green energy adoption with proactive health-based interventions, your Company aims to drive a holistic transformation that empowers society and people at large.
19. OFFICIAL LANGUAGE IMPLEMENTATION
Your Company remains fully committed to complying with the directives and guidelines issued by the Department of Official Language, Ministry of Home Affairs, Government of India, as well as those of the Town Official Language Implementation Committee (TOLIC). During the FY 26, the prescribed targets related to Hindi typing and stenography training were successfully achieved. In accordance with the Annual Programme issued by the Department of Official Language, Government of India check points are determined and communicated every year.
To encourage wider usage of Official Language, IREDAs intranet and official website are maintained in bilingual, and facilities for Hindi typing have been made available on all computers to support the use of Hindi in e-Office and daily typing tasks. In addition, Hindi words are shared daily through SMS to increase awareness and encourage their usage among all the employees.
For effective implementation of the Official Language Policy, Hindi workshops and Official Language meetings are organized regularly. During the FY 26, 04 (Four) Hindi workshops were conducted in physical/ virtual mode, providing employees insight about Government of India guidelines related to the Official Language. The implementation of the Official Language Policy at IREDA was inspected on November 25, 2025, by officials of Ministry of New and Renewable Energy (MNRE) and the Companys performance was appreciated during the inspection.
Hindi Fortnight was observed from September 1 till September 16, 2025, to promote the use of Hindi in official work. Various competitions were organized during this period through virtual mode, witnessing enthusiastic participation from employees. A poetry recitation competition was also conducted for the children of IREDA employees. Certificates were awarded to all winners during the closing ceremony of Hindi Fortnight.
To further promote the Official Language, IREDA regularly publishes its quarterly e-magazine, Akshay Kranti. All issues of the magazine are available on the Companys official website.
On December 11, 2025, under the aegis of the Town Official Language Implementation Committee (Undertakings-1), Delhi, IREDA organized a slogan writing competition for various public sector undertakings. A total of 14 (Fourteen) participants from different organizations took part. In recognition of its excellent organization, IREDA was conferred the "Organizer Award" by TOLIC.
The Official Language Division organized an online Rajbhasha Quiz Competition on January 10, 2026 to mark World Hindi Day, and a Hindi Essay Writing Competition on February 21, 2026, on the occasion of International Mother Language Day, for all IREDA employees.
20. REPORTING UNDER PUBLIC PROCUREMENT POLICY FOR MICRO & SMALL ENTERPRISES ORDER, 2012
In compliance of the Public Procurement Policy for Micro and Small Enterprises, issued by Government of India vide Micro and Small Enterprise (MSEs) Order, 2012, purchase preference is given by your Company to MSE vendors while making procurements. Various relaxations are also being provided to MSEs like exemption from Earnest Money Deposit, Prior Turnover and Prior Experience in procurement activities (on select basis) etc. Further, your Company is registered on GeM (Government e-Marketplace), Sambandh & Samadhan and TReDS (Trade Receivables Discounting System) Portals of Government of India. Your Company is registered on all 05 (Five) TReDS platforms, i.e., on Receivables Exchange of India Limited (RXIL) since 06.01.2020, Invoicemart since 08.11.2024, M1xchange since 15.10.2024, KredX since 20.01.2026 and C2FO on 31.03.2026 for financing of trade receivables of Micro, Small & Medium Enterprises (MSMEs). TReDS platform facilitates the discounting of invoices of MSMEs leading to prompt generation of working capital for their regular business operations.
The Company has undertaken necessary measures to promote procurement from MSEs, including MSEs owned by SCs/STs and Women Entrepreneurs, in line with the provisions of the Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012, as amended from time to time, and directives issued by the Administrative Ministry/ Government of India. Your Company is making maximum procurement from GeM portal, as per the availability of Goods and Services. The total procurement through the GeM portal was 23.528 Crore. During the FY 26, the total annual procurement (Goods & Services) of the Company was 41.367 Crore.
The procurement details from MSEs for the FY 26 are provided below:
| Category | Amount (in Crore) | % of Total Procurement | Target as per MoU |
| Procurement from MSEs (Overall) | 10.924 | 26.41% | 25% |
| Procurement from MSEs owned by SC/ ST Entrepreneurs | 0.263 | 0.64% | 4% |
| Procurement from MSEs owned by Women Entrepreneurs | 2.452 | 5.93% | 3% |
The procurement details from MSE are updated on monthly basis on Sambandh Portal. The procurement details for the month of March 2026 were also updated on the portal timely before 30.04.2026. Being NBFC, procurement activities of the Company are primarily limited to office-related requirements such as office supplies, communication tools, and IT equipment. All such procurement is carried out through the Government e-Marketplace (GeM), with a strong emphasis on sourcing from Micro and Small Enterprises (MSEs) and providing preference in accordance with the Government of India guidelines. There are no MSEs to whom the Company owes dues which are outstanding for more than 45 days as on March 31,2026.
During the FY 26, the company has achieved the annual MoU target of procurement from MSE except
SC/ ST owned MSE. The Company makes continuous efforts to achieve the prescribed procurement targets, including the sub-category targets under the Public Procurement Policy for MSEs. However, the categorisation of vendors on the GeM portal is based on self-declarations made by the bidders at the time of bid submission. As a result, the availability of eligible vendors belonging to specific sub-categories depends entirely on the bids received against a particular procurement requirement.
Since the Company can award contracts only from among the eligible bids received, it has limited control over the participation and representation of vendors from specific MSE sub-categories. The shortfall is attributable to the non-availability or inadequate participation of eligible vendors belonging to the relevant sub-categories in the bidding process that shall be communicated to the Ministry of MSME.
21. RIGHT TO INFORMATION (RTI) ACT, 2005
Your Company has implemented the Right to Information Act, 2005 in order to provide information to citizens, and to maintain accountability and transparency. Your Company has a designated Central Public Information Officer (CPIO) and First Appellate Authority (FAA) for the effective implementation of the RTI Act. The mandatory reports such as quarterly/ annual reports are submitted periodically within the stipulated timelines on the website of the Central Information Commission. Further, all the relevant details along with suo-moto disclosures under Section 4(1)(b) of the Act, are also hosted on your Companys website at www.ireda.in/IredaWebPortal/rti/right-to-information-act.
The information pertaining to the number of applications and appeals received by the RTI Cell of the Company during FY 26 is provided below:
| Particulars of RTI | Nos. |
| 1. Applications received | 238 |
| 2. Applications disposed of | 238 |
| 3. First appeals received by Appellate Authority, IREDA | 28 |
| 4. First appeals disposed of by Appellate Authority, IREDA | 28 |
| 5. Second appeals received from Central Information Commission | 0 |
| 6. Second appeals disposed of by Central Information Commission | 0 |
All the applications have been disposed of within the stipulated timeline.
22. VIGILANCE
Your Company ensures the implementation of the instructions and guidelines issued by the Central Vigilance Commission (CVC) from time to time and conducts preventive and administrative vigilance checks to strengthen the systems and procedures. During FY 26, several new initiatives and System Improvements were undertaken by the Vigilance Department.
Your Company has observed Vigilance Awareness Week from October 27, 2025 to November 02, 2025 with theme of i.e., "Vigilance: Our Shared Responsibility", wherein Integrity
Pledge was taken by every employee. On the eve of Vigilance Awareness Week, employees as well as their family members participated with full zeal and enthusiasm in various awareness programs including lectures, seminars, presentations, speech competitions etc. The ninth edition of Companys Internal annual magazine of Vigilance i.e., "PAHAL", was also published featuring articles, poems, drawings, etc. submitted by employees and their family members. As a part of the awareness campaign, posters and banners were displayed at various locations and radio jingles were played.
23. AWARDS & RECOGNITION
• During FY 26, your Company was conferred with the Silver Award under the category "Excellence Award for Women in Green Energy and Energy Efficiency" at the 6th Green Urja and Energy Efficiency Awards, organised by the Indian Chamber of Commerce on February 4, 2026, in New Delhi.
• Shri Pradip Kumar Das, then Chairman & Managing Director of your Company, was conferred with the prestigious CMA ICON 2025 award by the Institute of Cost Accountants of India (ICMAI) on June 23, 2025.
• Dr. Bijay Kumar Mohanty, Director (Finance) of your Company, was felicitated with a Certificate of Appreciation by ICMAI for his valuable contribution to the profession on June 23, 2025.
• The award and certificate were presented to Shri Pradip Kumar Das, then Chairman & Managing Director; and to Dr. Bijay Kumar Mohanty, Director (Finance) by Shri Sadanand Date, Director General, National Investigation Agency (NIA), during the 12th National Students Convocation, 2025 of ICMAI held on June 23, 2025, at Vigyan Bhawan, New Delhi.
• Shri Pradip Kumar Das, then Chairman & Managing Director of your Company, was honoured with the Pravasi Sabuj Samman (Pravasi Green Award) by the Pravasi Odia Vikas Samiti on June 8, 2025, in New Delhi.
24. ENVIRONMENTAL AND SOCIAL MANAGEMENT SYSTEMS
Your Company demonstrated Strong ESG performance/ Low ESG risks, as reflected in ratings provided by multiple ESG Rating Providers (ERPs) for FY 2024-25. Being a leading player in the renewable energy sector and a responsible financial institution that has adopted a comprehensive Environmental and Social Management System (ESMS) to identify and mitigate the impacts, if any, of funded projects on the environment and society at large. As a listed entity, the Company submits its Environment, Social & Governance (ESG) disclosures in the Business Responsibility and Sustainability Reporting (BRSR) format as part of its Annual Report. In addition, as a proactive step toward strengthening its ESG framework, the Company has adopted a comprehensive ESG Policy, also available on its website https://www.ireda.in/policv/esg.
The Environmental & Social Safeguards Unit (ESSU) has primary responsibility for managing Environmental and Social (E&S) risks across projects and technologies, while ensuring effective implementation of the ESMS. During FY 2026, the ESSU carried out E&S screening and categorization of approximately 84 (Eighty Four) projects across all technologies funded by the Company. Regular engagement with national and international lenders has further strengthened alignment with their E&S requirements, enabling the Company to meet its obligations and support borrowers in managing E&S risks effectively.
25. DIRECTORS
• Board of Directors and Key Managerial Personnel (KMPs)
As on March 31, 2026, your Companys Board comprised of 3 (Three) Directors which includes 2 (Two) Functional Directors and 1 (One) Part-Time Government Nominee Director. During FY 26 and till the date of this report, the following changes occurred in the Board of Directors and KMPs of the Company:
> Pursuant to the order of the Ministry of New and Renewable Energy (MNRE) dated August 18, 2026, Shri Manoneet Dalal (DIN: 10059661) has been appointed as Non-Official Director (Independent Director), for a period of 03 (Three) years or until further order, whichever is earlier. Accordingly, the Board of Directors of the Company has appointed Shri Manoneet Dalal as Non-Official Director (Independent Director) w.e.f. August 18, 2026.
> Pursuant to the order of the MNRE dated July 23, 2026, Shri J.V.N. Subramanyam (DIN: 07935156), Joint Secretary, MNRE has been appointed as Government Nominee Director, with immediate effect till the posts of 03 (Three) Functional Directors are filled up or until further orders, whichever is earlier. Accordingly, the Board of Directors of the Company has appointed Shri J.V.N. Subramanyam as Government Nominee Director w.e.f. July 24, 2026.
> Pursuant to the order of the MNRE dated June 30, 2026, Dr. Bijay Kumar Mohanty, Director (Finance) & Chief Financial Officer (CFO) (DIN: 08816532), has been entrusted with the additional charge of the post of Chairman and Managing Director (CMD) for a period of 03 (Three) months with effect from
July 1, 2026, or until the appointment of a regular incumbent to the post of CMD, or until further orders, whichever is earlier. Accordingly, Dr. Mohanty has assumed the additional charge of the post of Chairman & Managing Director w.e.f. July 01, 2026.
> Pursuant to the MNRE Order dated May 14, 2025, the tenure of Shri Pradip Kumar Das, Chairman & Managing Director (CMD) (DIN: 07448576), was extended w.e.f. May 06, 2025, until the date of his superannuation, i.e., June 30, 2026, or until further orders, whichever is earlier. Accordingly, Shri Pradip Kumar Das, CMD superannuated from the services of the Company on June 30, 2026. Shri Das ceased to be CMD of the Company w.e.f. July 01, 2026.
> Dr. Jaganath C.M. Jodidhar (DIN: 09556253) and Shri Shabdsharan N. Brahmbhatt (DIN: 09483059), ceased to be Part-Time Non-Official Directors (Independent Directors) on the Board of IREDA w.e.f. March 28, 2026, due to completion of their tenure, in terms of MNRE Order dated March 28, 2025.
> Shri Ram Nihal Nishad (DIN:10064841) and Smt. Rohini Rawat (DIN:10064820), ceased to be PartTime Non-Official Directors (Independent Directors) on the Board of IREDA w.e.f. March 06, 2026, due to completion of their tenure, in terms of MNRE Order dated March 06, 2023.
> Shri Tusar Kant Parida, Executive Director (F&A)- Head of Resource Group (including ALM) has been designated as a Key Managerial Personnel of the Company in place of Shri Amit Goel, General Manager (F&A) w.e.f. March 02, 2026.
Smt. Ekta Madan is the Company Secretary and Compliance Officer of the Company. As per the Companies Act, 2013 provisions, and with the approval of Board, the Chairman and Managing Director (CMD), Director (Finance) & CFO, ED (F&A) - Head of Resource Group (including ALM) and Company Secretary are your Companys Key Managerial Personnel (KMPs) as on March 31,2026.
The Board wishes to place on record its deep appreciation and heartfelt gratitude for the exceptional leadership, outstanding contributions, and invaluable guidance rendered by Shri Pradip Kumar Das during his tenure. The Board also acknowledged that his dedication, vision, and remarkable performance had significantly contributed to the growth and success of the Company. The Board also wishes to place on record its deep appreciation for the valuable services rendered by the Independent Directors, during their association with the Company.
• Board and its Committees
Details regarding Composition of Board and its Committees, scope of the Committee, number of Board/ Committee Meetings held and attended by Directors/ Members along with other details are provided in the Report on Corporate Governance, which forms part of this report. There is no instance where the recommendations of the Audit Committee were not accepted by the Board.
• Director(s) retiring and seeking appointment/ re-appointment at the ensuing AGM
In accordance with the provisions of the Companies Act, 2013 and Article 74(7) of the Articles of Association of your Company, Shri Padam Lal Negi (DIN: 10041387) shall retire by rotation at the ensuing 39th AGM of your Company and being eligible, offers himself for re-appointment. Further, pursuant to Regulation 17(10] of the SEBI (LODR) Regulations, 2015, the appointment of Shri J.V.N. Subramanyam (DIN: 07935156) as Government Nominee Director and Shri Manoneet Dalal (DIN: 10059661) as Non-Official Director (Independent Director) are being placed before the shareholders for their approval at the ensuing 39th AGM. The Board recommends their appointment(s).
Brief resume and other particulars of Shri Padam Lal Negi, Shri J.V.N. Subramanyam and Shri Manoneet Dalal are annexed to the Notice of AGM forming part of this Annual Report.
26. DIRECTORS APPOINTMENT/ REMUNERATION AND PERFORMANCE EVALUATION
As per Section 134(3) of the Companies Act, 2013, the requirement to disclose the policy on Directors appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under Section 178(3) of the Act, has been exempted for Government Companies vide Ministry of Corporate Affairs notification dated June 5, 2015. As good governance and to comply with the SEBI (LODR) Regulations, 2015, your Company has put in place a Policy on Diversity of the Board; Criteria for appointing Senior Management Personnel (SMP); Remuneration to
Directors, Key Managerial Personnels (KMPs) & Other Employees and Criteria for Evaluation of Directors. The said policy is available on your Companys website at https://www.ireda.in/policy/board-diversity.
The Board of your Company comprises well-qualified Directors, who brings the required skills, competence, and expertise in running your Company and make effective contributions to the Board and its Committees. Being a Government Company, the process for selection, appointment, and induction of Directors vests with the Honble President of India acting through the Administrative Ministry. The appointing authority considers the integrity, expertise, and experience of the individual to be nominated or appointed as a Director, including an Independent Director on the Board of your Company, and also conducts their evaluation.
The performance evaluation of CMD includes self-evaluation and final evaluation by the Administrative Ministry based on the MoU rating and personal attributes & functional competencies. The evaluation of the performance of functional directors includes self-evaluation by the respective functional directors and subsequent assessment by CMD (based on achievement of MoU targets and MoU rating, KPIs and personal attributes & functional competencies), with final evaluation by the Administrative Ministry. In compliance with the provisions of the Companies Act, 2013 and the exemption granted to Government Companies, your Company has been exempted from disclosing in its Board Report, a statement indicating how formal evaluation of the performance of the Board, its committees and individual Directors have been made.
To comply with the SEBI (LODR) Regulations, 2015, the evaluation of the Independent Directors was conducted based on criteria laid down by the Board on the recommendation of the Nomination & Remuneration Committee. The said criteria provide certain parameters like attendance, acquaintance with business, communication inter-se between board members, effective participation, compliance with code of conduct, training etc. Further, Independent Directors in their separate meeting have also evaluated the performance of Non-Independent Directors and the Board as a whole.
The Independent Directors are entitled to sitting fees for attending the Board and Committee meetings as approved by the Board within the limits prescribed under the Act. The Government Nominee Directors are not paid any remuneration/ sitting fee by your Company. The remuneration for functional directors and sitting fees of Independent Directors have been disclosed in the Corporate Governance Report.
27. DECLARATIONS BY INDEPENDENT DIRECTORS
During FY 26, all the Independent Directors met the requirements specified under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015 for holding the position of Independent Director, and the necessary declarations had been received from each of them. Further, none of the Independent Directors were related to one another. Independent Director(s) had registered their names in the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs. The appointing authority considers the integrity, expertise and experience of the individual to be nominated/ appointed. In the opinion of the Board, the Independent Director(s) of the Company are persons of integrity and possess the relevant expertise, pro-ficiency and experience to contribute effectively to the Company.
Pursuant to Schedule V Para C Clause (10)(i) of SEBI (LODR) Regulations, 2015, M/s P.C. Jain & Co., Company Secretaries, have issued Certificate of Non- Disqualification of Directors to the Board of Directors during FY 26, and the same is attached to the Annual Report.
28. STATUTORY DISCLOSURES
a) There was no major change in the nature of Business of your Company during FY 26.
b) Amount transferred to the Reserves have been mentioned under the head "Summary of performance."
c) Your Company has not accepted any public deposits during FY 26 and will not accept any public deposits during FY 27 also. The Board of Directors of the Company has passed requisite resolution in this regard, in compliance with RBI Guidelines.
d) No significant and material orders were passed by the Regulators, Courts or Tribunals impacting the going-concern status of your Company and its operations in the future.
e) Your Company has adequate internal financial controls with reference to the Financial Statements. For details, please refer to the Management Discussion and Analysis Report.
f) Section 186(11) of the Companies Act, 2013, relating to loans made, guarantees given or securities provided by your Company engaged in the business of financing Companies or of providing infrastructure facilities in the ordinary course of its business, are not applicable to your Company, hence no disclosure is required to be made.
g) During FY 26, your Company has not issued any stock options to the Directors or any employee.
h) Your Company is maintaining Cost Accounts and records as prescribed under the Companies (Cost Records and Audit) Rules, 2014, specified by the Central Government under Section 148(1) of the Companies Act, 2013.
i) During FY 26, there is no application pending/ filed to initiate CIRP against your Company under Insolvency and Bankruptcy Code, 2016. However, your Company in the capacity of financial creditor has filed 3 (Three) application before the National Company Law Tribunal under the Insolvency and Bankruptcy Code, 2016 for recovery of outstanding loans against its borrowers, being corporate debtors and corporate guarantors.
The details of the applications are as under:
| Corporate Debtors | Debt Amount involved |
| M/s Gensol Engineering Limited | 510.00 |
| M/s Gensol EV Lease Limited | 218.95 |
| M/s Novus Green Energy Systems Limited | 34.68 |
| Total | 763.63 |
j) The Guidelines for MSMEs are being followed in your Company and Disclosure as required under Micro, Small and Medium Enterprises Development Act, 2006 are mentioned under Note No. 18 of the Financial Statements.
k) There was no instance of a One-Time Settlement with any Bank or Financial Institution during FY 26.
l) In accordance with Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, Annual Return(s) of your Company is available on the website of your Company and can be accessed at https://www.ireda.in/IredaWebPortal/investors/annual-reports.
m) Your Company affirms that a Vigil Mechanism/ Whistle Blower Policy is in place and no person has been denied access to the Competent Authority.
n) The Ministry of Corporate Affairs (MCA) vide Notification dated June 5, 2015, has exempted Government Companies from the disclosure requirement of the provisions of Section 197 of the Companies Act, 2013. Hence, no disclosure is required to be made.
o) Requisite information has been submitted timely to the exchanges and is available on the website of your Company.
p) Your Company complies with all the applicable provisions, as prescribed under the Companies Act, 2013, SEBI (LODR) Regulations, 2015, DPE Guidelines on Corporate Governance and Secretarial Standards issued by the ICSI, except as detailed in this report.
q) During the financial year under review, neither the Statutory Auditors nor the Secretarial Auditor has reported any incident of fraud under Section 143(12) of the Companies Act, 2013.
r) In compliance with SEBI (LODR) Regulations, 2015, details of Debenture Trustees appointed by your Company for bonds/ debentures issued from time to time, are mentioned in the Corporate Governance Report.
s) Your Company has not contributed any amount in cash or in kind to any political party.
t) During the last 3 (Three) years, your Company has not received any Presidential Directive.
u) Key Financial Ratios for FY 26 have been provided in the Management Discussion and Analysis Report.
29. RBI REGULATIONS
Your Company being Government Company, is categorized as NBFC-IFC Middle Layer and is subject to the guidelines/ regulations prescribed by the Reserve Bank of India (RBI).
30. POLICY
To strengthen Corporate Governance, your Company has introduced/amended some of its policies to carry out its duties in an ethical manner. These policies are available on the website of your Company. Some of these policies are:
| Dividend Distribution Policy | https://www.ireda.in/policy/dividend |
| Policy on Vigil Mechanism/ Whistle Blower Policy | https://www.ireda.in/policy/whistle-blower |
| Policy on Materiality of Related Party Transactions and on Dealing with Related Party Transactions | https://www.ireda.in/policy/rpt |
| Policy For Determining Material Subsidiaries | https://www.ireda.in/policy/material-subsidiaries |
| Insider Trading Policy | https://www.ireda.in/policy/insider-trading |
| Archival Policy | https://www.ireda.in/policy/archival |
| Preservation of Documents Policy | https://www.ireda.in/policy/preservation |
| Internal Guidelines on Corporate Governance | https://www.ireda.in/policy/corp-governance |
| Diversity, Equity & Inclusion (DE&I) Policy | https://www.ireda.in/policy/dei |
| Human Rights Policy | https://www.ireda.in/policy/human-rights |
| Anti Bribery & Anti-Corruption (ABAC) Policy | https://www.ireda.in/policy/abac |
31. AUDITS & INSPECTION OF ACCOUNTS
> Statutory Audit
M/s Shiv & Associates, Chartered Accountants, New Delhi (Firm Registration No.: 009989N) and M/s Rao & Emmar, Chartered Accountants, New Delhi (Firm Registration No.: 003084S) were appointed as the Statutory Auditors of your Company for the FY 26 by the Comptroller & Auditor General (C&AG) of India. The Statutory Auditors have audited the financial statements of your Company for FY 26 and have given their Audit Report without any qualification, adverse comment, or disclaimer. The Audit Report forms part of the Annual Report.
Audit by Comptroller and Auditor General of India (C&AG)
Your Company has received NIL comments on the financial statements for FY 26 from the Comptroller and Auditor General of India (C&AG). The report of C&AG is annexed to this Annual report.
> Risk Based Internal Audit
Your Company has adequate system of internal control commensurate with size, scale and complexity of its operations to ensure accurate and timely reporting of various transactions, efficiency of operations and compliance with applicable laws, regulations, guidelines and Companys policies. Review of the Internal Financial Controls for ensuring accuracy and completeness of the accounting record, safeguarding of assets, the prevention and detection of frauds & errors and timely preparation of reliable financial information is conducted by an experienced firm of Chartered Accountants in close co-ordination with the Companys various departments.
The Internal Audit is carried out by Companys Internal Audit Department. The Audit Committee periodically reviews the significant findings of the audits, as prescribed under Companies Act, 2013, SEBI (LODR) Regulations, 2015 and applicable RBI Guidelines.
Further, the Company has implemented Board-approved Risk Based Internal Audit (RBIA) Policy in compliance with the RBI guidelines.
> Secretarial Audit
In compliance with Section 204 of the Companies Act, 2013, the Secretarial Audit for the FY 26 was conducted by a peer-reviewed firm of Practicing Company Secretaries M/s P.C. Jain & Co., Company Secretaries. The Secretarial Audit Report for FY 26 is enclosed as Annexure-VI to this report. The observations of Secretarial Auditor and managements replies thereon are as under:
Observations of Secretarial Auditor:
1. The Company was not in compliance with second proviso of Section 149(1), Section 149(4) of the Companies Act, 2013, Regulation 17(1)(a), (b) and (c) of the SEBI (LODR) Regulations, 2015 and Clause 3.1.4 of the DPE Guidelines with respect to:
> Not having Independent Woman Director w.e.f. 06.03.2026 and 50% of the Board as Non-Executive Director w.e.f. 28.03.2026.
> Not having at least half of the Board of Directors as Independent Director and minimum 6 (Six) Directors on the Board w.e.f. 06.03.2026.
2. Due to Completion of tenure of all Independent Directors w.e.f. 27.03.2026, the Company was not in compliance with the quorum requirements prescribed under Regulation 17(2A) of SEBI (LODR) Regulations, 2015, for the Board Meeting held on 30.03.2026.
3. Non-Compliance with Regulations 18(1)(a), (b) & (d), 19(1) & (2), 20(2) &(2A) and 21(2) of the SEBI (LODR) Regulations, 2015, Sections 177 (2), 178 (1) & (5) and 135(1) of the Companies Act, 2013, and Clauses 4.1.1,4.1.2 and 5.1 of DPE Guidelines as the composition of the Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee didnt comprise of requisite number of Independent Directors w.e.f. 28.03.2026.
4 Non-Compliance with Clause 6(b) of the Reserve Bank of India (Information Technology Governance, Risk, Controls and Assurance Practices) Directions, 2023, as the composition of the IT Strategy Committee didnt comprise of requisite number of Independent Director w.e.f. 06.03.2026.
Managements Reply to Secretarial Auditors Observations:
Due to completion of the tenure of 2 (Two) Independent Directors, namely Smt. Rohini Rawat and Shri Ram Nihal Nishad, on 05.03.2026, the strength of the Board was reduced to 05 (Five) Directors, and the Company ceased to have an Independent Woman Director with effect from 06.03.2026. Consequently, the Company did not meet the requirement of having at least half of the Board comprising Independent Directors.
Further, the tenure of 02 (Two) more Independent Directors, namely Shri Shabdsharan N. Brahmbhatt and Dr. Jaganath C.M. Jodidhar, was completed on 27.03.2026. As a result, additionally with effect from 28.03.2026, the composition of the Board did not meet the requirement of having at least 50% of the Board comprising Non-Executive Directors and the Company was also unable to comply with the quorum requirement of having at least 01 (One) Independent Director at the Board Meeting held on 30.03.2026.
Owing to the non-availability of the Independent Directors on the Board, the composition of the Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee, Corporate Social Responsibility Committee, and IT Strategy Committee were not in compliance.
IREDA is a Government Company. As per its Articles of Association, the power to appoint or remove the Directors is vested with the President of India, which is exercised through the Administrative Ministry, i.e., the Ministry of New and Renewable Energy (MNRE), Government of India and the Company has no role in the appointment of Directors on its Board and it is beyond the control of the Company to appoint Directors, including Independent Directors on the Board on its own. The Company has already requested the MNRE for the appointment of the requisite number of Independent Directors (including woman director) on the Board of the Company and regular follow-up is being undertaken by the Company.
> Cost Audit
Your Company is maintaining Cost Accounting records as prescribed under the Companies (Cost Records and Audit) Rules, 2014, specified by the Central Government under Section 148(1) of the Companies Act, 2013. Your Company has appointed M/s R.M. Bansal & Co. as the Cost Auditor for FY 2026-27 in relation to the audit of cost records of the 50 MW solar power project situated at Kasargod, in the State of Kerala.
32. CORPORATE GOVERNANCE
Your Company is committed to adopting and following the best practices in Corporate Governance and meets all the applicable requirements which are within its ambit, under the Companies Act, 2013, SEBI (LODR) Regulations, 2015, Guidelines on Corporate Governance for Central Public Sector Enterprises, 2010 issued by the Department of Public Enterprises and Secretarial Standards issued by the Institute of Company Secretaries of India, as applicable. Your Company is committed to ethical business decisions and conducting business with a firm commitment to value creation and the expectations of its stakeholders.
Your Company considers it an inherent responsibility to disclose timely and accurate information regarding the operations & performance, leadership, and governance of your Company. The certificate on compliance with the DPE guidelines on Corporate Governance; certificate pursuant to Schedule V Para E of SEBI (LODR) Regulations, 2015 issued by the Practicing Company Secretary and Report on Corporate Governance are attached as Annexure-VII, VIII and IX to this Report respectively.
33. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In terms of Regulation 34 of the SEBI (LODR) Regulations, 2015, Management Discussion and Analysis Report is set out as a separate section under this Annual Report.
34. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
According to Regulation 34 of the SEBI (LODR) Regulations, 2015, the Business Responsibility and Sustainability Report on the environmental, social and governance disclosure, is part of the Annual Report and available on the website of your Company & can also be assessed at https://www.ireda.in/IredaWebPortal/investors/annual-reports. Further, your Company has obtained assurance report on BRSR Core from M/s Shiv & Associates, Statutory Auditor of the Company.
35. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
During FY 26, the Company has not entered into any contracts/ arrangements/ transactions with related parties as defined in Section 188 of the Companies Act, 2013, hence no disclosure is required to be made in Form AOC-2. The transactions with related parties as per the requirement of the IND AS-24 are disclosed in Note 38(10) of the Financial Statements.
36. MATERIAL CHANGES & COMMITMENTS (IF ANY) AFFECTING THE FINANCIAL POSITION OF YOUR COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENT RELATE AND THE DATE OF THIS REPORT
There are no material changes and commitments, affecting the financial position of your Company which has occurred between the end of FY 26 to which the financial statement relates and the date of this report.
37. MoU WITH THE GOVERNMENT OF INDIA (GoI)
Your Company enters into a Memorandum of Understanding (MoU) with the Ministry of New and Renewable Energy (MNRE) every year wherein your Company is evaluated on various financial and non-financial parameters. The achievement of your Company (on consolidated basis) against some of the key MoU parameters for FY 26 are as follows:
| Name of Parameter | Achievements as on 31.03.2026 |
| 1. Revenue from Operations (in Crore) | 8,310.41 |
| 2. Loan Disbursed to Total Funds Available1 | 99.82% |
| 3. Overdue loans to Total Loans2 | 0.07% |
| 4. NPA to Total Loans | 1.29% |
| 5. EBTDA (as a percentage of Total Income) | 28.56% |
| 6. Return on Net Worth | 15.07% |
| 7. Return on Capital Employed | 7.90% |
| 8. Asset Turnover Ratio | 8.89% |
| 9. Procurement through GeM (As percentage of Total Procurement) | 151 % |
| 10. Cost of raising funds through Bonds as compared to similarly rated CPSEs (Basis Points) | -19 bps |
Note: During the FY26, the total funds available for loan disbursement was 35,010.13 Crore. 2As on March 31, 2026, the outstanding overdue loan portfolio stood at 6627 Crore.
Your Company has achieved "Excellent" rating as per MoU evaluation consistently from the last 5 (Five) financial years. The MoU rating for FY 26 is yet to be received from Government of India.
38. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 134(3](c] and Section 134(5) of the Companies Act, 2013 with respect to the Directors Responsibility Statement, the Board of Directors of the Company hereby confirms that:
a] in the preparation of the annual accounts for the FY ending March 31,2026, the applicable accounting standards have been followed and there are no material departures from the same;
b] the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company as at the end of the FY 26 and of the profit of the Company for the FY 26;
c] the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d] the Directors have prepared the annual accounts for FY 26, on a going-concern basis;
e] the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively and
f] the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws & that such systems were adequate and operating effectively.
39. ACKNOWLEDGEMENTS
The Board express its sincere gratitude and acknowledge the valuable support extended to your Company by the Government of India, Ministry of New & Renewable Energy (MNRE], NITI Aayog, Ministry of Finance, Ministry of Corporate Affairs (MCA] and other Ministries/ Departments of the Government of India, Reserve Bank of India (RBI], Department of Public Enterprises (DPE], Department of Investment and Public Asset Management (DIPAM], Securities and Exchange Board of India (SEBI], National Stock Exchange of India Limited (NSE], Bombay Stock Exchange Limited (BSE], and other regulatory authorities. The Board also place on record its appreciation for the continued support and cooperation received from domestic and international banks/ financial institutions, credit rating partners S&P Global, ICRA, CARE Ratings, India Ratings and Research, Acuite Ratings & Research, and Brickwork Ratings.
The Board of Directors are grateful to the Comptroller and Auditor General (C&AG] of India, Statutory Auditor, Secretarial Auditor, Cost Auditor and Internal Auditor for their valuable guidance and support.
The Board places on record its sincere appreciation towards the Companys esteemed stakeholders for the support and confidence reposed by them in the management of the Company and looks forward to their continuous support in the years ahead.
The Board of Directors also wish to place on record its sincere appreciation for the diligent efforts, dedication, hard work, and commitment of the employees for the Companys growth and success.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
Download The App Now
Follow us on
2026, IIFL Capital Services Ltd. All Rights Reserved
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.
