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Roadstar Infra Investment Trust Management Discussions

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Roadstar Infra Investment Trust Share Price Management Discussions

GLOBAL ECONOMY

In CY 2025, the global economy navigated through a complex phase of structural realignment, as the post-pandemic recovery cycle gave way to a more measured expansion. According to the International Monetary Funds (IMF) World Economic Outlook (WEO) published in April 2026, global GDP is projected to grow at 3.1% in CY 2026 and at 3.2% in CY 2027, moderating from the 3.4% recorded in CY 2025 and remaining well below pre-pandemic averages. This of themoderation reflects, in significant

West Asia war, which has introduced renewed supply chain pressures, elevated energy prices, and broader risk-off sentiment across global markets.

Emerging Markets and Developing Economies (EMDEs) are projected to expand at 3.9% in CY 2026 and 4.2% in CY 2027, continuing to anchor global growth momentum, though they remain sensitive to Foreign Institutional Investor

(FII) outflows during periods of elevated market volatility. India and other Asia-Pacific economies are expected to lead this trajectory.

Advanced economies are expected to grow at 1.8% in CY 2026 and 1.7% in CY 2027. Recovery in Europe is being supported by increased public spending, particularly in defence, though elevated public debt levels and weakening industrial output continue to constrain growth headroom.

Global GDP Growth Projections (%)

PROJECTIONS

Region / Economic Group

CY 2025 CY 2026 CY 2027
Global Economy 3.4 3.1 3.2
Advanced Economies 1.9 1.8 1.7
Emerging Markets and Developing Economies (EMDEs) 4.4 3.9 4.2

(Source: IMF World Economic Outlook, April 2026)

Geopolitical risks remained elevated through CY 2025 and into CY 2026. The Russia-Ukraine conflict, which commenced in February 2022, continued through the period under review to alter global energy trade patterns, redirecting gas flows, accelerating European energy diversification and keeping energy commodity markets in a state of structural adjustment. The West Asia war, which escalated significantly from October 2023 and intensified volatilityfurther through late CY 2025, introduced significant to crude oil prices and maritime logistics, raising insurance costs and disrupting freight corridors.

Compounding these geopolitical pressures, the sweeping trade policy actions initiated by the United States administration constituted one of the most significant economic shocks of CY 2025. The announcement of near universal reciprocal tariffs on April 2, 2025, bringing U.S. effective tariff rates to levels not seen in a century, triggered sharp downward revisions to global growth forecasts and elevated trade policy uncertainty across markets for much of the year. However, as the IMFs April 2026 World Economic Outlook notes, the global economy demonstrated meaningful resilience through CY 2025, the private sector adapted relatively swiftly, aided by final tariff levels coming in below initial announcements, bilateral trade negotiations between the U.S. and several major trading partners, and offsetting tailwinds from technology sector investment and accommodative financial conditions.

The intensifying strategic and economic rivalry between the United States and China has accelerated a fundamental reconfiguration of global supply chains. As multinational corporations diversify manufacturing bases and seek geopolitical resilience in their sourcing strategies, India has emerged as a preferred destination for supply chain relocation, particularly in electronics, pharmaceuticals, and industrial components. This shift is generating sustained demand for surface transport infrastructure - national highways, logistics corridors, and freight-oriented road networks, that forms the backbone of Indias goods movement economy.

Global headline inflation is projected to rise modestly to

4.4% in CY 2026 before easing to 3.7% in CY 2027 (IMF

WEO April 2026), though this CY 2027 figure has itself been revised upward from earlier IMF estimates, reflecting the persistence of energy price pressures stemming from the

Israel-Gaza conflict.

Disinflation in the U.S. progressed more gradually than in other major economies through CY 2025, reflecting the relative resilience of domestic consumption and a stickier services inflation component. While this initially argued for a prolonged hold on rates, the Federal Reserve and other major central banks shifted toward rate cuts in the second half of CY 2025, responding primarily to moderating growth momentum and sufficiently contained inflation in the broader global economy. Cumulatively, the Federal Reserve reduced its benchmark rate by 75 basis points through CY 2025, contributing to a softening of the U.S. 10 year treasury yield - a benchmark that anchors global long-duration asset pricing. For infrastructure assets such as toll roads, which are valued on long-horizon yield spreads, this easing translated into compression of discount rates and improved valuations. Lower borrowing costs also supported refinancing conditions for leveraged infrastructure platforms, reducing the cost of debt capital and improving distribution headroom for unitholders. Institutional capital continued to favour long-duration, yield-generating assets through CY 2025, a trend most visible in the sustained appetite for infrastructure, data centres, and other real asset categories. This risk appetite, while tested by geopolitical volatility, has supported valuation multiples for infrastructure platforms with stable, contracted cash flows, a category in which toll road assets are well positioned.

Global Outlook

The global macroeconomic environment for CY 2026 and CY 2027 presents a mixed but navigable backdrop for infrastructure investment. Moderating global growth, persistent geopolitical uncertainty stemming from the

Russia-Ukraine conflict and the West Asia war that commenced in February 2026, and a gradual easing of inflationary pressures are together shaping a world in which capital is increasingly discriminating, favouring assets with long-duration, inflation-linked cash flows and sovereign-backed demand characteristics.

(Source: IMF World Economic Outlook, April 2026; https://www.imf.org/en/publications/weo/issues/2026/04/14/world-economic-outlook-april-2026)

INDIAN ECONOMIC OVERVIEW

In FY 2025-26, India sustained its position as one of the worlds fastest growing major economies. The Second Advance Estimates released by the Ministry of Statistics and Programme Implementation (MoSPI), published under the new base year series (2022-23), place real GDP growth at 7.6% in FY 2025-26, up from 7.1% in

FY 2024-25. This reaffirms Indias standing as the fastest growing major economy globally and the largest in South

Asia. The Reserve Bank of India (RBI), in its first bi-monthly

Monetary Policy Statement for FY 2026-27, also projected FY 2025-26 full year GDP at 7.6%. conditions for long duration Growth was anchored in domestic demand, with private consumption accounting for approximately 61.5% of GDP. The services sector remained the primary driver, while the manufacturing sector recorded strong momentum, posting double digit growth in the rebased estimates. Gross Fixed Capital Formation (GFCF) expanded at a healthy pace, supported by sustained public investment and a gradual recovery in private sector capital formation.

India GDP Growth Projections

Year

2025 2026 (P) 2027 (P)
GDP Growth (%) 7.6 6.5 6.5

P: Projections Source: IMF World Economic Outlook, April 2026

A defining feature of FY 2025-26 was the governments emphasis on infrastructure-led growth, with the Union

Budget 2026-27 allocating 12.22 Lakhs Cr as capital expenditure for FY 2026-27, compared to 11.21 Lakhs Cr in FY 2025-26, an increase of approximately 9% year-on-year.

The broader momentum in infrastructure activity is reflected in industrial output trends. The Index of Industrial Production (IIP) recorded an overall growth of 4.1% for FY 2025-26. The headline figure was moderated by subdued performance in consumer durables and capital goods manufacturing in the first half of the year, reflecting a lag in private sector capex commitments and softer urban consumption growth during that period. However, the infrastructure and construction goods sub-index significantly outperformed the aggregate, posting a 9.8% rise for the full year - reflecting the direct impact of accelerated public capital expenditure on project execution.

Headline Consumer Price Index (CPI) inflation averaged approximately 3.6% for FY 2025-26, well within the RBIs target band of 2-6% with a medium-term target of 4%.

While inflation was particularly subdued in the first half of

FY 2025-26 on the back of easing food prices, it moved higher through the second half of the fiscal year as global crude oil price volatility, driven by the West Asia conflict, introduced upward pressure. Despite this normalisation, inflation remained within the RBIs tolerance range

On monetary policy, the Reserve Bank of India (RBI) implemented cumulative repo rate cuts of 100 basis points during FY 2025-26, bringing the policy rate down to

5.25% by the end of the fiscal year. This easing cycle was deliberately front-loaded - with rate cuts concentrated in the earlier part of the fiscal across it, accelerating the pass through of lower borrowing costs to infrastructure developers and leveraged platforms,

. and improving refinancing

At its first bi-monthly Monetary Policy Committee (MPC) meeting for FY 2026-27 in April 2026, the RBI kept the repo rate unchanged at 5.25% while maintaining a neutral stance, citing evolving global growth-inflation dynamics as a key factor warranting a wait and watch approach. The RBI projected CPI inflation for FY 2026-27 at 4.6%.

Fiscal discipline remained a cornerstone of Indias macroeconomic management through FY 2025-26. The fiscal deficit was contained at approximately 4.4% of GDP, in line with budgeted targets. For FY 2026-27, the fiscal deficit is targeted at 4.3% of GDP, continuing the trajectory of measured consolidation. Critically, this consolidation has been achieved without crowding out capital expenditure - public infrastructure spending has been sustained and expanded even as the overall deficithas narrowed, reflecting a deliberate reorientation of expenditure composition toward capital formation and long-term growth.

India Outlook

Indias economic outlook for FY 2026-27 remains favourable, underpinned by strong macroeconomic fundamentals, policy continuity, and active private sector participation. The IMF, in its April 2026 WEO, projects India as one of the fastest growing major economies globally, with growth supported by robust domestic demand, sustained infrastructure investment, and structural reform momentum. Domestic demand will remain the primary growth driver, supported by stable consumption patterns, a sustained infrastructure spending push, and improving private investment intentions. Inflation is projected at 4.6% for FY 2026-27 as per the RBI, remaining within the target band and leaving room for calibrated monetary support if needed.

The moderation in retail inflation relative to global peers will continue to support discretionary spending and real income growth.

Indias demographic structure, with a median age of approximately 28 years and over 65% of the population in the working-age cohort, is directly consequential for roads infrastructure demand. Rising workforce participation, particularly the integration of Tier-2 and Tier-3 cities into formal economic activity, is expanding the catchment of Indias highway network beyond the traditional metro-to-metro corridors.

(Sources: RBI Monetary Policy Statement, April 8, 2026 -https:// www.newsonair.gov.in/rbi-to-announce-its-first-bi-monthly-monetary-policy-statement-for-financial-year-2026-27-today/; MoSPI GDP Press Note (New Base Year 2022-23), February 27, 2026; PIB - Union Budget 2026-27 Highlights - https://www.pib.gov. in/PressReleasePage.aspxRsPRID=2221455; PIB - IIP March 2026 - https://www.pib.gov.in/PressReleasePage.aspxRsPRID=2256241; RBI Bulletin April 2026 - https://www.rbi.org.in/Scripts/BS_ ViewBulletin.aspxRsyr=2026&mon=4)

INDUSTRY OVERVIEW Infrastructure Sector

Infrastructure development continues to serve as one of the most powerful levers of sustained economic growth in India. The sector encompasses roads and highways, railways, ports, airports, urban infrastructure and logistics, all interconnected through the governments multimodal planning framework under PM Gati Shakti. Indias infrastructure investment cycle has entered a phase of structural maturity, moving from a period of aggressive project awards toward quality execution, asset utilisation and capital recycling. Within this broader sectoral momentum, roads and highways have emerged as the single largest and most execution ready component - a transition evidenced by the shift in Bharatmala Phase I from award activity to completion and monetisation readiness.

The Union Budget 2026-27 reinforces this direction, maintaining roads and highways as the single largest sectoral component of public capital expenditure. The depth and durability of this investment pipeline is reflected in NHAIs own execution record. The authority has consistently exceeded its annual construction targets, constructing 5,313 km in FY 2025-26 against a target of 4,640 km, and 5,614 km in FY 2024-25 against a target of 5,150 km, whilst simultaneously scaling capital expenditure from 1,73,000 Cr in FY 2022-23 to 2,44,362 Cr in

FY 2025-26 - a compounded step-up that demonstrates the governments sustained and growing financialcommitment to the sector.

(Source: PIB, PRID 2247870, 1 April 2026 PIB, PRID 2117781, April 2025 PIB, PRID 2117781, April 2025)

Indias Road Sector

Indias road network, spanning over 6.7 Mn km, is among the largest globally. National highways, while forming only a small share of the total network length, carry a disproportionately high share of the countrys freight and passenger traffic, making them the backbone of Indias logistics and mobility ecosystem. The sector is administered by the Ministry of Road Transport and Highways (MoRTH) and implemented primarily through the National Highways Authority of India (NHAI). Over the last decade, sustained policy priority and capital allocation have driven a near 60% expansion in the national highway network from 91,287 km in 2014 to 1,46,572 km as of February 2026, alongside a qualitative transformation in terms of access controlled corridors, lane capacity, and expressway grade infrastructure.

The length of operational access controlled national high-speed corridors and expressways has grown from just 93 km in 2014 to 3,052 km as of February 2026. The proportion of less than two lane national highways has fallen from 30% in 2014 to 9% as of FY 2025-26, while the four lane and above network has more than doubled from 18,371 km in 2014 to 43,512 km as of FY 2025-26. The government has targeted operationalising 18,000 km of access controlled expressways by 2028-29 and awarding 26,000 km by

2032-33, providing a long and visible pipeline of high-quality highway infrastructure.

National Highway Network

Metric

FY 2013-14 FY 2025-26
(Latest)
Total NH Network 91,287 km 1,46,560
km
Access Controlled Corridors 93 km 3,052 km
4-Lane & Above NHs 18,371 km 43,512 km
Share of <2-Lane NHs 30% 9%

(Source: MoRTH Year End Review 2025; PIB February 2026 - https://pib.gov.in/PressReleaseDetail.aspxRsPRID=2209837)

Economic Impact of Highway Development

Highway infrastructure delivers strong multiplier effects across the economy, acting as a key driver of growth and development. As per a study by the Indian Institute of Management, Bangalores Supply Chain Management Centre, conducted in collaboration with NHAI and covering the period 2013-2022 (published in January 2025), every

1 invested in national highway development generates approximately 3.2 in GDP, underscoring the sectors high economic productivity. Enhanced road connectivity reduces logistics costs and travel time, thereby improving supply chain efficiency and strengthening overall competitiveness.

It also supports improved social outcomes by enabling better access to essential services such as education, healthcare, and markets, particularly in remote and underserved regions.

Government Focus and Allocation

MoRTH continued to receive one of the largest sectoral allocations in the Union Budget 2026-27. In

FY 2025-26, NHAIs capital expenditure stood at 2,44,362 Cr marginally exceeding its government budgetary support of

2,38,384 Cr, with the differential of approximately 5,978 Cr funded from NHAIs own internal accruals demonstrating the authoritys growing financial self-sufficiency. NHAI constructed

5,313 km of national highways in FY 2025-26, exceeding its internal target of 4,640 km by approximately 15%. The government has maintained a multi-year commitment to infrastructure spending through a suite of flagship programmes. The Bharatmala Pariyojana, launched in

2017, targets construction of approximately 65,000 km of highways across phases, with Phase I covering 34,800 km, focused on economic corridors, inter-corridor routes, ring roads, and port and border connectivity. FY 2025-26 was largely an execution and completion phase for Phase I, with most awarded corridors in advanced stages of construction and completed stretches being readied as candidates for monetisation. The National Monetisation Pipeline (NMP), introduced by NITI Aayog in 2021, targeted unlocking 1.6 Lakh Cr from operational highway assets between FY 2021-22 and

FY 2024-25, with NHAI cumulatively raising 1,52,028 Cr through monetisation as of November 2025, demonstrating the viability and investor acceptance of the framework. PM Gati Shakti continues to serve as the overarching GIS-based integration platform, aligning highway development with freight corridors, ports, logistics parks and industrial nodes to reduce planning duplication and improve multimodal efficiency.

Fresh BOT Toll concession awards have been limited in recent years, reflecting a structural shift in project delivery toward HAM and EPC models. As a result, the supply of new operational BOT Toll assets entering the market remains constrained, and existing operational concessions within InvIT portfolios represent an established and finite asset class.

Traffic Growth and Toll Revenue Trends

Traffic volumes on national highways grew at approximately

4-5% in FY 2025-26, supported by rising freight movement tied to manufacturing activity, growing consumption, and deepening e-commerce penetration. For FY 2026-27, traffic volume growth is expected to moderate to 3-4%, reflecting the base effect of a strong prior year and a more measured pace of economic expansion. Toll revenue growth outpaced traffic volume growth in FY 2025-26, estimated at 7-9%, benefiting from both the traffic uptick and annual tariff revisions linked to the Wholesale Price Index. For FY 2026-27, toll revenue growth is projected at 6-8%, with inflation-linked toll rate revisions of approximately 3.4% for newer projects and 3.3% for older projects providing a floor to revenue growth even as traffic volume growth moderates.

(Source: ICRA Research - Indian Roads Sector, March, 2026)

Toll Rate Movement

Category

Increase (%)
Newer Projects (FY 2026-27) 2.54

(Source: ICRA, Indian Road Sector, March 2026)

Digital Tolling Snapshot

Metric

Value
FASTag Issued 11.73 Cr
Daily Toll Collection 184 Cr
Daily Transactions 120 Lakh
FASTag Annual Passes 36.13 Lakh
Revenue from Annual Passes 1,084 Cr

(Source: MoRTH Year-End Review 2025)

(Source: MoRTH Year-End Review 2025; PIB -https://www.pib.gov. in/PressReleasePage.aspxRsPRID=2257226&reg=3&lang=1)

FASTag adoption has reached near universal levels across the national highway network, significantly improving revenue collection government continues to advance barrier free tolling through Automatic Number Plate Recognition (ANPR) systems and is evaluating a Global Navigation Satellite System (GNSS)-based distance linked charging mechanism. In

March 2026, the government

Multi-Lane Free Flow (MLFF) barrier less tolling system in Gujarat. The transition to MLFF technology across the broader network will require capex investment in ANPR and GNSS infrastructure. For existing concession assets, the recoverability of such upgrade costs will depend on the specific terms of individual concession agreements - a factor relevant to the financial modelling of assets currently held within InvIT structures.

Growth Drivers

Indias roads and highways sector is supported by a set of durable structural growth drivers, particularly relevant for operational and revenue generating highway assets.

Rapid urbanisation, population growth and expanding economic activity continue to generate consistent demand for high-quality road infrastructure. As both freight and passenger movement grow, underpinned by the expansion of manufacturing under Production Linked Incentive (PLI) schemes and rising consumption, the volume of traffic on established national highway corridors is expected to rise steadily.

Asset monetisation has emerged as a defining structural feature of the sector. Through InvIT structures and TOT bundles, NHAI receives upfront capital from operational assets, which is redeployed into new project construction. As those projects reach operational maturity, they in turn become candidates for the next round of monetisation, creating a self-reinforcing cycle of capital recycling, new project development and sustained investor participation.

Public-Private Partnership (PPP) models continue to play a role, though their application has become more selective. The Hybrid Annuity Model (HAM) remains active for projects with moderate risk profiles, while EPC execution has been preferred for faster delivery. This calibration has improved overall project viability and reduced stress on the private concession ecosystem, a positive for the broader sector stability.

Government support through sustained capital allocation, policy continuity across flagship programmes, and the introduction of the Infrastructure Risk Guarantee Fund in Budget 2026-27. The government has announced the National Monetisation Pipeline 2.0 (NMP 2.0), targeting 16.7 Lakhs Cr of asset monetisation across sectors during FY 2025-26 and reducing to FY 2029-30 significantly leakage. The higher than the initial NMP target of 6 Lakhs Cr for

FY 2021-22 to FY 2024-25. Roads account for

4.14 Lakhs Cr, representing 25% of the total NMP 2.0 target, providing a long and visible pipeline of monetisable highway assets for institutional investors including InvITs. Indiasfirst

(Source: ICRA, Indian Road Sector, March 2026)

Challenges

The sector is not without headwinds. The pace of new highway construction has moderated from the peak levels of prior years, with project awards in FY 2025-26 estimated at 7,250-7,750 km, compared to 7,538 km in FY 2024-25. Road execution by MoRTH and its implementing agencies is similarly expected to moderate from 10,660 km in FY 2024-25 to an estimated 9,500-10,000 km in FY 2025-26, and further to 9,000-9,500 km in FY 2026-27, as the declining order book from prior years progressively constrains construction activity.

Structural Challenges in Land Acquisition: Land acquisition remains a persistent structural challenge. Despite reforms, including the Bhoomi Rashi digital platform and direct benefit transfer mechanisms for compensation, legal disputes and community resistance continue to cause delays on a project-by-project basis.

Financing Constraints for New Project Development:

Financing constraints persist for new project development. Infrastructure projects require large, long-duration capital commitments that sit outside the comfort zone of conventional commercial lenders, and participation across the infrastructure financing ecosystem remains concentrated among a limited set of institutional players.

Execution and Performance Risks from Moderate Sponsors: The growing participation of financially moderate project sponsors, attracted by the sectors scale but with limited balance sheet depth, introduces execution and performance risk, particularly in projects that require sustained operational excellence over multi-decade concession periods.

It is important to note that several of these challenges, such as land acquisition delays, financing constraints for new projects, and execution risk from financially sponsors - are primarily relevant to the project development phase. For operational highway assets already within an InvIT structure, with completed construction, established traffic profiles, and contracted revenue frameworks, the risk exposure is materially different. The primary risk for operational assets remains traffic volume sensitivity to macroeconomic cycles and the timely implementation of annual toll rate revisions.

(Source: ICRA, Indian Road Sector, March 2026)

ASSET MONETISATION AND THE INVIT ECOSYSTEM

Infrastructure Investment Trusts (InvITs) were introduced by the Securities and Exchange Board of India (SEBI) in

2014 as a regulated vehicle to attract long-term institutional capital into revenue generating infrastructure assets. By pooling completed operational assets such as toll roads into a trust structure with mandatory distributions, InvITs enable infrastructure developers to recycle capital from stabilised assets and redeploy it into new projects, while offering investors a regulated, yield-oriented product with inflation-linked revenue characteristics.

Consolidated InvIT Market Growth Data (FY 2021-22 to FY 2025-26)

Total InvIT AUM

Fiscal Year

Year-on-Year Status Number of Registered InvITs
( Lakh Cr)
FY 2021-22 3.00 Actual 11
FY 2022-23 3.75 Actual (Interpolated) 14
FY 2023-24 4.50 Actual (Interpolated) 19
FY 2024-25 6.25 Actual 22
7.25 - 7.50
FY 2025-26 (P) Projected 26
(Midpoint: 7.38)

Source: CareEdge Ratings

NHAI has cumulatively raised approximately 1,52,028 Cr through asset monetisation as of November 2025, across three primary mechanisms - Toll-Operate-Transfer (TOT) bundles ( 58,265 Cr), InvIT structures ( 43,638 Cr), and SPV and securitisation routes ( 50,125 Cr); establishing road asset monetisation as an institutionally accepted and actively evolving capital recycling framework. Indias total InvIT assets under management (AUM) stood at approximately 6.25 Lakhs Cr by FY 2024-25 and is projected to grow to 7.25-7.50 Lakhs Cr by FY 2025-26, with the roads segment contributing approximately

2.46 Lakhs Cr, reflecting the growing mainstreaming of infrastructure trusts as an institutional asset class. SEBI has further strengthened this ecosystem by easing regulations for follow-on offerings,making fundraising more flexible and bringing Indian practices closer to global standards. The government has reinforced the longer-term supply pipeline through the announcement of the Infrastructure

Risk Guarantee Fund, designed to absorb a defined portion of construction-phase risk for private developers during project execution. By reducing financial exposure at the most vulnerable stage of a projects lifecycle, this initiative is structured to crowd in private capital alongside public spending, expanding the pipeline of assets that will reach operational maturity and become available for InvIT acquisition.

Monetisation potential from operational National Highway

HAM projects is estimated at approximately 50,000 Cr, with an additional 1.5 Lakhs Cr of projects expected to become operational between FY 2025-26 and FY 2027-28. For operational toll road assets held within InvIT structures, the current phase of the sector, characterised by moderated new project awards, continued traffic growth, and annual tariff escalation, remains structurally favourable, with investor appetite for long-duration, inflation-linked cash flows continuing to grow.

(Source: CareEdge Ratings, InvIT Sector Report, March 2026)

Sector Outlook

Indias roads and highways sector remains structurally sound, underpinned by strong government commitment, a growing traffic base, and continued execution momentum across the national highway network. For FY 2026-27, traffic volumes on national highways are projected to grow at 3-4%, supported by Indias GDP growth trajectory, expanding manufacturing activity, and rising freight movement. Toll revenue growth is projected at 6-8%, outpacing traffic volume growth, driven by the combination of traffic uptick and annual WPI-linked tariff revisions of 2.54% effective

1st April 2026, applicable across RIITs portfolio of newer projects.

On the awards front, road awarding activity by MoRTH is projected to improve to 8,500-9,000 km in FY 2026-27, supported by an 8% increase in budgetary allocation under the Union Budget 2026-27 and the Ministrys renewed focus on resolving land acquisition and environmental clearance bottlenecks prior to project award. This improvement in awarding activity, whilst not immediately translating into construction output given the 6-9 month lag from award to on-ground execution, signals a gradual rebuilding of the project pipeline and a medium-term recovery in sector execution momentum.

The planned operationalisation of several expressway corridors under Bharatmala Phase I, and their progressive entry into the monetisation pipeline under NMP 2.0, creates a visible and growing universe of operational highway assets, reinforcing the medium-to-long-term investment case for the roads sector.

(Sources: PIB - NHAI FY 2025-26 Performance, April 2026: https://pib.gov.in/PressReleasePage.aspxRsPRID=2247870 PIB- NH Expansion and Upgradation, February 2026: https://pib.gov. in/PressReleasePage.aspxRsPRID=2223330 ICRA, Indian Road Sector, March 2026 MoRTH Year-End Review 2025 Union Budget 2026-27, PIB: https://www.pib.gov.in/PressReleasePage. aspxRsPRID=2221455)

COMPANY OVERVIEW Roadstar Infra Investment Trust

Roadstar Infra Investment Trust (Roadstar Trust or RIIT) is an irrevocable trust established under the Indian Trusts Act, 1882 and registered with SEBI as an Infrastructure Investment Trust under the SEBI InvIT Regulations, 2014.

The Trust was created as part of the strategic financial restructuring of the IL&FS Group, developed under a Resolution Framework approved by the National Company Law Appellate Tribunal (NCLAT), under the oversight of the

Ministry of Corporate Affairs.

RIIT holds equity interests in six operational road Special Purpose Vehicles (SPVs), spanning approximately 685 km (3,145 lane km) across six Indian states. The portfolio is managed by Roadstar Investment Managers Limited as the Investment Manager (IM), with Elsamex Maintenance Services Limited (EMSL) as the Project Manager and Axis Trustee Services Limited as Trustee.

RIIT was listed on the National Stock Exchange (NSE) and BSE Limited on March 11 2025, marking the culmination of a five-year resolution journey under which operational road assets valued at approximately 84.9 Bn were consolidated into a publicly listed trust structure, enabling creditors of the IL&FS Group to realise value from these assets while opening participation to a broad institutional and public unitholder base. FY 2025-26 represents RIITs first full financial year as a publicly listed InvIT, and a year of deliberate consolidation, operational deepening, and financial de-risking.

Final Distribution for FY 2025-26

Component

Amount Total Amount
( per Unit) ( Mn)
Interest 2.71 1,234.34
Return of Capital 2.58 1,175.13
Other Income 0.01 4.55
Total Distribution 5.30 2,414.02

Financial Performance

Our financial performance for FY 2025-26 reflects revenue from operations of 11,567.66 Mn as compared to 9,303.95 Mn in FY 2025, registering an increase of 24%. The increase is primarily attributable to the acquisition of

BAEL in October 2024; accordingly, the year-on-year figures are not strictly comparable. Other income contributed

906.58 Mn versus 808.76 Mn in the previous year, marking a 12% growth. Total income reached 12,474.24 Mn against 10,112.71 Mn in FY 2024-25, reflecting a 23% year-over-year expansion.

Financial Review: Consolidated

Particulars

FY 2025-26 FY 2024-25 FY 2023-24
Total Income 12,474 10,113 7,398
EBITDA 7,461 6,262 5,386
Finance Cost 3,263 2,960 2,718
Depreciation & 3,475 2,657 2,100
Amortisation
Net Profit / (Loss) (2,735) (111) (194)
Cash 6,480 5,332 2,841
Cash Earning Per 14.23 11.71 6.24
Unit (Rs/unit)*

Figures extracted from RIITs Consolidated Financial Highlights, Investor Presentation May 2026. *Cash Earning Per Unit is calculated on total outstanding number of units as of 31-Mar-2026

FY 2025-26 figures to be updated with audited results.

EBITDA and Margin Performance

Cash EBITDA was 9,370 Mn compared to 7,863 Mn, showing a 19% increase, reflecting a EBIDTA margin of

80% Vs previous year margin of 82%. The numbers for both years taken as net of construction revenue and cost and other non-cash IND-AS adjustments.

Net Distributable Cash Flow (NDCF)

FY 2025-26 marks the first year of full contribution from all six SPVs to NDCF. SPV-level toll collections flow through debt service obligations, Major Maintenance Reserve Account (MMRA) funding requirements, and trust-level expenses before forming part of the distributable surplus.

For FY 2025-26, SPV-level NDCF stood at 1,457 Mn. After applying the applicable retention and release mechanisms under the SEBI InvIT Regulations, Trust-level NDCF available for distribution is estimated at 2,414 Mn.

Distribution Profile

For FY 2025-26, the Trust has proposed a total distribution of 5.30 per unit, in compliance with the SEBI InvIT

Regulations which mandate distribution of at least 90% of NDCF to unitholders. Distributions are made from SPV level NDCF after meeting all debt service and reserve requirements, ensuring that payouts are structurally supported by underlying operational cash flows rather than balance sheet drawdowns.

Debt Profile and Leverage

Net debt stood at 25 Bn as on March 31, 2026, representing a leverage ratio of 36% of AUM

( 75.9 Bn). The closing borrowings at consolidated level were 33,059.23 Mn, comprising 31,895.94 Mn in secured loans and 1,163.29 Mn in unsecured loans. The interest coverage ratio improved marginally to 2.87 times in FY 2025-26 from 2.66 times in FY 2024-25, and the debt-equity ratio moved to 0.84 from 0.80, reflecting the incremental leverage from BAELs acquisition financing.

The RBIs cumulative repo rate reductions during

FY 2025-26 create a refinancing opportunity for SPVs with floating-rate debt exposure. Successful refinancing, even on a portion of the 35 Bn loan book, could materially reduce annual finance charges, directly improving NDCF available for distribution. The Trust is actively evaluating refinancing options in the context of improving credit conditions.

Updated debt figures as of March 31, 2026, will be included upon finalisation of accounts

Financial Performance

(All values in Cr, unless otherwise stated)

A. Earnings & Cash Flow Strength

Source 2022 2023 2024 2025 2026 Remarks
Cash Combined 853 1,005 1,054 1,115 1,191 Earnings are growing steadily at
Revenue CAGR of 9%
Cash EBITDA Combined 698 829 873 918 992 EBITDA are growing steadily at
CAGR of 9%
EBITDA Combined 82% 82% 83% 82% 83% Margins remain highly resilient
Margin
PCU Combined 1,13,036 1,24,174 1,27,515 1,35,411 1,41,506 PCU are growing steadily at CAGR
of 6%

B. Balance Sheet Deleveraging

Source 2022 2023 2024 2025 2026 Remarks
Borrowing Combined 4,681 4,317 4,079 3,669 3,306 Debt is reducing materially by 29%
Debt/EBITDA Combined 6.7x 5.2x 4.7x 4.0x 3.3x Coverage ratios are improving 6.7x
? 3.3x

Operations and Maintenance

Operations and maintenance (O&M) are the core business of RIIT. As a trust that holds operational road assets, with minimal residual construction exposure limited to a small portion of the BAEL road section, and no greenfieldexposure, the quality and consistency of O&M directly determine traffic experience, concession compliance, and the long-term defensibility of toll revenue. Elsamex Maintenance Services Limited (EMSL) serves as the Project Manager across all six SPVs, bringing specialised highway O&M expertise to a geographically distributed portfolio spanning six states.

Technology-Led Operations

Indias national highway ecosystem is being progressively transformed by digital tolling infrastructure, AI-powered monitoring, and data-driven maintenance frameworks. RIITs operating model is aligned with these sector-wide developments across three dimensions.

All toll SPVs within the portfolio operate under mandatory FASTag-based electronic toll collection. FASTag reduces cash handling, minimises revenue leakage, and shortens vehicle dwell times at toll plazas, improving both revenue capture and user experience. Near universal FASTag adoption at the national level means that RIITs toll revenue reporting reflects accurate, system-captured transaction data, enhancing the reliability of cash flow projections.

AI-based road condition monitoring tools are being deployed to assess surface defects and pavement distress across the portfolio. Remote identification of maintenance needs, before they escalate into safety hazards or concession penalties, reduces emergency repair costs, extends pavement life, and supports consistent road quality standards across geographically dispersed assets.

The governments exploration of GNSS (Global Navigation Satellite System) based distance-linked tolling for commercial vehicles remains at an early policy stage. If implemented broadly, GNSS tolling could alter toll collection dynamics for high-volume commercial freight corridors. The Trust monitors these policy developments closely, recognising both the revenue optimisation opportunities and any transition considerations they may carry.

ENVIRONMENTAL, SOCIAL, AND GOVERNANCE Environmental Commitments

RIITs operational SPVs adhere to environmental conditions stipulated in their respective concession agreements and applicable environmental clearances. Routine activities include plantation and green cover maintenance along highway corridors, use of recycled materials in maintenance works, and compliance with applicable pollution control norms. During FY 2025-26, plantation activities continued across SPVs as part of highway corridor management.

50,652 381 HECTARES

Trees Planted Green Cover Maintained

People

As of March 31, 2026, the Trust employed 44 individuals across investment management and operational oversight functions. This lean structure reflects the Trusts operating model - direct asset management functions are delegated to EMSL as the Project Manager, while the Investment

Manager (RIML) focuses on governance, compliance, financial management, and strategic oversight.

The Trust is committed to building a future-ready workforce equipped to manage the complexities of multi-asset road infrastructure across six states. Structured upskilling initiatives, safety training, and professional development programmes are conducted regularly, with employee safety and well-being maintained as top priorities through rigorous safety protocols and a culture of compliance.

Corporate Social Responsibility

Corporate Social Responsibility obligations are fulfilled at the SPV level under Section 135 of the Companies Act,

2013. For FY 2025-26, the Trust has identified focused

CSR activities, including a representation on project boards

,specifically for building quality sanitation infrastructure, good quality toilets in schools in the regions served by RIITs highway assets. The impact from these activities is expected to become more visible from FY 2026-27 onwards as project commissioning completes.

Governance

RIIT is governed by a Board of Directors of Roadstar Investment Managers Limited (RIML), which combines deep public sector infrastructure experience, finance expertise, and independent oversight. The Chairman, Dr. J.N. Singh, brings 35 years of civil service experience including as Chief Secretary, Government of Gujarat and Member (Finance) at NHAI. The Board comprises two independent directors with banking and corporate law expertise, another independent executive director with 34 years experience in road transport and highways, and a nominee director with financialrestructuring and fund-raising experience. One more independent director has been added on the Board, who specialises in finance and accounts and brings on Board an experience of more than 33 years in financial reporting and controls.

All regulatory exemptions granted by SEBI during the pre-listing period have been transparently disclosed. Post listing, the Trust operates under the full ambit of SEBI InvIT Regulations and applicable listing obligations, with Board oversight ensuring continued compliance, risk management, and stakeholder accountability.

Read more on Page no. 76

Risk Management

The purpose of RIITs Risk Management Plan is to establish a structured framework for identification, assessment, mitigation, monitoring and reporting of risks that may impact the operations, financial performance, regulatory compliance and strategic objectives of the Company. The Plan aims to:

Identify key risks affecting the business and operations

Assess the impact and likelihood of identified risks

Define mitigation and monitoring mechanisms

- Strengthen internal controls and governance processes

- Facilitate informed decision-making by the management and the Board The Investment Manager reviews risk exposure periodically, with findings reported to the Risk Management Committee and the Board. For FY 2026-27, the overall risk profile remains at a moderate level, with key focus areas being revenue risk, alternate roads, cost escalation, and geopolitical developments.

Risks and Mitigation Measures Financial Risk

The project utilises loan refinancing to align debt servicing with cash flows, optimise costs, and improve DSCR, while maintaining an adequate DSRA and operational reserves. Additionally, the fund position and covenant compliance are reviewed periodically.

Operational Risk

Collections, budget-versus-actuals, and vendor performance (against defined KPIs) are monitored regularly, with emphasis on timely project completion and prompt rectification of authority observations to limit escalation, penalties, and deductions; revenue loss and cost increase claims are filed under the Concession Agreement, and movements may support higher toll rates. People risks are addressed through Board approved compensation and performance linked pay, training and engagement initiatives, while adequate insurance covers property damage, third party liability, and loss of profit.

Sector Specific Risk

Claims are raised against the authority for alternate roads, technology changes, and similar events, supported by advance warning systems and regular studies tracking shifts in traffic patterns.

Information & Technology Risk

Software and systems are kept up to date, backed by adequate recovery plans and timely data back-ups.

Legal / Compliance / Reputational Risk

Internal processes are updated in line with regulatory changes, with monitoring of statutory payments, regulatory compliance, and change-in-law claims, alongside appropriate legal action where required. Strong internal controls (segregation of duties, role-based access, defined a vigilapproval workflows), mechanism for confidential reporting reinforce integrity and accuracy.

Environmental, Social and Governance (ESG) Risk

Change in law impacts are managed through claims against the authority, timely updates to internal processes and outsourcing contracts, and external agency support where needed, supported by regular governance forums such as board meetings and ACMs.

Geopolitical Risk

Non critical work may be deferred, while interest rate movements, inflation trends, and currency fluctuations are monitored for their impact on borrowing and project costs.

Internal Control Systems and their Adequacy

The Company has implemented a robust and structured internal control system, tailored to its size, complexity and operational needs. The internal controls are designed to ensure operational efficiency, safeguard assets and maintain the accuracy and reliability of financial reporting. This system covers both financial and operational controls, aimed at reducing risks, optimising business processes and ensuring that all operations adhere to the applicable legal and regulatory frameworks. The effectiveness of the internal control system is regularly evaluated through routine audits carried out by the internal audit team. These audits assess the adequacy and effectiveness of controls across the Company, ensuring that the Companys operations remain in compliance with legal and regulatory standards.

Audit findings are reported to the Audit Committee, which reviews the results and provides recommendations for any necessary corrective actions. The findings from audits, along with follow-up actions, are presented regularly to the Board of Directors for their review and approval. By regularly assessing and updating its internal controls, the Company strives to maintain a high level of operational efficiency, safeguard its assets and mitigate potential risks, all of which contribute to its long-term business sustainability.

Cautionary Statement

Certain statements in the Management Discussion and Analysis section, including those related to the Companys objectives, projections, estimates, expectations and outlook, may constitute forward looking statements under applicable laws and regulations. These statements are based on current assumptions, available information and forecasts at the time of reporting. However, actual results may differ materially from those expressed or implied due to various risks, uncertainties and factors beyond the Companys control, including but not limited to changes in macroeconomic conditions, regulatory developments, political or economic environments, competition and unforeseen events. The Company does not guarantee or assure future performance, and readers are advised not to place undue reliance on these forward looking statements. The assumptions underlying these statements are subject to change, and as such, the estimates upon which they are based may also be revised. The Company assumes no obligation to update or revise any forward looking statements in light of new information, future events, or developments, except as required by applicable law.

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