Indian Railway Finance Corporation Limited (IRFC) held its 39th Annual General Meeting (AGM) on Tuesday, 25th August 2026 at 03:30 PM (IST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM).

The meeting was conducted in accordance with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, and Secretarial Standard - 2 on General Meetings issued by ICSI, read with all applicable circulars issued by MCA and SEBI.

Attendance

Directors Present:

  • Shri Manoj Kumar Dubey, Chairman and Managing Director & CEO
  • Shri Ranjay Choudhary, Director (Finance)
  • Shri Abhishek Kumar, Govt Nominee Director
  • Shri Pradeep Ahlawat, Non-Official Independent Director; Chairman of Audit Committee & Stakeholders Relationship Committee
  • Ms. Manjula Mishra, Non-Official Independent Director, Chairman of Nomination & Remuneration Committee

Other Attendees:

  • Shri Rahul Kapoor, Presidential Nominee- ED (RM & PPP)/Railway Board, Representative of the Hon'ble President of India
  • Shri Vijay Babulal Shirode, Company Secretary
  • Representatives of M/s KGRS & Co. & M/s O P Totla & Co. (Joint Statutory Auditors)
  • Ms. Parul Jain (Secretarial Auditor & Scrutinizer for the AGM)
  • Shri S P Gupta (representative of M/s Beetal Financial & Computer Services Pvt Ltd, Registrar & Share Transfer agent)
  • 134 Members were present through VC/OAVM

Quorum requirements under the Companies Act, 2013 were met throughout the meeting.

Proceedings

1. The Company Secretary welcomed shareholders and confirmed quorum presence

2. Shri Manoj Kumar Dubey, Chairman and Managing Director, chaired the meeting

3. The Notice convening the AGM, Directors' Report with Annexures, Auditors Report, 'Nil' Comments of C&AG, and Secretarial Auditor Report were taken as read (already circulated)

4. The Chairman presented his speech highlighting:

  • Company's key operational and financial achievements during FY 2025-26
  • Business diversification initiatives
  • Strategic roadmap and growth prospects
  • Record performance including highest-ever revenue, Profit After Tax, Net Worth, Assets Under Management and Earnings Per Share
  • Zero-NPA position and strong financial fundamentals

5. The Chairman expressed gratitude to shareholders, bondholders, customers, suppliers, lending institutions, employees, Government of India, Board of Directors, C&AG, Statutory Auditors, Secretarial Auditors, and Internal Auditors

6. Company Secretary explained the electronic voting procedure:

  • Remote e-voting period: Saturday, 22nd August 2026 at 9:00 AM (IST) to Monday, 24th August 2026 at 5:00 PM (IST)
  • Available to all shareholders as of cutoff date: Tuesday, 18th August 2026
  • E-voting facility remained open during the meeting and for 15 minutes after conclusion for shareholders who hadn't voted remotely

7. Ms. Parul Jain of M/s VAP & Associates was appointed as Scrutinizer

8. Statutory registers and other documents referred to in the meeting were available for inspection online

9. Proceedings will be hosted on Company's website https://irfc.co.in/

Agenda Items

Ordinary Business:

1. To receive, consider, approve and adopt the audited financial statements of the Company for the financial year ended 31st March 2026, along with the Reports of the Board of Directors and Auditors thereon and Comments of the Comptroller and Auditor General of India (CAG) - Ordinary Resolution

2. Confirmation of payment of 1st and 2nd interim dividend Paid during the financial year 2025-26 - Ordinary Resolution

Special Business:

3. Re-appointment of Ms. Laya Madduri (DIN:11704330) as a Nominee Director - Ordinary Resolution

4. Appointment of Dr. Ranjay Choudhary (DIN:11796981) as Director (Finance) on the Board - Ordinary Resolution

Shareholder Interaction

  • 10 pre-registered speaker shareholders asked questions during the meeting
  • Questions raised via email were replied to
  • Questions raised during the meeting were noted and will be replied via email

Conclusion

  • Shri Ranjay Choudhary, Director (Finance), extended a Vote of Thanks
  • E-voting remained open for 15 minutes after meeting conclusion
  • Scrutinizer will submit consolidated voting report within two working days
  • Results will be submitted to NSE & BSE and hosted on Company website (https://irfc.co.in/) and NSDL website (https://www.evoting.nsdl.com/)
  • Meeting concluded at 04:49 PM (including e-voting time)

The AGM was conducted in compliance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Secretarial Standards on General Meetings.