Key Decisions Approved

1. Extension of MD&CEO Tenure: On recommendation of Nomination and Remuneration Committee, the Board approved extension of Shri Rajiv Malhotra's (DIN: 02383396) tenure as MD&CEO (Addl. Charge) for a period of 1 year effective from 1st December 2026 till 30th November 2027. The extension is on same terms and conditions and subject to approval of shareholders. Shri Malhotra was previously appointed as MD&CEO (Addl. Charge) effective from 1st July 2026 till 30th November 2026 as communicated through earlier disclosures dated 4th June 2026, 1st July 2026 and 7th July 2026. The disclosure confirms that Shri Malhotra is not debarred from holding director office by any SEBI order or authority. The process, timelines and requisite details for Postal Ballot seeking shareholder approval will be submitted along with the Notice of Postal Ballot in due course.

2. Extension of Company Secretary Tenure: On recommendation of Nomination and Remuneration Committee, the Board extended the tenure of Shri Manohar Balwani (ACS: 11117) as Company Secretary & Compliance Officer for a period of 1 year effective from 6th November 2026 till 5th November 2027. Shri Balwani had joined the company as Company Secretary Designate on 6th November 2024 and assumed charge as Company Secretary & Compliance Officer on 1st December 2024.

3. Nodal Officer Appointment for Monetization Process: Further to disclosure made by holding company PTC India Limited on 19th May 2026 regarding re-initiation of process for exploring opportunities for monetization of its investment in the company, the Board appointed Shri Govinda Garg, AVP-CS or any other Officer(s) nominated by MD&CEO (Addl. Charge) as the Nodal Officer. The Nodal Officer will provide timely information/documents, assistance and coordination with PTC India Limited and Advisor(s) appointed by PTC India Limited. The disclosure explicitly states that this authorization does not constitute approval of any divestment or transfer of shares by the company, nor does it indicate that any transaction has been finalized.

Additional Information

Relevant details for points 1 and 2 as per SEBI Master Circular No. HO/49/14/14(7)2025- CFDPOD2/I/3762/2026 dated July 11, 2023 are enclosed as Annexure A. The meeting commenced at 6:00 PM and concluded at 7:00 PM. This communication is also available on the company website at www.ptcfinancial.com.

Executive Profiles

  • Shri Rajiv Malhotra: Aged about 59 years, Mechanical engineer with Post Graduate Program in Management from NIT Kurukshetra and Indian Institute of Management, Lucknow. Holds Chartered Financial Analyst (CFA) qualification. Has been Executive Director & Group Chief Risk Officer at PTC India Ltd since June 2013. Previous experience includes NTPC (9 years), Chief Operating Officer at Athena Energy Ventures Pvt. Ltd., Sr. Vice President at Energy Infratech Pvt. Ltd., and Vice President at PTC. Has over 36 years of experience in utility and energy sector covering strategy, finance, customer relations, cyber resilience, people policy, tariff and risk analysis, and regulatory matters.
  • Shri Manohar Balwani: Company Secretary and Cost and Works Accountant with over 4 decades of experience. Prior to joining the company, served as Executive Director - Company Secretary with Power Finance Corporation Limited.

Relationship Disclosures

Shri Rajiv Malhotra and Dr. Manoj Kumar Jhawar are related to the extent both being in employment with PTC. No director relationships disclosed for Shri Manohar Balwani.