Board Meeting Outcomes

The Board of Directors, in a meeting held in-person at Ashoka House, Nashik, from 3:45 PM to 6:45 PM on November 05, 2026, approved the following:

1. Unaudited Financial Results: Approved the unaudited standalone and consolidated financial results (with limited review) for Q2 and H1 FY27, along with statements of Assets & Liabilities and Cash Flow, as recommended by the Audit Committee.

2. Debt Raising: Enhanced the limit for raising debt via unsecured, Non-Convertible Debentures (NCDs) on a private placement basis up to ₹500 Crore, within existing shareholder-approved borrowing limits.

3. Divestment Proposal: Approved the Postal Ballot Notice to seek shareholders' approval for the divestment of the entire stake held by its wholly-owned subsidiaries in Jaora-Nayagaon Toll Road Company Private Limited, a material unlisted subsidiary.

Standalone Financial Results (₹ in Lakhs)

For the Quarter Ended September 30, 2026 (Q2 FY27):

  • Revenue from Operations: ₹1,31,548.41
  • Total Income: ₹1,35,623.86
  • Profit Before Exceptional Items & Tax (PBEIT): ₹5,140.01
  • Exceptional Items: ₹0.00 (Compared to ₹11,205.41 gain in Q2 FY25)
  • Profit Before Tax (PBT): ₹5,145.11
  • Total Tax Expense: ₹1,348.93
  • Profit After Tax (PAT): ₹3,796.18
  • Other Comprehensive Income (net of tax): ₹343.46
  • Total Comprehensive Income: ₹4,139.64
  • Basic & Diluted EPS (with exceptional items): ₹1.35
  • Basic & Diluted EPS (without exceptional items): ₹1.35

For the Half Year Ended September 30, 2026 (H1 FY27):

  • Revenue from Operations: ₹2,60,336.06
  • Total Income: ₹2,67,668.08
  • Profit Before Exceptional Items & Tax (PBEIT): ₹9,435.69
  • Exceptional Items: ₹0.00 (Compared to ₹11,205.41 gain in H1 FY25)
  • Profit Before Tax (PBT): ₹9,446.15
  • Total Tax Expense: ₹2,496.28
  • Profit After Tax (PAT): ₹6,949.87
  • Other Comprehensive Income (net of tax): ₹390.63
  • Total Comprehensive Income: ₹7,340.50
  • Basic & Diluted EPS (with exceptional items): ₹2.48
  • Basic & Diluted EPS (without exceptional items): ₹2.48

Key Standalone Ratios (as of September 30, 2026):

  • Debt-Equity Ratio: 0.48
  • Interest Service Coverage Ratio: 2.36
  • Current Ratio: 2.14
  • Operating Margin: 7.09%
  • Net Profit Margin: 2.89%
  • Total Equity: ₹4,40,513.14 Lakhs
  • Net Worth: ₹4,40,513.14 Lakhs

Consolidated Financial Results (₹ in Lakhs)

For the Quarter Ended September 30, 2026 (Q2 FY27):

  • Revenue From Operations: ₹1,50,462.16
  • Total Income: ₹1,60,921.35
  • Profit Before Share of Profit/(Loss) of JVs/Associates & Tax: ₹19,106.73
  • Share of Profit/(Loss) from JVs/Associates: ₹(25.90)
  • Profit Before Exceptional Items and Tax (PBEIT): ₹19,080.83
  • Exceptional Items (net): ₹(31,857.16) loss (Primarily ₹23,653.92 impairment on HAM subsidiaries & ₹8,203.24 provision for revised maintenance costs)
  • Profit / (Loss) Before Tax: ₹(12,776.33)
  • Total Tax Expense (Credit): ₹(880.03)
  • Profit / (Loss) After Tax: ₹(11,896.30)
  • Attributable to Owners of the Group: ₹(11,879.27)
  • Other Comprehensive Income (net of tax): ₹416.48
  • Total Comprehensive Income/(Loss): ₹(11,479.82)
  • Attributable to Owners of the Group: ₹(11,462.79)
  • Basic & Diluted EPS (with exceptional items): ₹(4.23) loss
  • Basic & Diluted EPS (without exceptional items): ₹5.49

For the Half Year Ended September 30, 2026 (H1 FY27):

  • Revenue From Operations: ₹3,00,422.67
  • Total Income: ₹3,14,293.06
  • Profit Before Share of Profit/(Loss) of JVs/Associates & Tax: ₹36,393.00
  • Share of Profit/(Loss) from JVs/Associates: ₹(32.50)
  • Profit Before Exceptional Items and Tax (PBEIT): ₹36,360.50
  • Exceptional Items (net): ₹(31,857.16) loss
  • Profit / (Loss) Before Tax: ₹4,503.34
  • Total Tax Expense: ₹3,682.40
  • Profit / (Loss) After Tax: ₹820.94
  • Attributable to Owners of the Group: ₹898.14
  • Other Comprehensive Income (net of tax): ₹(12.74)
  • Total Comprehensive Income/(Loss): ₹808.20
  • Attributable to Owners of the Group: ₹884.88
  • Basic & Diluted EPS (with exceptional items): ₹0.32
  • Basic & Diluted EPS (without exceptional items): ₹10.05

Key Consolidated Ratios (as of September 30, 2026):

  • Debt-Equity Ratio: 0.45
  • Interest Service Coverage Ratio: 3.86
  • Current Ratio: 2.35
  • Operating Margin: 13.94%
  • Net (Loss) Profit Margin: (7.91)%
  • Total Equity: ₹6,59,166.58 Lakhs
  • Net Worth: ₹6,51,047.86 Lakhs
  • Outstanding Redeemable Preference Shares: 64,81,250 shares (₹6,236.81 Lakhs)

NCD Issuance Details

The Board approved raising up to ₹500 Crore via unsecured, listed, rated, non-cumulative, redeemable NCDs on a private placement basis.

  • Listing: BSE Limited
  • Tenure: Maximum 60 months, minimum 18 months from the deemed date of allotment.
  • Coupon: Fixed interest rate, not less than SBI Over-Night Rate and not more than SBI PLR on the deemed date of allotment.
  • Payment Schedule: Interest payable quarterly/half-yearly/annually/on maturity. Principal repayable in quarterly/half-yearly/yearly instalments or on maturity, subject to market conditions.
  • Security: Unsecured.

Legal & Regulatory Matter (Note 3)

The disclosure references an ongoing regulatory matter sub-judice before the Court of Special Judge, CBI, Bihar. A chargesheet dated February 15, 2024, was received on February 28, 2025, alleging bribery of NHAI officials and non-completion/deviation in work on a project in Bihar during April 2021-August 2022.

  • The project execution is completed, and a completion certificate has been received from NHAI.
  • Management believes the company adhered to contractual obligations and expects no material financial impact.
  • A writ petition was filed on May 11, 2026, with the Patna High Court to quash the allegations.
  • No adjustments have been made to the financial results pending the court's outcome.

Exceptional Items

Standalone (Note 4):

  • Q2 FY25: Gain of ₹11,205.41 Lakhs on the sale of stake in BOT/HAM subsidiaries.
  • FY26: Net gain of ₹16,472.46 Lakhs (incl. ₹11,212.99 gain on stake sale, ₹9,532.28 write-back of provision, ₹(3,749.54) impairment, ₹(523.27) past service cost).

Consolidated (Note 4):

  • Q2 FY27: Net exceptional loss of ₹31,857.16 Lakhs, comprising:
  • ₹23,653.92 Lakhs impairment on HAM subsidiaries classified as held for sale.
  • ₹8,203.24 Lakhs provision for revised major maintenance cost estimation due to significant bitumen price increases.
  • Q2 FY25: Loss of ₹21,929.26 Lakhs on sale of stake in BOT/HAM subsidiaries.
  • FY26: Net exceptional gain of ₹2,14,367.03 Lakhs (primarily ₹2,14,892.09 gain on stake sale, less ₹525.06 past service cost).

Assets Held for Sale (Note 5)

Assets and liabilities of certain HAM subsidiaries and GVR Ashoka Chennai ORR Limited are classified as held for sale due to the high probability of divestment completion.

  • Standalone: Assets Held for Sale: ₹88,885.83 Lakhs; Liabilities Held for Sale: ₹3.30 Lakhs (as of Sep 30, 2026).
  • Consolidated: Assets Held for Sale: ₹3,19,894.99 Lakhs; Liabilities Held for Sale: ₹1,42,022.15 Lakhs (as of Sep 30, 2026).

Change in Subsidiary Status (Note 6)

Ashoka Purestudy Technologies Private Limited (APTPL) ceased to be a subsidiary and became an associate on June 12, 2026, after a preferential allotment reduced the group's stake from 59% to 39.33%.

Cash Flow Highlights (H1 FY27)

Standalone:

  • Net Cash Flow from Operating Activities: ₹11,240.48 Lakhs
  • Net Cash Flow from Investing Activities: ₹(24,866.08) Lakhs (outflow)
  • Net Cash Flow from Financing Activities: ₹(14,362.05) Lakhs (outflow)
  • Net decrease in Cash & Cash Equivalents: ₹(27,987.65) Lakhs

Consolidated:

  • Net Cash Flow from Operating Activities: ₹19,949.86 Lakhs
  • Net Cash Flow from Investing Activities: ₹(43,715.80) Lakhs (outflow)
  • Net Cash Flow from Financing Activities: ₹(16,456.98) Lakhs (outflow)
  • Net decrease in Cash & Cash Equivalents: ₹(40,222.92) Lakhs

Segment Reporting (Consolidated)

The Group operates in three segments:

1. Construction & Contract: H1 Revenue - ₹2,29,207.69 Lakhs; H1 Segment Result - ₹13,305.02 Lakhs

2. BOT / Annuity Projects: H1 Revenue - ₹58,425.73 Lakhs; H1 Segment Result - ₹20,911.50 Lakhs

3. Sale of Goods: H1 Revenue - ₹12,789.25 Lakhs; H1 Segment Result - ₹1,416.10 Lakhs

Auditor's Review

M/s S R B C & CO LLP issued a limited review report. Their conclusion was not modified, but they drew attention to Note 3 regarding the ongoing regulatory matter.

Compliance Reference