The President of India, acting through the Ministry of Railways, has announced a proposed Offer for Sale (OFS) of equity shares in Indian Railway Finance Corporation Limited (IRFC). The sale targets up to 2% of the paid-up equity capital, amounting to 26,13,70,120 Shares, scheduled for February 25, 2026 (‘T day’). A floor price of ₹104.00 per share has been set. The sale mechanism includes an option for oversubscription of an equal amount (another 2%) and a separate reservation for eligible employees.
IRFC Offer for Sale Announcement
The President of India, represented by the Ministry of Railways, Government of India (the “Seller”), has initiated a proposed Offer for Sale (OFS) of equity shares in Indian Railway Finance Corporation Limited (the “Company”). This action is being undertaken primarily to achieve the minimum public shareholding requirements.
The Offer will utilize the stock exchange mechanism and adhere to the comprehensive guidelines stipulated in the relevant master circulars issued by the relevant authorities.
Offer Size and Dates
The proposed sale structure is detailed as follows:
- Base Offer Size: Up to 26,13,70,120 Equity Shares, equivalent to 2% of the total paid-up equity share capital.
- Oversubscription Option: An option to additionally sell up to 26,13,70,120 Equity Shares (another 2%).
- T day (Bidding for Non-Retail): February 25, 2026, between 9:15 a.m. and 3:30 p.m. IST.
- T+1 day (Bidding for Retail & Employees): February 26, 2026, between 9:15 a.m. and 3:30 p.m. IST.
Pricing and Allocation Details
The allocation methodology will prioritize price, executed at or above the established Floor Price.
- Floor Price: The floor price for the Offer shall be ₹104.00 per Equity Share.
- Retail/Employee Discount: Nil is currently indicated for any specific discount on the Floor Price.
- Non-Retail Allocation: Allocation for non-Retail Investors will be at the Cut-Off Price or higher. A minimum of 25% of the Offer Shares is reserved for Mutual Funds and Insurance Companies, subject to valid bids being received at or above the Floor Price.
- Employee Category: Up to 25,000 Shares may be offered to eligible employees, who may only bid at the “Cut-Off Price”. The maximum application limit for employees is ₹200,000.
- Investor Limits: No single bidder, excluding Mutual Funds and Insurance Companies, shall be allocated more than 25% of the Offer Shares.
Broker and Settlement Information
The offering is exclusively managed through a designated Seller’s Broker.
- Seller’s Broker: Goldman Sachs (India) Securities Private Limited (Broker Code: NSE – 12778/ BSE – 3158) is acting as the sole broker.
- Stock Exchanges: Bids will be placed on the BSE and NSE.
- Settlement: Settlement for T day non-Retail bids will occur on T+1 Day. Retail and Employee Category bids from T+1 day will settle on T+2 Day.
Conditions and Investor Declarations
Participation requires strict adherence to the OFS Guidelines. Bidders must acknowledge that the Offer is not a public offering in India under the Companies Act, 2013, and that the Offer Shares have not been registered under the U.S. Securities Act of 1933.
Prospective purchasers, especially those outside the United States, must confirm they are operating in compliance with Regulation S or are Qualified Institutional Buyers (QIBs) under Rule 144A. The Seller reserves the right to cancel the Offer in full if sufficient demand is not met at or above the floor price on T day.
Source: BSE
