IRB Infrastructure Developers Ltd Board Approves FY26 3rd Interim Dividend, 11 Bonus Issue, and Capital Restructuring

The Board of Directors of IRB Infrastructure Developers Ltd. approved the Q3FY26 financial results on February 13, 2026. Key recommendations include declaring a 3rd Interim Dividend of 7% (Re. 0.07/share) for FY26 and recommending a 1:1 Bonus Equity Share issue. Additionally, the Board proposed increasing the Authorised Share Capital from Rs. 615 Crore to Rs. 1,260 Crore to facilitate the bonus issuance.

IRB Announces Q3FY26 Results and Key Corporate Actions

At its meeting held on February 13, 2026, the Board of Directors of IRB Infrastructure Developers Ltd. inter-alia approved and recommended several significant proposals, detailed alongside the Consolidated & Standalone Unaudited Financial Results for the quarter and nine months ended December 31, 2025.

Shareholder Rewards: Dividend and Bonus Issue

The Board declared the 3rd Interim dividend of 7% (Re. 0.07/- per equity share of face value Re. 1/- each) for the financial year 2025-26. The record date for this payment is set as February 19, 2026, with payment due on or before March 14, 2026.

Further rewarding shareholders, the Board recommended an issuance of Bonus equity shares in the proportion of 1:1 (one new share for every one existing share held). This requires shareholder approval via Postal Ballot.

Capital Structure Enhancement

To facilitate the bonus issuance and future requirements, the Board recommended an increase in the Authorised Share Capital:

  • From Rs. 615,00,00,000/- (Rs. 615 Crore) divided into 615,00,00,000 equity shares.
  • To Rs. 1,260,00,00,000/- (Rs. 1,260 Crore) divided into 1,260,00,00,000 equity shares.

This also requires consequent alteration to Clause V of the Memorandum of Association, subject to shareholder approval.

Re-appointment of Whole Time Director

The Board recommended the re-appointment of Mrs. Deepali V. Mhaiskar (DIN: 00309884) as Whole Time Director of the Company, effective from May 19, 2026, pending shareholder approval.

Material Related Party Transaction

The Board approved an agreement for the Company to act as the Project Manager for the TOT-18 Project implemented through IRB Chandibhadra Tollway Private Limited (the “Project SPV”). This agreement has an estimated aggregate value of up to Rs. 1,581.83 crore (approximately INR 1,866.55 crore including GST @18%) over a 20-year concession period, to be executed on an arms-length basis.

Financial Highlights (Consolidated)

The Press Release highlighted strong operating performance:

  • Net Profit before exceptional item for Q3FY26 increased to Rs. 253 Crs, marking a 14% Year-on-Year growth.
  • The total dividend for the first nine months of FY26 now stands at 21%.
  • The Group successfully monetized three BOT assets from the Private InvIT, unlocking equity of Rs. 4,900 Crs, and transferred the VM7 HAM asset, unlocking Rs. 513 Crs of equity and reducing debt by over Rs. 700 Crs.
  • This unlocked capital is being deployed to fund the equity requirement for the newly acquired two TOT assets, aggregating to approximately Rs. 14,000 Crs.

Financial Performance Snapshot (Q3) (Rs. in Crs)

Q3FY26 vs Q3FY25 Comparison

Particulars Q3FY26 Q3FY25
Total Income 1,912 2,090
EBITDA 1,063 1,049
Profit Before Tax 338 323
Profit After Tax before exceptional item 253 222
Profit After Tax after exceptional item 211 6,026

The standalone financial results also indicated that the Board recommended a Bonus Issue of 1 share for every 1 share.

Source: BSE

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