JSW Infrastructure Board Approves Equity Raise Framework and New Independent Director Appointment

JSW Infrastructure’s Board of Directors convened on February 20, 2026, approving two major resolutions: the framework for raising funds up to ₹500 crore by issuing up to 25 crore Equity Shares, and the appointment of Mr. Kartick Maheshwari as a Non-Executive, Independent Director. The equity raise is vital for fueling the company’s multi-year expansion plan and ensuring compliance with Minimum Public Shareholding norms. Mr. Maheshwari’s term begins immediately, succeeding the completion of another director’s term in March 2026.

Key Board Decisions of February 20, 2026

The Board of Directors of JSW Infrastructure Limited met today, February 20, 2026, and finalized crucial decisions concerning corporate governance and capital structure. The meeting commenced at 2:00 p.m. IST and concluded at 3:45 p.m. IST.

Appointment of New Independent Director

The Board approved the appointment of Mr. Kartick Maheshwari (DIN: 07969734) as an Additional Director, designated as an Independent Director. This appointment is in anticipation of the second consecutive term of Mr. Amitabh Kumar Sharma ending on March 27, 2026.

  • Term: Mr. Maheshwari’s tenure is set for 3 (three) consecutive years, effective from February 20, 2026, up to February 19, 2029, pending shareholder approval.
  • Profile Highlights: Mr. Maheshwari is a senior partner at Khaitan & Co. with over 20+ years of experience specializing in corporate law, finance, infrastructure, and technology sectors. He previously practiced at White & Case and has received accolades such as Private Equity Lawyer of the Year (India, 2021).
  • Other Directorships: He currently serves on the boards of Pradeep Metals Limited (a listed company) and HubSpot India Private Limited.

Equity Issuance Framework Approved

Further to a prior intimation on February 16, 2026, the Board approved raising funds via the issuance of up to 25,00,00,000 (Twenty-Five Crore) Equity Shares of face value ₹2/- each. This move is intended to support the company’s multi-year expansion program and achieve SEBI’s Minimum Public Shareholding requirement.

The issuance will utilize permissible modes such as Qualified Institutional Placement, Further Public Offer, or Rights Issue, subject to member approval. The Finance Committee has been authorized to determine the final timing, price, terms, and conditions for the issuance.

Strategic Context (From Media Release)

This equity raise will directly support the execution of the company’s ₹39,000-crore integrated capex plan, which aims to scale port capacity from 177 MTPA to 400 MTPA by FY2030, alongside significant investment in an integrated logistics ecosystem.

The company reported a strong financial position as of December 31, 2025, maintaining a Net Debt-to-EBITDA ratio of just 0.76x and possessing Cash & Bank Balances of ₹3,455 crore. Management anticipates operating EBITDA to double by FY28 (from FY26) to reach ~₹5,000.

JSW Infrastructure was listed on October 3, 2023, and is required to reach 25% public shareholding within three years of its IPO.

Source: BSE

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