A provision is recognized if, as a result of a past event, theCompany has a present legal or constructive obligation thatcan be estimated reliably, and it is probable that an outflow ofeconomic benefits will be required to settle the obligation. Ifthe effect of the time value of money is material, provisions aredetermined by discounting the expected future cash flows ata pre-tax rate that reflects current market assessments of thetime value of money and the risks specific to the liability. Whendiscounting is used, the increase in the provision due to thepassage of time is recognized as a finance costs.
The amount recognized as a provision is the best estimate ofthe consideration required to settle the present obligation atreporting date, taking into account the risks and uncertaintiessurrounding the obligation.
When some or all of the economic benefits required to settlea provision are expected to be recovered from a third party,the receivable is recognized as an asset if it is virtually certainthat reimbursement will be received and the amount of thereceivable can be measured reliably. The expense relating to aprovision is presented in the statement of profit and loss net ofany reimbursement.
Contingent liabilities are possible obligations that arise frompast events and whose existence will only be confirmed bythe occurrence or non-occurrence of one or more futureevents not wholly within the control of the Company. Whereit is not probable that an outflow of economic benefits willbe required, or the amount cannot be estimated reliably,the obligation is disclosed as a contingent liability, unlessthe probability of outflow of economic benefits is remote.Contingent liabilities are disclosed on the basis of judgment ofthe management/independent experts. These are reviewed ateach balance sheet date and are adjusted to reflect the currentmanagement estimate.
Contingent assets are possible assets that arise from pastevents and whose existence will be confirmed only by theoccurrence or non-occurrence of one or more uncertainfuture events not wholly within the control of the Company.Contingent assets are disclosed in the financial statementswhen inflow of economic benefits is probable on the basis ofjudgment of management. These are assessed continually toensure that developments are appropriately reflected in thefinancial statements.
The carrying amounts of the Company's non-financial assetsare reviewed at each reporting date to determine whether thereis any indication of impairment considering the provisions ofInd AS 36 ‘Impairment of Assets'. If any such indication exists,then the asset's recoverable amount is estimated.
The recoverable amount of an asset or cash-generating unit isthe higher of its fair value less costs to disposal and its value inuse. In assessing value in use, the estimated future cash flowsare discounted to their present value using a pre-tax discountrate that reflects current market assessments of the time valueof money and the risks specific to the asset. For the purposeof impairment testing, assets that cannot be tested individuallyare grouped together into the smallest group of assets thatgenerates cash inflows from continuing use that are largelyindependent of the cash inflows of other assets or groups ofassets (the “cash-generating unit”, or “CGU”).
An impairment loss is recognized if the carrying amount of anasset or its CGU exceeds its estimated recoverable amount.Impairment losses are recognized in profit or loss. Impairmentlosses recognized in respect of CGUs are reduced from thecarrying amounts of the assets of the CGU.
Impairment losses recognized in prior periods are assessedat each reporting date for any indications that the loss has
decreased or no longer exists. An impairment loss is reversedif there has been a change in the estimates used to determinethe recoverable amount. An impairment loss is reversed onlyto the extent that the asset's carrying amount does not exceedthe carrying amount that would have been determined, netof depreciation or amortization, if no impairment loss hadbeen recognized.
At inception of a contract, the Company assesses whether thecontract is, or contains a lease. A contract is, or contains a leaseif the contract conveys the right to control the use of an identifiedasset for a period of time in exchange for consideration.
Company as a lessor
The Company classifies each of its leases as either an operatinglease or a finance lease.
Leases in which the Company does not transfer substantiallyall the risks and rewards of ownership of an asset are classifiedas operating leases. Rental income from operating lease isrecognised on a straight-line basis over the term of the relevantlease. Initial direct costs incurred in negotiating and arrangingan operating lease are added to the carrying amount of theleased asset and recognised over the lease term on the samebasis as rental income. The depreciation policy for depreciableunderlying assets subject to operating leases is consistent withthe Company's normal depreciation policy for similar assets.
Contingent rents are recognised as revenue in the period inwhich they are earned.
Leases are classified as finance leases when substantially all ofthe risks and rewards of ownership transfer from the Companyto the lessee. Amounts due from lessees under finance leasesare recorded as receivables at the Company's net investmentin the leases. Finance lease income is allocated to accountingperiods so as to reflect a constant periodic rate of return on thenet investment outstanding in respect of the lease.
Company as a lessee
At the contract commencement date, the Company recognizesright - of - use asset and a lease liability. A right - of - use assetis an asset that represents a lessee's right to use an underlyingasset for the lease term. The Company has elected not to applythe aforesaid requirements to short term leases (leases whichat the commencement date has a lease term of 12 months orless) and leases for which the underlying asset is of low valueas described in paragraphs B3 - B9 of Ind AS 116.
A right of use asset is initially measured at cost and subsequentlyapplies the cost mode ie less any accumulated depreciationand any accumulated impairment losses and adjusted for anyremeasurement of lease liability. Ind AS 16, Property, Plant andEquipment is applied in depreciating the right - of - use asset.
A lease liability is initially measured at the present value ofthe lease payments that are not paid at that date. The leasepayments are discounted using the interest rate implicit in thelease. If that rate cannot be readily determined, the Company'sincremental borrowing rate is used. Subsequently, the carryingamount of the lease liability is increased to reflect intereston lease liability; reduced to reflect the lease payments; andremeasured to reflect any reassessment or lease modificationsor to reflect revised in - substance fixed lease payments.
Lease Receivables securitised out to Special Purpose Vehicle ina securitisation transactions are de-recognised in the balancesheet when they are transferred and consideration has beenreceived by the Company.
The resultant gain/loss arising on securitization is recognisedin the Statement of Profit & Loss in the year in whichtransaction takes place.
Lease Receivables assigned through direct assignmentroute are de-recognised in the balance sheet when theyare transferred and consideration has been received by theCompany. Profit or loss resulting from such assignment isaccounted for in the year of transaction.
In terms of Indian Accounting Standard116, the inceptionof lease takes place at the earlier of the date of the leaseagreement and the date of a commitment by the parties to theprincipal provisions of the lease.
The commencement of the lease term is the date from whichthe lessee is entitled to exercise its right to use the leasedasset. It is the date of initial recognition of the lease.
As such, in respect of Railway Infrastructure Assets, whichare under construction and where the Memorandum ofUnderstanding / terms containing the principal provisions ofthe lease are in effect with the Lessee, pending execution of thelease agreement, the transactions relating to the lease are:
(a) presented as “Advance against Railway InfrastructureAssets to be leased”; and thereafter
(b) transferred to “Project Infrastructure Assets underFinance Lease Arrangement” on receipt of utilizationreport from the lessee; and thereafter
(c) transferred to lease receivable as per Ind AS 116 onexecution of lease agreement.
Dividends and interim dividends payable to the Company'sshareholders are recognized as changes in equity in the periodin which they are approved by the shareholders' meeting andthe Board of Directors respectively.
Material prior period errors are corrected retrospectively byrestating the comparative amounts for the prior periods presentedin which the error occurred. If the error occurred before the earliestperiod presented, the opening balances of assets, liabilities andequity for the earliest period presented, are restated.
Basic earnings per equity share is computed by dividing thenet profit or loss attributable to equity shareholders of theCompany by the weighted average number of equity sharesoutstanding during the financial year.
Diluted earnings per equity share is computed by dividingthe net profit or loss attributable to equity shareholders ofthe Company by the weighted average number of equityshares considered for deriving basic earnings per equityshare and also the weighted average number of equity sharesthat could have been issued upon conversion of all dilutivepotential equity shares.
Statement of cash flows is prepared in accordance with theindirect method prescribed in Ind AS 7 ‘Statement of cashflows'.
The Managing Director (MD) of the Company has been identifiedas the Chief Operating Decision Maker (CODM) as defined byInd AS 108, “Operating Segments”.
The Company has identified ‘Leasing and Finance' as its solereporting segment.
A financial instrument is any contract that gives rise to afinancial asset of one entity and a financial liability or equityinstrument of another entity.
2.22.1. Financial Assets
Initial recognition and measurement
All financial assets are recognized initially at fair value plus,in the case of financial assets not recorded at fair valuethrough profit or loss, transaction costs that are attributableto the acquisition or issue of the financial asset.
Subsequent measurement
Debt instruments at amortized cost
A ‘debt instrument' is measured at the amortized cost ifboth the following conditions are met:
(a) The asset is held within a business model whoseobjective is to hold assets for collecting contractualcash flows, and
(b) Contractual terms of the asset give rise on specifieddates to cash flows that are solely paymentsof principal and interest (SPPI) on the principalamount outstanding.
After initial measurement, such financial assets aresubsequently measured at amortized cost using theEffective Interest Rate (EIR) method. Amortized costis calculated by taking into account any discount orpremium on acquisition and fees or costs that are anintegral part of the EIR. The EIR amortization is includedin finance income in the profit or loss. The losses arisingfrom impairment are recognized in the profit or loss. Thiscategory generally applies to trade and other receivables.
Debt instrument at Fair value through OtherComprehensive Income (FVTOCI)
A ‘debt instrument' is classified as at the FVTOCI if both ofthe following criteria are met:
(a) The objective of the business model is achieved bothby collecting contractual cash flows and selling thefinancial assets, and
(b) The asset's contractual cash flows represent SPPI
Debt instruments included within the FVTOCI categoryare measured initially as well as at each reporting dateat fair value. Fair value movements are recognized in theOCI. However, the Company recognizes interest income,impairment losses & reversals and foreign exchange gainor loss in the profit and loss. On derecognition of theasset, cumulative gain or loss previously recognized inOCI is reclassified from the equity to profit and loss.
Debt instrument at Fair value through profit or loss(FVTPL)
FVTPL is a residual category for debt instruments. Anydebt instrument, which does not meet the criteria forcategorization as at amortized cost or as FVTOCI, isclassified as at FVTPL.
In addition, the Company may elect to classify a debtinstrument, which otherwise meets amortized cost orFVTOCI criteria, as at FVTPL. However, such electionis allowed only if doing so reduces or eliminates ameasurement or recognition inconsistency (referred toas ‘accounting mismatch'). Debt instruments includedwithin the FVTPL category are measured at fair value withall changes recognized in the profit and loss.
Equity investments
All equity investments in entities other than subsidiariesand joint venture companies are measured at fair value.Equity instruments which are held for trading are classifiedas at FVTPL. For all other equity instruments, the Companydecides to classify the same either as at FVTOCI or FVTPL.The Company makes such election on an instrument byinstrument basis. The classification is made on initialrecognition and is irrevocable. The Company has decidedto classify its investments into equity shares of IRCONInternational Limited through FVTOCI.
If the Company decides to classify an equity instrumentas at FVTOCI, then all fair value changes on theinstrument, excluding dividends, are recognized in theOCI. There is no recycling of the amounts from OCI tostatement of profit and loss, even on sale of investment.However, the Company may transfer the cumulative gainor loss within equity.
Equity instruments included within the FVTPL categoryare measured at fair value with all changes recognized inthe profit and loss.
De-recognition
A financial asset (or, where applicable, a part of a financialasset or part of a Company of similar financial assets)isprimarily derecognized (i.e. removed from the Company'sbalance sheet) when:
• The rights to receive cash flows from the assethave expired, or
• The Company has transferred its rights to receivecash flows from the asset or has assumed an
obligation to pay the received cash flows in fullwithout material delay to a third party under a‘pass-through' arrangement; and either (a) theCompany has transferred substantially all the risksand rewards of the asset, or (b) the Company hasneither transferred nor retained substantially all therisks and rewards of the asset, but has transferredcontrol of the asset.
Impairment of financial assets
In accordance with Ind AS 109, the Company appliesexpected credit loss (ECL) model for measurement andrecognition of impairment loss on the following financialassets and credit risk exposure:
(a) Financial assets that are debt instruments, andare measured at amortized cost e.g., loans, debtsecurities, deposits and bank balance.
(b) Financial assets that are debt instruments and aremeasured as at FVTOCI.
(c) Lease receivables under Ind AS 116.
(d) Loan commitments which are notmeasured as at FVTPL.
(e) Financial guarantee contracts which are notmeasured as at FVTPL.
For recognition of impairment loss on other financialassets and risk exposure, the Company determinesthat whether there has been a material increase in thecredit risk since initial recognition. If credit risk has notincreased materially, 12 month ECL is used to providefor impairment loss. However, if credit risk has increasedmaterially, lifetime ECL is used. If, in a subsequent period,credit quality of the instrument improves such thatthere is no longer a material increase in credit risk sinceinitial recognition, then the entity reverts to recognizingimpairment loss allowance based on 12 month ECL.
2.22.2. Financial liabilities
Financial liabilities are classified, at initial recognition,as financial liabilities at fair value through profit or loss,borrowings, payables, or as derivatives designated ashedging instruments in an effective hedge, as appropriate.All financial liabilities are recognized initially at fair valueand, in the case of borrowings and payables, net of directlyattributable transaction costs. The Company's financial
liabilities include trade and other payables, borrowingsincluding bank overdrafts, financial guarantee contractsand derivative financial instruments.
The measurement of financial liabilities depends on theirclassification, as described below:
Financial liabilities at amortized cost
After initial measurement, such financial liabilities aresubsequently measured at amortized cost using theEIR method. Gains and losses are recognized in profitor loss when the liabilities are derecognized as well asthrough the EIR amortization process Amortized costis calculated by taking into account any discount orpremium on acquisition and fees or costs that are anintegral part of the EIR. The EIR amortization is includedin finance costs in the profit or loss. This categorygenerally applies to borrowings, trade payables and othercontractual liabilities.
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or lossinclude financial liabilities held for trading and financialliabilities designated upon initial recognition as at fairvalue through profit or loss. Financial liabilities areclassified as held for trading if they are incurred for thepurpose of repurchasing in the near term. This categoryalso includes derivative financial instruments enteredinto by the Company that are not designated as hedginginstruments in hedge relationships as defined by Ind AS109. Separated embedded derivatives are also classifiedas held for trading unless they are designated as effectivehedging instruments.
Gains or losses on liabilities held for trading arerecognized in the statement of profit and loss.
Financial liabilities designated upon initial recognitionat fair value through profit or loss are designated at theinitial date of recognition, and only if the criteria in Ind AS109 are satisfied. For liabilities designated as FVTPL, fairvalue gains/losses attributable to changes in own creditrisks are recognized in OCI. These gains/losses are notsubsequently transferred to profit and loss. However, theCompany may transfer the cumulative gain or loss withinequity. All other changes in fair value of such liabilityare recognized in the statement of profit and loss. TheCompany has not designated any financial liability as atfair value through profit and loss.
A financial liability is derecognized when the obligationunder the liability is discharged or cancelled or expires.When an existing financial liability is replaced by anotherfrom the same lender on substantially different terms, orthe terms of an existing liability are substantially modified,such an exchange or modification is treated as thederecognition of the original liability and the recognitionof a new liability. The difference in the respective carryingamounts is recognized in the statement of profit and loss.
Derivative financial instruments
Initial recognition and subsequent measurement
The Company uses derivative financial instruments, suchas forward currency contracts, cross currency swaps andinterest rate swaps to hedge its foreign currency risksand interest rate risks of foreign currency loans. Suchderivative financial instruments are initially recognizedat fair value on the date on which a derivative contractis entered into and are subsequently re-measured at fairvalue. Derivatives are carried as financial assets whenthe fair value is positive and as financial liabilities whenthe fair value is negative. Any gains or losses arisingfrom changes in the fair value of derivatives are takento statement of profit and loss. Where the derivative isdesignated as a hedging instrument, the accounting forsubsequent changes in fair value depends on the natureof item being hedged and the type of hedge relationshipdesignated. Where the difference is a pass through thelessee, the amount is received/ reimbursed to the lessee.
Hedge Accounting
To qualify for hedge accounting, the hedging relationshipmust meet all of the following requirements:
- there is an economic relationship between thehedged item and the hedging instrument
- the effect of credit risk does not dominate the valuechanges that result from that economic relationship
- the hedge ratio of the hedging relationship is thesame as that resulting from the quantity of thehedged item that the entity actually hedges and thequantity of the hedging instrument that the entityactually uses to hedge that quantity of hedged item.
All derivative financial instruments designated underhedge accounting are recognised initially at fair value andreported subsequently at fair value at each reporting date.To the extent that the hedge is effective, changes in the fair
value of derivatives designated as hedging instruments incash flow hedges are recognised in other comprehensiveincome and included within the cash flow hedge reservein equity. Any ineffectiveness in the hedge relationship isrecognised immediately in Statement of profit and loss.
At the time the hedged item affects Statement ofprofit and loss, any gain or loss previously recognisedin other comprehensive income is reclassified fromequity to Statement of Profit and Loss and presentedas a reclassification adjustment within othercomprehensive income.
At the inception of each hedging relationship, thecompany formally designates and documents the hedgerelationship, in accordance with the company's riskmanagement objective and strategies. The documentationincludes identification of the hedged item, hedginginstrument, the nature of risk(s) being hedged, the hedgeratio and how the hedging relationship meets the hedgingeffectiveness requirements.
Accounting Standards notified, either not yet effective ornot applicable to the Company:
Ministry of Corporate Affairs (“MCA”) notifies new standardsor amendments to the existing standards under Companies(Indian Accounting Standards) Rules as issued from time totime. For the year ended March 31,2026, MCA has notified thebelow amendments:
The following major amendments have been made;
Amendment of Ind AS 1 - Presentation of FinancialStatements by Notification Dated 13th August 2025
The amendment relates to classification of liabilities as currentor non-current and non-current liabilities with covenants. Inthe context of classifying a liability as current, it removes therequirement of existence of a right to defer settlement for atleast 12 months after the reporting date, and instead requiresthat the said right should exist on the reporting date and havesubstance. The amendment also introduces guidance onclassification of liabilities with covenants. The Company hasno material impact of these amendments in its classificationcriteria of current and non-current liabilities.
Amendment of Ind AS 21 - The Effects of Changes in ForeignExchange Rates by Notification Dated 7th May 2025
In May 2025, the Ministry of Corporate Affairs (MCA) notifiedamendments to Ind AS 21, The Effects of Changes in Foreign
Exchange Rates, applicable with effect from April 1, 2025. Theamendment provides additional guidance in situations wherea currency is not exchangeable and clarifies the determinationof exchange rates to be used in such circumstances, along withrelated disclosure requirements. The Company has evaluatedthe amendment and concluded that it does not have anyimpact on its financial statements.
Amendment of Ind AS 7 - Statement of Cash Flows byNotification Dated 13th August 2025
In August 2025, the Ministry of Corporate Affairs (MCA) notifiedamendments to Ind AS 7, Statement of Cash Flows, applicablewith effect from April 1,2025. The amendments require entitiesto provide enhanced disclosures relating to supplier financearrangements, including the nature of such arrangements, thecarrying amount of related financial liabilities, and the rangeof payment due dates. The objective of the amendment is toenable users of financial statements to assess the impact ofsupplier finance arrangements on an entity's liabilities, cashflows, and liquidity risk. The Company has evaluated theamendment and concluded that it does not have any impact onits financial statements.
Amendment of Ind AS 107 - Financial Instruments:Disclosures by Notification Dated 13th August 2025
In August 2025, the MCA notified amendments to Ind AS107, Financial Instruments: Disclosures, applicable witheffect from April 1, 2025. The amendments require entitiesto include supplier finance arrangements as a factor inevaluating concentration of liquidity risk and to provide relatedqualitative and quantitative disclosures. These disclosures areintended to enhance transparency regarding the effect of sucharrangements on an entity's risk exposure and financial position.The Company has reviewed the amendment and determinedthat it does not have any impact on its financial statements.
Amendment of Ind AS 12 - Income Taxes by NotificationDated 13th August 2025
The MCA also notified amendments to Ind AS 12, Income Taxes,relating to the International Tax Reform - Pillar Two ModelRules. The amendments introduce a temporary mandatoryexception from accounting for deferred taxes arising from theimplementation of the Pillar Two rules and require entities todisclose the application of such exception. The amendmentis effective immediately and applies retrospectively. TheCompany has reviewed the amendment and determined that itdoes not have any impact on its financial statements.
*Note
(i) No impairment loss has been recognised on lease receivables from Ministry of Railways, Government of India, a sovereign receivable asper Reserve Bank of India letter no. DNRB (PD). CO.No.1271/03.10.001/2018-19 dated 21-December-2018. (Refer note-18)
(ii) For lease receivables from other then from Ministry of Railways, the Company has computed expected credit loss as per Ind AS109, Financial Instruments in accordance with the erstwhile Reserve Bank of India direction RBI/2019-20/170 DOR(NBFC).CC.PD.No.109/22.10.106/2019-20 dated 13th March 2020, based on Reserve Bank of India circular no. RBI/2017-18/181_DNBR (PD) CC No.092/03.10.001/2017-18 dated 31 May 2018 read with letter no. DNRB (PD) CO No. 1271/03.10.001/2018-19 dated 21 December 2018,which was earlier exempted vide notification DNBR.PD.008/03.10.119/2016-17 dated 1st September 2016 for all government NBFCcompany. (Refer note-18).
(v) The company has not, for a period of 5 years immediately preceding the balance sheet date:- issued equity share without payment beingreceived in cash.
- issued equity share by way of bonus share.
- bought back any of its share.
(vi) The company has no equity share reserve for issue under options/contracts
(vii) The Company has completed its Initial Public Offering (IPO) of 1,78,20,69,000 equity shares of face value of H10/- each at an issue priceof H26/- per equity share aggregating to H 4,633.38 crores, consisting of fresh issue 1,18,80,46,000 equity shares aggregating to H 3,088.92crores and an offer for sale of 59,40,23,000 equity shares aggregating to H 1,544.46 crores by the Government of India. The equity sharesof the Company were listed on BSE Limited and National Stock Exchange of India Limited on 29th January 2021. Further The President ofIndia, acting through and represented by the Ministry of Railways, disinvested 1.71% of its holdings through an Offer for Sale (OFS) to non¬retail and retail investors on February 25, 2026 and February 26, 2026. The total holding of the Government of India as of March 31,2026,is 84.65% (compared to 86.36% in the previous year).
Note 33 : Leases
Receivables (Note No. 6) include lease receivables representing the present value of future Lease Rentals receivables on the finance leasetransactions entered into by the Company.
The lease agreement in respect of these assets is executed at the year-end based on the lease rentals and Implicit Rate of Return (IRR) withreference to average cost of annual incremental borrowings plus margin decided at that time. Any variation in the lease rental rate or theimplicit rate of return for the year is accordingly adjusted at the year-end.
IRFC commenced project funding to MoR (Ministry of Railways) for creation & development of railway infrastructure projects in October 2015under finance lease model with commencement of lease rentals after a gestation period of 5 years as per memorandum of understandingentered with MoR on 23rd May, 2017. The amount advanced to MoR has been shown as “Advance to MoR for Railway Infrastructure Projects”.From the said account, the Company on receipt of confirmation/utilization reports from ministry of railways, transfers amount actually utilisedto “project infrastructure asset under finance lease”. Company has till date has executed the Lease Agreement(s) for EBR IF 2015-16, EBR IF
2016-17, EBR IF 2017-18, EBR IF 2018-19 and lease agreements for National Projects 2018-19 & 2019-20 with MoR with respect to aforesaidinfrastructure assets. As at 31st March 2025, the execution of Lease Agreement for EBR IF 2019-20 was under process. However, during FY 2025¬26 based on the mutual discussion between IRFC and MoR, the gestation period of 5 years was increased by another 1 year for EBR IF 2019-20as the assets to be leased under the agreement were still in final stage of development. Accordingly, the execution of Lease Agreement for EBRIF 2019-20, EBR_IF 2020-21 & EBR_S 2020-21 is under process and suitably the lease receivables have been recognised with effect from 24thMarch 2026. The lease agreements for funding for EBR_IF from FY 2021-22 to FY 2022-23 shall be executed on completion of moratorium period.
IRFC board has approved financing of 20 BOBR rakes under General Purpose Wagon Investment Scheme (GPWIS) of Indian Railways to NTPCfor up to H 700 crore on finance lease basis on 8th October 2024. Under the above-board sanction, IRFC has signed a lease agreement withNTPC Ltd for 8 BOBR rakes amounting to H 250.12 crore in the first phase.
Reconciliation of the lease receivable amount on the gross value of leased assets worth H 5,60,500.07 crore (31 March 2025 : H 4,40,657.35crore) owned by the Company and leased to the Ministry of Railways (MoR) is as under:
Note 33.1
The Company has lease contracts for office premises. The Company has recognised Right of Use Asset and Lease Liability for all the leases.Refer to Note 2.14 material accounting policy on leases.
Lease term includes the renewal term wherever the lessee has the option to renew the lease as it is reasonably certain for the lessee to exercisethe option. However, the Company is not reasonably certain to exercise the termination option after the expiry of lock in period. There are norestrictions imposed by lease arrangements.
(b) The Income Tax Authority have raised demands on account of various disallowances of expenditure of different assessment years, whichcompany is contesting and management believes that its position will likely be upheld in the appellate process.
(c) GST authorities have raised demands on the Input Tax Credit (ITC) availed on assets relating to railway projects. The Company hascontested the demands on merit and has filed appeals before the appropriate Appellate Authorities. The Company has also deposited therequisite pre-deposit amounts in accordance with the provisions of the GST Act. Management believes there is a reasonable likelihoodof success in these appeals. Further, as per the lease agreements executed with the Ministry of Railways (MoR), GST or other tax liabilityarising from these transactions is contractually recoverable from the MoR. Accordingly, there is no expected net outflow of economicresources from the Company. The demand includes T353.18 crores raised by the Assistant Commissioner (State Tax), Chennai, on ITCavailable in GSTR 2A but not claimed (lapsed), etc. Against the demand, a writ petition was filed before the Hon'ble High Court of Madras,vide order dated 04.07.2023, which granted a stay on the demand order, and the proceedings are still going on.
An appeal is to be filed before the Hon'ble GST Appellate Tribunal, Bengaluru, Karnataka, for an amount of T3.77 crores against the orderissued by the First Appellate Authority, Hubballi, on ineligible ITC, etc.
Further, the Company has filed appeals before the First Appellate Authorities, and the proceedings are going on in the states for thebalance of the demands.
Note 36: Segment reporting
The Company has identified "Leasing and Finance" as its sole reporting segment. Thus, there is no inter-segment revenue and the entirerevenue is presented in the statement of profit and loss is derived from external customers all of whom are domiciled in India, the Company'scountry of domicile.
All non-current assets other than financial instruments are also located in India.
The Company derives more than 10% of its revenue from a single customer (ie. Ministry of Railways , Government of India (MOR) and entitiesunder the control of MOR) and the break up of this revenue is as under:
Notes:
1. The discount rate is based on the prevailing market yield of India Government securities as at the balance sheet date for theestimated term of obligations.
2. The estimate of future salary increases considered in actuarial valuation takes into account inflation, seniority, promotion and otherrelevant factors such as supply and in the employment market.
3. The expected return is based on the expectation of the average long term rate of return expected on investments of the fund duringthe estimated term of the obligations.
Note 38: Financial Instruments
The Company manages its capital to ensure that the Company will be able to continue as going concern while maximizing the return toshareholders and also complying with the ratios stipulated in the loan agreements through the optimization of the debt and equity balance.
The capital structure of the Company consists of net debt (Debt Securities & Borrowings as detailed in Note 15 & 16 offset by cash and bankbalances as detailed in Note 3 ) and total equity of the Company.
38.1.1 Gearing ratio
The gearing ratio at the end of the reporting period was as follows:
38.2.2: Fair value measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or mostadvantageous) market at the measurement date under current market conditions, regardless of whether that price is directly observable orestimated using a valuation technique.
In order to show how fair value have been derived, financial instruments are classified based on hierarchy of valuation techniques asexplained below:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices inmarkets that are not active) or indirectly (i.e. quoted prices for similar assets or liabilities);
Valuation technique used to determine fair value
For financial assets and financial liabilities that have a short term maturity (less than twelve months), the carrying amount which are net ofimpairment, are a reasonable approximation of their fair value. Such instruments include: cash and cash equivalents, balance other than cashand cash equivalents, trade payables, short term loans and borrowings.
The fair value of Investment in IRCON International Limited is measured as per the quoted on National Stock Exchange (Level 1 Input)as on31 March 2026 & 31 March 2025
Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required).
The directors consider that the carrying amounts of financial assets and financial liabilities recognised in the financial statements approximatetheir fair values.
The Company's activities expose it to a variety of financial risks which includes market risk (including currency risk, interest rate risk and otherprice risk), credit risk and liquidity risk.
The Company's focus is to ensure liquidity which is sufficient to meet the Company's operational requirements. The Company monitors andmanages key financial risks so as to minimise potential adverse effects on its financial Performance. The Company has a risk management policywhich covers the risks associated with the financial assets and liabilities. The details for managing each of these risks are summarised ahead.
Market risk is the risk that the expected cash flows or fair value of a financial instrument could change owing to changes in marketprices. The Company's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates.Company use derivative instruments to manage market risk against the volatility in foreign exchange rates and interest rates in order tominimize their impact on its results and financial position. Company policy is not to utilize any derivative financial instruments for trading orspeculative purposes.
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise.
The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reportingperiod are as follows.
Foreign currency sensitivity analysis
The following table details the company's sensitivity to a 10% increase and decrease in the INR against the relevant outstanding foreign currencydenominated monetary items. 10% sensitivity indicates management's assessment of the reasonable possible change in foreign exchange rates.The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end fora 10% change in foreign currency rates. A positive number below indicates an increase in profit or equity where Rupee appreciates 10% against therelevant currency. A negative number below indicates a decrease in profit or equity where the Rupee depreciates 10% against the relevant currency.
38.6: Interest rate risk management
The Company is exposed to interest rate risk because it borrows funds at both fixed and floating interest rates. The risk is managed by theCompany by maintaining an appropriate mix between fixed and floating rate borrowings. Company use financial instruments to manage itsexposure to changing interest rates and to adjust its mix of fixed and floating interest rate debt on long-term debt.
The Company's exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk managementsection of this note.
Interest rate sensitivity analysis
The sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and non-derivative instrumentsat the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the endof the reporting period was outstanding for the whole year. A 50 basis point increase or decrease represents management's assessment of thereasonably possible change in interest rates.
If interest rates had been 50 basis points higher/ lower and all other variables were held constant, the Company's:
i) Profit for the year ended 31 March 2026 would decrease/increase by H 1278.84 crore (31 March 2025: decrease/increase H 1184.81 crore).This is mainly attributable to the Company's exposure to interest rates on its rate debt securities;
ii) Profit for the year ended 31 March 2026 would decrease/increase by H 842.66 crore (31 March 2025: decrease/increase H 875.59 crore).This is mainly attributable to the Company's exposure to interest rates on its rate borrowings.
Interest Rate Benchmark Reform:
Exposure directly affected by the interest rate benchmark reform as required by Ind-AS 107, para 24-I and 24-J
The total amount of exposure that is directly affected by Interest Rate Benchmark Reform (IBOR) i.e. after June 2023 is USD 3,300 million(Amount in H 31,375.92 crore) as on 31.03.2026. Out of this, the amount of the derivative exposure linked with such liabilities and accountedfor under hedge accounting is USD 225 million (Amount in H 550.29 crore)
Managing the process of transition to alternative benchmark rates.
The Standard ISDA IBOR Fallback Protocol has been followed by the Company for transition from USD LIBOR to alternate reference rate/benchmark. For certain facilities, the Company has executed bilateral agreements with the lender to transition from USD LIBOR. For thesebilaterally negotiated agreements, the Company has negotiated slight alterations in certain standard terms mentioned in the ISDA IBORFallback Protocol for operational purposes.
Significant assumptions for exposure affected by the interest rate benchmark reform
The alternative reference rate/benchmarks for the LIBOR linked loans and their derivatives have been agreed with the lenders and the derivativebankers. As a result of such reform there has been no change in the relationship of the hedged items, hedged instruments and its correspondinghedge effectiveness.
The hedge accounting relationships that are affected by the adoption of the temporary exceptions are presented in the balance sheet in note5, ‘Derivatives Financial Instruments'.
The Company has a small amount of investment in equity instruments, price risk of which is not considered material.
Credit risk arises from the possibility that the counterparty will default on its contractual obligations resulting in financial loss to the company.To manage this, the Company has established a comprehensive credit risk management framework covering appraisal, sanction, disbursementand post-disbursement monitoring of exposures. Credit risk is continuously monitored through internal assessment, external ratings andperiodic evaluation of borrower performance, including Government support mechanisms, where applicable.
The Company consider the probability of default upon initial recognition of assets and whether there has been a significant increase in creditrisk on an ongoing basis through each reporting period. To assess whether there is significant increase in credit risk, it considers reasonableand supportive forward looking information such as:
(i) Actual or expected significant adverse change in business.
(ii) Actual or expected significant changes in the operating results of the counterparty.
(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty's ability to meet its obligation.
(iv) Significant increase in credit risk and other financial instruments of the same counterparty.
(v) Significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements.
RBI vide its circular dated 13 March 2020 “Implementation of Indian Accounting Standards by Non-Banking Financial Companies and assetsReconstruction Companies”, required the Board of Directors to approve sound methodologies for computation of Expected Credit Losses(ECL). .As such company has formed a ECL policy to manage its credit risk.
Credit risk is managed through approvals, establishing credit limits, continuous monitoring of creditworthiness of customers to which thecompany grants credit terms in the normal course of business. The company also assesses the financial reliability of customers taking intoaccount the financial condition, current economic trends and historical bad debts and ageing of accounts receivables.
The Company's major exposure is from lease receivables from the Ministry of Railways, Government of India; lease receivables from NTPCLimited; and loans to other Government related entities. There is no credit risk on lease receivables being due from sovereign. With respect tothe lease receivables from NTPC Limited and loans given to other government related entities, the Company considers the Reserve Bank ofIndia Master Direction - Reserve Bank of India (Non-Banking Financial Company - Income Recognition, Asset Classification and Provisioning)Directions, 2025 [DOR.STR.REC.NO.275/21.04.048/2025-26 dated 28/11/2025 as updated time to time] to be adequate compliance with theimpairment norms as per Ind AS 109, Financial Instruments, as these entities are either under the Ministry of Railways or are public sectorundertakings backed by the Government of India. The Company does not expect any concern regarding the repayment of the aforesaid loans.
38.8.2: Measurement of Expected Credit Loss
a) Three-stage impairment model
In accordance with Ind AS 109, the Company applies a three-stage approach for classification of financial assets:
• Stage 1: Financial assets with no significant increase in credit risk since initial recognition. These are considered performing assetsand subject to 12-month ECL.
• Stage 2: Financial assets that have experienced a significant increase in credit risk since initial recognition. These are consideredunder-performing assets and subject to lifetime ECL.
• Stage 3: Financial assets that are credit impaired. These are considered non-performing assets and subject to lifetime ECL.
b) Significant Increase in Credit Risk (SICR)
Assessment of SICR is performed at each reporting date at the instrument level. The Company considers both quantitative and qualitativeindicators, including:
• Changes in internal or external credit ratings
• Actual or expected significant changes in the borrower's financial results
• Significant changes in the expected performance and behaviour of the borrower
• Changes in the economic, regulatory, or technological environment of the borrower
• Past-due information
c) Definition of default / credit-impaired assets
A financial asset is considered credit-impaired when one or more events occur that adversely affect the estimated future cash flows.Borrowers classified under restructuring arrangements are also considered credit-impaired irrespective of DPD status, where applicable.
d) ECL methodology
ECL represents an unbiased, probability-weighted estimate of credit losses, being the present value of all expected cash shortfalls overthe life of the financial instrument.
ECL is computed using the following key parameters:
• Probability of Default (PD)
• Loss Given Default (LGD)
• Exposure at Default (EAD)
The computation incorporates the time value of money using the effective interest rate.
e) Probability of Default (PD)
PD estimation follows a forward-looking Point-in-Time (PIT) approach derived from Through-the-Cycle (TTC) PDs. Given the PSU-dominated portfolio with negligible historical defaults, external transition matrices are used as proxies. These are adjusted usingmacroeconomic variables such as Gross Domestic Product (GDP) and Government revenue, which are key drivers of credit risk forGovernment-supported entities.
f) Loss Given Default (LGD)
In the absence of sufficient internal default history, LGD is determined based on regulatory guidance and represents a conservativeestimate of loss, factoring in limited historical loss experience and inherent sovereign support characteristics of the portfolio.
g) Exposure at Default (EAD)
EAD represents the expected exposure at the time of default and includes outstanding principal, accrued interest and probable utilizationof undrawn commitments adjusted using Credit Conversion Factors (CCF). The estimation reflects contractual cash flows, amortizationschedules and behavioral factors.
38.8.3: Forward-looking Information and Scenario Analysis
The Company incorporates forward-looking macroeconomic information through a multi-scenario approach, including base, optimistic andstressed scenarios. Macroeconomic forecasts are sourced from external agencies and adjusted for internal expectations.
Scenario probabilities are assigned based on management judgement, ensuring appropriate representation of downside risks considering themacroeconomic sensitivity of Government-linked entities.
38.8.6: Key Judgements and Estimates:
The computation of ECL involves significant judgements, including:
• Determination of SICR
• Estimation of PD incorporating macroeconomic overlays
• Selection of LGD in absence of default experience
• Assessment of Government support and sovereign backing
• Determination of scenario weights and forward-looking assumptions
Liquidity risk is defined as the potential risk that the Company cannot meet the cash obligations as they become due.
Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity riskmanagement framework for the management of the company's short, medium, and long-term funding and liquidity management requirements.The Company manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecast and actualcash flows, and by matching the maturity profiles of financial assets and liabilities. Besides, there is a provision in the lease agreements withthe Ministry of Railways (MOR) whereby MOR undertakes to provide lease rentals in advance (to be adjusted from future payments) in case theCompany doesn't have adequate liquidity to meet its debt service obligations.
a) The Company holds derivative financial instruments such as foreign currency forward contracts to mitigate the risk of changes inexchange rates on foreign currency exposures. The objective of hedges is to minimize the volatility of INR cash flows of highly probableforecast transaction.
Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectivenessassessments to ensure that an economic relationship exists between the hedged item and hedging instrument, including whether thehedging instrument is expected to offset changes in cash flows of hedged items.
However, the gain/(loss) on account of exchange rate variations on all foreign currency loans and foreign currency monetary items alongwith hedging cost is recoverable from MoR as per the lease agreements executed with them, except foreign currency borrowings raisedduring FY 25-26 (refer note 38.10 b)
b) Hedge Accounting
The Company designates certain derivatives as hedging instruments in respect of foreign currency risk and interest rate risk in cash flowhedges. For option contracts, the Company designates only the intrinsic value of option contracts as a hedged item by excluding the timevalue of the option. The changes in the fair value of the aligned time value of the option are recognised in Other Comprehensive Incomeand accumulated in the cost of hedging reserve. The time value of the options at the inception of the hedging relationship is reclassifiedto Profit or Loss on a straight-line basis.
Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectivenessassessments to ensure that an economic relationship exists between the hedged item and hedging instrument. The Company appliesthe following effectiveness testing strategies.
For option structures, the Company analyses the behaviour of the hedging instrument and hedged item using Critical Terms Match Method.
The Company has established a hedge ratio of 1:1 for the hedging relationships as the underlying risk and notional amount of the hedginginstruments are identical to the hedged items.
Note 40: Offer for sale(OFS)
The President of India, acting through and represented by the Ministry of Railways, disinvested 1.71% of its holdings through an Offer for Sale
(OFS) to non-retail and retail investors on February 25, 2026 and February 26, 2026. The total holding of the Government of India as of March
31,2026, is 84.65% (compared to 86.36% in the previous year).
Other Disclosures
Note 41:
(a) Lease rental is charged on the assets leased from the first day of the month in which the Rolling Stock assets have been identified andplaced on line as per the Standard Lease Agreements executed between the Company and MOR from year to year.
(b) Ministry of Railways (MOR) charges interest on the value of the assets identified prior to the payments made by the Company, from the firstday of the month in which the assets have been identified and placed on line to the first day of the month in which the money is paid to theMOR. However, no interest is charged from the MOR on the amount paid by the company prior to identification of Rolling stock by them.
(c) (i) Interest rate variation on the floating rate linked rupee borrowings and interest rate and exchange rate variations on interest payments
in the case of foreign currency borrowings are adjusted against the lease income/ pre-commencement lease income in terms ofthe variation clauses in the lease agreements for Rolling Stock/ memorandum of understanding (MoU) for funding of Infrastructureassets executed with the Ministry of Railways. During the year ended 31 March 2026, such differential has resulted in an amount ofH 2,623.58 crore refundable to the Company ( 31 March 2025: H 3617.34 crore crore, refundable to the Company) which has beenaccounted for in the lease income/pre-commencement lease income.
(ii) In respect of foreign currency borrowings, which have not been hedged, variation clause have been incorporated in the leaseagreements specifying notional hedging cost adopted for working out the cost of funds on the leases executed with MOR. Hedgingcost in respect of these foreign currency borrowings is compared with the amount recovered by the company on such account onnotional cost basis and accordingly, the same is adjusted against the lease income. During the year ended 31 March 2026 in respectof these foreign currency borrowings, the Company has recovered a sum of H 1,506.74 crore (31 March 2025: H 1,536.32 crore) onthis account from MoR against a sum of H Nil crore (31 March 2025: H Nil crore) incurred towards hedging cost and the balanceamount of H 1,506.74 crore (31 March 2025: H 1,536.32 crore) is refundable to MoR.
(d) For computing the Lease Rental, in respect of the rolling stock assets acquired and leased to the Ministry of Railways amounting to H Nilcrore during the period ended 31st Mar 2026 (31st Mar 2025: H Nil crore), the Lease Rental Rate and the Internal Rate of Return have beenworked out with reference to the average cost of incremental borrowings made during the year plus the margin.
(e) The Leases executed for Rolling Stock in the year 1995-96, 1994-95, 1993-94, 1992-93,1991-92, 1990-91, 1989-90 and 1988-89 forH 658.75 crore, H 1050.10 crore, H 900.38 crore, H 961.82 crore, H 1,500.49 crore, H 1,170.04 crore, H 1,072.56 crore & H 860.73 crore haveexpired on 31 March 2025, 31 March 2024, 31 March 2023, 31 March 2022, 31 March 2021, 31 March 2020 & 31 March 2019 respectively.During the primary and secondary lease periods full value of assets (including interest) has been recovered from the lessee ( MOR). Theseassets have outlived their useful economic life.
Note 42:
(a) The Reserve Bank of India has issued Master Direction - Non- Banking Financial Company- Scale Based Regulation) Directions, 2023 videnotification DoR.FIN.REC.No.45/03.10.119/2023-24 dated 19th October 2023 (updated as on November 10, 2023). The Reserve Bank ofIndia has granted exemption to the Company in respect of classification of asset, provisioning norms and credit concentration norms tothe extent of direct exposure to sovereign.
(b) The Company is creating the Reserve Fund as required u/s 45IC of RBI Act, 1934, wherein at least 20% of net profit every year will betransferred before the declaration of dividend. No appropriation is allowed to be made from the reserve fund except for the purpose as
may be specified by the Bank from time to time and further, any such appropriation is also required to be reported to the Bank within 21days from the date of such withdrawal.
The Company has created a reserve of H1401.83 & crore for the year ended 31st March 2026 (H 1300.4 crore in 31 March 2025) u/s 45IC.
Note 43:
(a) (i) The Finance Act, 2001 provides for the levy of service tax on the finance and interest charges recovered through lease rental
instalments on the Financial Leases entered on or after 16-07-2001. The Central Government vide Order No.1/1/2003-ST dated 30April 2003 and subsequent clarification dated 15-12-2006 issued by the Ministry of Finance has exempted the Lease Agreementsentered into between the Company and the Ministry of Railways from the levy of Service Tax thereon u/s 93(2) of the Finance Act, 1994.
(ii) The GST Council in their meeting held on 19 May, 2017 has exempted the services of leasing of assets (rolling stock assets includingwagons, coaches, locos) by Indian Railways Finance Corporation to Indian Railways from the levy of Goods & Service Tax (GST),Notification No. 12/2017 (Heading 9973) which has been made applicable with effect from 1 July, 2017. Vide notification no. 07/2021dated 30.09.2021 issued by the Ministry of Finance, the said GST exemption on leasing of rolling stock by Indian Railways FinanceCorporation to Indian Railways is withdrawn w.e.f. 01.10.2021
(b) (i) The Company had deposited a sum of H1,466.45 crore towards GST under the reverse charge mechanism for funds transferred to
MoR for making payments on behalf of the Company to contractors for the construction of projects for the period November 2017to June 2018. As opined by the tax consultant, the above transaction did not involve any supply from MoR to the company, andaccordingly, no GST under RCM was payable by the Company, and hence, refund applications were filed with the GST department forthe refund of said deposit of H 1,466.45 crore. However, vide orders dated 22-09-2020 and 30-09-2020, the said refund applicationshave been rejected by the additional commissioner (Department of Trade and Taxes), GNCT of Delhi. The Company has filed 6appeals before the first appellate authority through its attorney, New Delhi, against the rejection of refund orders on 24 December2020 and 29 December 2020. Further, DGGI, Delhi raised demand of Service tax under RCM on funds transferred to MoR for thedevelopment of project assets from April 16 to June 17 (in the Pre-GST period) on similar grounds and IRFC received a favourableorder from DGGI, Delhi on 27-03-25 towards dropping the demand for service tax. On similar lines, it is expected that IRFC wouldget the refund of GST along with Interest. Hearing of the case is progressing smoothly, with the last hearing on December 10, 2025,allowing us to explain the matter in detail to the Special Commissioner. As a result, proceedings are actively advancing.
(ii) In the ultimate event of non-admissibility of refund claims by the GST department, the amount would be adjusted by the Companyagainst the GST liability on lease rentals from infrastructure assets to be leased to MoR or other GST liability in future.
Note 44:
Increase/(Decrease) in liability due to exchange rate variation on foreign currency loans for purchase of leased assets/creation of Infrastructureassets leased to MoR amounting to H 5,750.88 crore (31 March 2025: H 1913.60 crore) has not been charged to the Statement of Profit andLoss as the same is recoverable from the Ministry of Railways (lessee) separately as per lease agreements in respect of rolling stock assets/memorandum of understanding (MoU) for funding of Infrastructure assets to be leased. The notional hedging cost on external commercialborrowings inbuilt into the Lease Rentals amounting to H 232.39 crore (31 March 2025: H 232.39 crore) is refundable to Ministry of Railwaysfor the year ended 31 March 2026 (Ref of Note 41 C (ii)). Further, a sum of H 862.70 Crore (31 March 2025: H702.83 crore) has been recoveredtowards crystallised exchange rate variation on foreign currency loans repaid during the year ended 31st March 2026. The amount recoverablefrom MoR on account of exchange rate variation net of notional hedging cost and crystallised exchange rate variation is H 11,386.41 crore (31March 2025: H 6730.61 crore).
Effective portion of (loss)/gain on account of decrease/increase in the fair value of the interest rate derivative assets (hedging instruments)amounting to H 41.24 crore (31 March 2025:H 50.79 crore) classified as cash flow hedges has not been recognised in the other comprehensiveincome as the same is recoverable/refundable to the MOR (Lessee) since the derivatives have been contracted to hedge the financial risk ofMOR (Lessee). The same does not include decrease/increase in the fair value the designated foreign currency option contracts. Ref (38.10 (b))
Note 45:
The Ministry of Railways (MOR) vide letter dated 23 July 2015 had authorized the Company to draw funds from Life Insurance Corporation ofIndia (LIC) in consultation with MOR for funding of Railway Projects in line with finance leasing methodology adopted by Company for fundingRailway Projects in past. In addition to funds raised from LIC, the Company has also funded MoR from other borrowings and internal accruals.Pending execution of the Lease Documents, the Company had entered into a Memorandum of Understanding with the Ministry of Railways on23 May 2017 containing principal terms of the lease transactions. The Company has now entered a fresh Memorandum of Understanding withMinistry of Railways on 2 March 2021 superseding all earlier MoU/arrangement.
During FY 2021-22, the Lease Agreement(s) for Project assets funded under EBR IF 2015-16 and National Projects 2018-19 between MOR and theCompany with respect to aforesaid infrastructure assets was executed on 28th March 2022. Similarly, during financial year 2022-23, the LeaseAgreement(s) for EBR IF 2016-17 and National Projects 2019-20 and in Financial Year 2023-24 and Financial Year 2024-25, the Lease Agreementsfor EBR IF 2017-18 and EBR IF 2018-19, between MOR and the Company with respect to infrastructure assets have been executed, respectively.As at 31st March 2025, the execution of Lease Agreement for EBR IF 2019-20 was under process. However, during FY 2025-26 based on the mutualdiscussion between IRFC and MoR, the gestation period of 5 years was increased by another 1 year for EBR_IF 2019-20 as the assets to be leasedunder the agreement were still in final stage of development. Accordingly, the execution of Lease Agreement for EBR IF 2019-20, EBR_IF 2020-21& EBR_S 2020-21 is under process and suitably the lease receivables have been recognised with effect from 24th March 2026.
During the year ended 31 March 2026 a sum of H 7,689.80 crore (31 March 2025 H 8,557.46 crore) incurred by the Company on account ofinterest cost on the funds borrowed for the purpose of making aforesaid advances has been capitalised and added to the 'Project InfrastructureAsset under Finance Lease Arrangements-EBR-IF' , ‘Project Infrastructure Asset under Finance Lease Arrangements-EBR Special' and'Advance funding against National Project'. The same would be recovered through lease rentals in future over the life of the leases as per leaseagreement(s) to be entered. Details are as under:
Note 46:
i Ministry of Railways, Government of India is the Parent of the Company. The Company leases various assets including rolling stock,locomotives, project infrastructure assets such as railway tracks, signalling system, railways stations, bridges etc to Ministry of Railwaysunder finance lease model as per IndAS 116. The computation of lease income requires estimation of a number of financial metricssuch as source of borrowings, weighted average cost of capital, approved margins, exchange and interest rate variations etc which isdetermined on a continuous basis in consultation with Ministry of Railways. The weighted average cost of capital and margin have beenfinalised for the disbursement made till FY 2022-23. No disbursement made to the MoR for the FY 2023-24 onwards.
ii The reconciliation with the Ministry of Railways uptill FY 2024-2025 has been completed. The reconciliation of balances with MoR ason 31st March 2026 will be carried out in due course based on audited accounts of FY 2025-26. The disbursement to MOR for projectinfrastructure assets for which Lease Agreements are yet to be executed stand at H53,192.09 crore as on 31st March 2026 against whichutilisation statement has been received from MoR.
Note 47:
(a) The Company discharges its obligation towards payment of interest, redemption of bonds and payment of dividend, by depositing therespective amounts in the designated bank accounts. Reconciliation of such accounts is an ongoing process and has been completedupto 31 March 2026. The Company does not foresee any additional liability on this account. The total balance held in such specified bankaccounts as on 31 March 2026 is H 57.12 crore (31 March 2025 is H 32.65 crore).
(b) The Company is required to transfer any amount remaining unclaimed and unpaid in such interest and redemption accounts aftercompletion of 7 years to Investor Education Protection Fund (IEPF) administered by the Ministry of Corporate Affairs, Government ofIndia. During the year ended 31 March 2026, a sum of H 2.39 crore (31 March 2025:H0.47 crore) was deposited in IEPF.
Note 48: Corporate Social Responsibility
As required under section Section 135 of the Companies Act 2013, the Company has formed a Corporate Social Responsibility Committee. The
Company has undertaken Corporate Social Responsibility activities during the year, which have been approved by the CSR Committee and are
specified in Schedule VII of the Companies Act 2013.
In the year 2020-21, the Ministry of Corporate Affairs (MCA) issued the Companies (Corporate Social Responsibility Policy) Amendment
Rules, 2021 (the "Amendment"), and the effective date of the amendments to Section 135 of the Companies Act, as made by the Companies
Amendment Act, 2019 and Companies Amendment Act, 2020, was notified as 22.01.2021.
In accordance with the amendment under the said notifications, any unspent CSR amount, other than for any ongoing project, shall betransferred to a Fund specified in Schedule VII, within a period of six months of the expiry of the financial year. Any unspent amount pursuantto any ongoing project must be transferred to unspent CSR Account in any scheduled bank within a period of thirty days from the end of thefinancial year, to be utilised within a period of three financial years, failing which it shall transfer the same to a Fund specified in Schedule VII,within a period of thirty days from the date of completion of the third financial year. Further, if the company spends an amount in excess of therequirement under statute, the excess amount may be set off for three succeeding financial years against the amount to be spent.
As the notification became effective during the FY 2020-21, the Company is complying with the amended provisions of Section 135 of theCompanies Act, 2013 from the financial year 2021-22 onwards. Consequently, the Company has set aside provisions for an unspent amountrelated to ongoing projects totalling H119.93 Cr (H 111.35 crores plus H 8.58 Cr which is transferred to IRFC Foundation Account) for the FY2025-26 (H124.47 crores in FY 2024-25 ).
IRFC Foundation is a Society registered under Societies Registration Act, 1860, on 30th day of June 2025, having its registered office at UGFloor, East Tower “B” Wing NBCC Place, Bhisham Pitamah Marg, Pragati Vihar, Lodhi Road, New Delhi - 110003. It was formed to effectivelyimplement the company's Corporate Social Responsibility (CSR) obligations. A Separate Account has been opened for IRFC Foundation formeeting payment obligations in respect of its CSR Projects.
(i) For the financial year ended 31.03.2026, the Company paid a gross amount of H 78.92 crores (H 70.51 crores relates to prior years), whilefor the year ended 31.03.2025, the Company paid a gross amount of H 28.28 crores (H 27.18 crores relates to prior years) towards CSRprojects. The gross amount required to be spent for the year ended 31.03.2026 was H 128.33 crores, for which the Board approved anamount of H 128.33 crores towards the CSR projects. For the year ended 31.03.2025, the gross amount required to be spent was H125.58crores, for which the Board approved an amount of H125.58 crores towards the CSR projects.
For the purpose of this note:-
i) The Company classifies an assets as current when,
- It expects to realise the asset, or intends to sell or consume it, in its normal operating cycle;
- It holds the asset primarily for the purpose of trading;
- It expects to realise the asset within twelve months after the reporting period or;
- The asset is cash or a cash equivalents (as defined in Ind AS 7) unless the asset is restricted from being exchanged or used tosettle a liability for at least twelve months after the reporting period.
All other assets are classified as non current.
*Stamp duty payable on the registration of office building works out to about H 0.92 crore( as certified by approved valuer) ( 31 March 2025: H 0.92 crore ) which will beaccounted for on registration.
(ii) The company does not hold any Investment Property in its books of accounts, so fair valuation of investment property is not applicable.
(iii) During the year the company has not revalued any of its Property, plant and equipment.
(iv) During the year, the company has not revalued any of its Intangible assets.
(v) The company has not granted any loans or advances to promoters, directors, KMP's and the related parties that are repayable on demandor without specifying any terms or period of repayment.
(vi) The company does not hold any Capital Work-in-Progress in its books of accounts, so ageing of Capital Work-in-Progress is not applicable.
(vii) For Intangible assets under development refer note 11.1 of the financial statements.
(viii) No proceedings have been initiated or pending against the company under the Benami Transactions (Prohibition) Act,1988.
(ix) The quarterly returns / statement of current assets filed by the company with banks / financial institutions are in agreement with thebooks of accounts.
(x) The company has not been declared as a wilful defaulter by any bank or financial institution or any other lender.
Note: RBI vide its erstwhile liquidity framework dated 04th November, 2019 has stipulated the implementation of liquidity coverageratio (LCR) for non-deposit taking NBFCs with asset size of more than H 10,000 crore w.e.f. 01 December, 2020. LCR aims to ensurethat company has an adequate stock of unencumbered High-Quality Liquid Assets (HQLA) that can be converted into cash easily andimmediately to meet its liquidity needs for a 30 calendar day liquidity stress scenario.
However with reference to the RBI's letter no. S62/21.07.007/2021/22 dated April 26, 2021, IRFC is exempted from applicability of LiquidityCoverage Ratio (LCR) Norms.
(xv) No scheme of Arrangements has been approved by competent authority in terms of sections 230 to 237 of the Companies Act,2013 inrespect of the Company.
(xvi) The company has neither provided nor taken any loan or advance to/from any other person or entity with the understanding that benefitof the transaction will go to a third party, the ultimate beneficiary.
(xvii) The Company records all the transaction in the books of accounts properly and has no undisclosed income during the year or in previousyears in the tax assessments under the Income Tax Act, 1961.
(xviii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(a) (ii) Capital
As contained in Master Direction - Reserve Bank of India (Non-Banking Financial Company - Scale Based Regulation) Directions,2023, as amended from time to time (hereinafter referred to as “RBI Master Directions”), the Company is required to maintain acapital ratio consisting of Tier I and Tier II capital which shall not be less than 15% of its aggregate risk weighted assets on-balancesheet and of risk adjusted value of off-balance sheet items. Out of this, Tier I capital shall not be less than 10%. The Companyregularly monitors the maintenance of prescribed levels of Capital to Risk Weighted Assets Ratio (CRAR).
C) Risk Exposure in Derivatives (currency and interest rate derivatives)
Qualitative disclosure
The Company enters into derivatives for the purpose of hedging and not for trading/speculation purposes.
The Company has framed a risk management policy duly approved by the board in respect of its External Commercial Borrowings(ECBs). A risk management committee comprising the Managing Director and Director Finance has been formed to monitor, analyseand control the currency and interest rate risk in respect of ECBs.
The Company avails various derivative products like currency forwards, Cross Currency swap,Currency options, Interest rate swapetc. for hedging the risks associated with its ECBs.
D) Derivative Instruments
The Company judiciously contracts financial derivative instruments in order to hedge currency and / or interest rate risk. All derivativetransactions contracted by the Company are in the nature of hedging instruments with a defined underlying liability. The Companydoes not deploy any financial derivative for speculative or trading purposes.
(a) The Company uses foreign currency forward contracts to hedge its risk associated with foreign currency fluctuations in respectits External Commercial Borrowings.
Outstanding foreign exchange forward contracts entered into by the Company which have been used for hedging the foreigncurrency risk on repayment of external commercial borrowings (principal portion):
(e) Other than currency forward contracts, the Company also resorts to interest rate derivatives like Cross Currency Interest RateSwap and Interest Rate Swap for hedging the interest rate risk associated with its external commercial borrowings.
The Company recognizes these derivatives in its Financial Statements at their Fair Values. Further, in view of the fact thatthese derivatives are Over the Counter (OTC) contracts customized to match the residual tenor and value of the underlyingliability, the Company relies on the valuations done by the counter parties to the derivative transactions using the theoreticalvaluation models.
(i) Details of financing of parent company product
The company has no parent company hence this detail is not applicable to company.
(j) Details of Single Borrower Limit (SGL) / Group Borrower Limit (GBL) exceeded by the NBFC
The Company being a Government Company, the exposure norms not applicable for its financing to Ministry of Railways.
(k) Details of unsecured loans, advances, lease income and interest income receivables
The outstanding amounts against unsecured loans, advances & lease receivables are as under:
(n) Related Party Transections
For Related party transactions, refer note no. 52 of the financial statements
(o) Remuneration of Directors
For Remuneration of directors, refer note no. 52 of the financial statements
(p) Ratings assigned by credit rating agencies and migration of ratings during the year
a. Rating assigned by credit rating agencies and migration of ratings during the year:
* Standard assets includes amount recoverable from ministry of railways being due from sovereign. The Reserve Bank of India has granted exemption to the Companyin respect of classification of asset, provisioning norms and credit concentration norms to the extent of direct exposure to sovereign ( refer note no. 42(a) (i) )
The Company compares impairment allowances computed under Ind AS 109 with provisions required under regulatory norms (IRACP)and recognizes the higher amount as a prudential floor.
Since the total impairment allowances under Ind AS 109 is equal to the total provisioning required under IRACP (including standard assetprovisioning) as at 31 March 2025, no amount is required to be transferred to ‘Impairment Reserve'. The gross carrying amount of asset asper Ind AS 109 and Loss allowances (Provisions) thereon includes interest accrual on net carrying value of stage - 3 assets as permittedunder Ind AS 109. While, the provisions required as per IRACP norms does not include any such interest as interest accrual on NPAs is notpermitted under IRACP norms.
The balance in the ‘Impairment Reserve' (as and when created) shall not be reckoned for regulatory capital. Further, no withdrawals shallbe permitted from this reserve without prior permission from the Department of Supervision, RBI.
(iii) Investments in Pass Through Certificates under securitization transactions
As at 31 March 2026, there are no loan accounts that are past due beyond 90 days but not treated as impaired.
Note 61: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Non-Fund Based Credit Facilities
The company has not sanctioned any Non-Fund Based Credit Facilities
Note 62: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS: PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Co-Lending Arrangements
The Company has not entered in any Co-lending Arrangemnets during the Year
Note 63: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Securitisation
The Company has not entered into any contract related to securitisation of it's Assets.
Note 64: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Transfer of Loan Exposure
The Company has not transfer any loan during the year
Note 65: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Restructuring of advances
The company has not restructure any advance during the year
Note 66: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Credit Default swaps
The company has not any entered any transaction related to credit default swaps during the Year
Note 67: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Area of operation
The company does not have any Joint venture or subsidiary company.
Note 68: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Prior Period Items
The Company has not booked any prior period item in books of accounts.
Note 69: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025
Off-Balance Sheet Exposure
The Company has Off-Balance Sheet Exposure of H16,733.00 Cr apart from derivatives.
Note-70: Disclosure on The Labour Code 2025
The Company has assessed the potential impact of ‘The New Labour Codes 2025' on staff costs and employee benefit liabilities. Based on theassessment, the Company believes that the enactment of these Codes does not have a material impact on its financial position or results forthe period ended March 31, 2026
Note 71: DISCLOSURES TO FINANCIAL STATEMENTS - RESERVE BANK OF INDIA (NON-BANKING FINANCIALCOMPANIES -FINANCIAL STATEMENTS:PRESENTATION AND DISCLOSURES) DIRECTIONS, 2025, DOR.ACC.REC.NO.278/21.04.018/2025-26, DATED 28/11/2025, AS UPDATED FROM TIME TO TIME
Loans to Directors, Senior Officers and Relatives of Directors
The Company has not given any loan to directors or senior officers or their relatives (except loan & advances sanctioned under schemeapplicable generally to the emloyees of the company) or entities associated with directors and their relatives, refer note 52 & 58 (b).
Note 72: Applicability of approvals/acknowledgements previously given by the Reserve Bank of India
“The Reserve Bank of India has issued Reserve Bank of India (Non-Banking Financial Companies - Registration, Exemptions andFramework for Scale Based Regulation) Directions, 2025 and various other Directions on November 25, 2025. With the issue of theseDirections, the instructions/ guidelines contained in various circulars/ Directions issued earlier by Reserve Bank of India stand repealed.Notwithstanding such repeal, any action taken/purported to have been taken or initiated under the earlier instructions/guidelines now repealedshall continue to be valid and guided by the provisions of new instructions/guidelines.”
Note 73: Disclosure as per Ind AS 8 - ‘Accounting Policies, Changes in Accounting Estimates and Errors’
Accounting Standards notified, either not yet effective or not applicable to the Company:
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian AccountingStandards) Rules as issued from time to time. For the year ended March 31, 2026, MCA has notified the below amendments:
Amendment of Ind AS 1 - Presentation of Financial Statements by Notification Dated 13th August 2025
The amendment relates to classification of liabilities as current or non-current and non-current liabilities with covenants. In the context ofclassifying a liability as current, it removes the requirement of existence of a right to defer settlement for at least 12 months after the reportingdate, and instead requires that the said right should exist on the reporting date and have substance. The amendment also introduces guidanceon classification of liabilities with covenants. The Company has no material impact of these amendments in its classification criteria of currentand non-current liabilities.
Amendment of Ind AS 21 - The Effects of Changes in Foreign Exchange Rates by Notification Dated 7th May 2025
In May 2025, the Ministry of Corporate Affairs (MCA) notified amendments to Ind AS 21, The Effects of Changes in Foreign Exchange Rates,applicable with effect from April 1,2025. The amendment provides additional guidance in situations where a currency is not exchangeable andclarifies the determination of exchange rates to be used in such circumstances, along with related disclosure requirements. The Company hasevaluated the amendment and concluded that it does not have any impact on its financial statements.
Amendment of Ind AS 7 - Statement of Cash Flows by Notification Dated 13th August 2025
In August 2025, the Ministry of Corporate Affairs (MCA) notified amendments to Ind AS 7, Statement of Cash Flows, applicable with effect fromApril 1,2025. The amendments require entities to provide enhanced disclosures relating to supplier finance arrangements, including the natureof such arrangements, the carrying amount of related financial liabilities, and the range of payment due dates. The objective of the amendmentis to enable users of financial statements to assess the impact of supplier finance arrangements on an entity's liabilities, cash flows, andliquidity risk. The Company has evaluated the amendment and concluded that it does not have any impact on its financial statements.”
Amendment of Ind AS 107 - Financial Instruments: Disclosures by Notification Dated 13th August 2025
In August 2025, the MCA notified amendments to Ind AS 107, Financial Instruments: Disclosures, applicable with effect from April 1, 2025.The amendments require entities to include supplier finance arrangements as a factor in evaluating concentration of liquidity risk and toprovide related qualitative and quantitative disclosures. These disclosures are intended to enhance transparency regarding the effect of sucharrangements on an entity's risk exposure and financial position. The Company has reviewed the amendment and determined that it does nothave any impact on its financial statements.
It is effective immediately and applies retrospectively. The Company has reviewed the amendment and determined that it does not have anyimpact on its financial statements.”
Amendment of Ind AS 12 - Income Taxes by Notification Dated 13th August 2025
The MCA also notified amendments to Ind AS 12, Income Taxes, relating to the International Tax Reform - Pillar Two Model Rules. Theamendments introduce a temporary mandatory exception from accounting for deferred taxes arising from the implementation of the Pillar Tworules and require entities to disclose the application of such exception. The amendment is effective immediately and applies retrospectively.The Company has reviewed the amendment and determined that it does not have any impact on its financial statements.
Note 74:
Previous year figures have been regrouped/ rearranged, whenever necessary, in order to make them comparable with those of the current year.