Bharti Airtel Limited's Board of Directors has approved a significant call payment on its partly paid-up equity shares, marking an important step in the company's capital structure optimization. The decision was taken during a board meeting held on December 18, 2025.

Call Payment Details

The board has approved the first and final call of ₹401.25 per share, which includes a premium of ₹397.50, on 392,287,662 outstanding partly paid-up equity shares. These shares have a face value of ₹5.00 each with a current paid-up value of ₹1.25 each, and were originally issued on a rights basis pursuant to the Letter of Offer dated September 22, 2021.

Key Dates and Timeline

The company has established a clear timeline for the call payment process. The record date has been fixed for Friday, February 6, 2026, which will determine the holders of partly paid-up equity shares liable to pay the call amount.

Trading in the partly paid-up equity shares of the company (ISIN: IN9397D01014) on stock exchanges will be suspended with effect from February 6, 2026.

Fund Utilization and Strategic Impact

The proceeds from the call payment will be utilized primarily for pre-payment/repayment of borrowings, including accrued interest, and general corporate purposes. This strategic move is expected to strengthen the company's financial position.

Following the pre-payment/repayment of borrowings, combined with organic cash generation, Bharti Airtel's India Operations are expected to become effectively net debt-free in the near term. The company will retain only DoT liabilities and Finance Lease Obligations, thereby further strengthening its balance sheet.

Administrative Details

The board meeting commenced at 16:45 hours IST and concluded at 17:45 hours IST on December 18, 2025. Further details regarding the call payment will be provided in a Call Notice, which will be circulated in due course to all relevant stakeholders.

This call payment represents the completion of the rights issue process initiated in 2021 and demonstrates the company's commitment to optimizing its capital structure while maintaining financial flexibility for future growth opportunities.

Bharti Airtel has issued a postal ballot notice seeking shareholder approval for key leadership appointments following its Board of Directors meeting held on December 18, 2025. The comprehensive restructuring, set to take effect on January 1, 2026, represents a structured succession process that has been in development since October 2024.

Postal Ballot Process and Timeline

The company has engaged KFin Technologies Limited to provide remote e-voting facility to members for the postal ballot process. The voting will be conducted exclusively through remote e-voting, with no physical ballot forms being distributed.

Key Resolutions for Approval

The postal ballot notice includes seven resolutions requiring member approval, with the primary focus on leadership appointments and corporate governance matters.

Executive Leadership Transition Details

Gopal Vittal, who has led Bharti Airtel as Managing Director & CEO for thirteen years, will transition to Executive Vice Chairman with responsibilities for group synergies across digital and technology, network strategy, procurement, and talent management.

Shashwat Sharma will assume the role of Managing Director & CEO of Bharti Airtel India. His proposed remuneration includes fixed pay of ₹59.68 million per annum and variable pay of ₹19.89 million per annum at 100% performance, along with perquisites not exceeding 15% of fixed pay.

Gopal Vittal's proposed remuneration as Executive Vice Chairman includes fixed pay of ₹135.99 million per annum and variable pay of ₹87.99 million per annum at 100% performance.

Additional Appointments and Amendments

The ballot also seeks approval for appointing Dinesh Kumar Khara, former Chairman of State Bank of India, as an Independent Director for a five-year term from November 3, 2025, to November 2, 2030.

Significant amendments to the company's Memorandum and Articles of Association are proposed to align with the Telecommunications Act, 2023, and contemporary governance standards, including deletion of several reserved matters previously held by Singapore Telecommunications (Singtel).

Voting Eligibility and Process

Shareholders whose names appear in the Register of Members as on the cut-off date of December 27, 2025, are eligible to vote. The company has sent the notice via email to registered addresses and published newspaper advertisements for members whose email addresses are not registered.

Members holding shares in physical form are requested to register their email addresses using Form ISR-1, while demat account holders should update details with their respective Depository Participants.