Indian Railway Finance Corporation (IRFC) has delivered exceptional third quarter results, achieving its full-year sanctions guidance of ₹60,000 crore within just nine months of the financial year. The state-run railway financing corporation announced these milestone achievements alongside record-breaking quarterly financial performance, posting its highest-ever quarterly profit for the third consecutive quarter.

Record Financial Performance

The company reported its highest-ever quarterly net profit of ₹1,802.19 crore for the December quarter, representing a robust 10.52% year-on-year growth. Net interest margins improved by over 8% year-on-year during the quarter, aided by value-accretive disbursements across diversified segments and disciplined liability management under the company's IRFC 2.0 strategy.

Nine-Month Performance and Business Milestones

For the nine months ended December, profit after tax rose to ₹5,324.86 crore, up from ₹4,820.13 crore in the same period last year, reflecting a 10.47% growth. IRFC's achievement of its full-year sanctions guidance of ₹60,000 crore within nine months demonstrates strong business momentum and operational efficiency, completing the target three months ahead of schedule.

Strategic Transactions and International Funding

IRFC refinanced ₹9,821 crore of DFCCIL's World Bank loan, replacing foreign currency exposure with rupee financing. The transaction generated meaningful savings, reduced risk for the railway project, and created a scalable refinancing template for other rail and rail-linked infrastructure assets. During the quarter, IRFC strengthened its funding profile by securing JPY 46.458 billion in external commercial borrowing from Sumitomo Mitsui Banking Corporation, marking its first international commercial borrowing after a multi-year pause.

Assets Growth and Future Outlook

Assets under management reached a record ₹4.75 lakh crore as of December, the highest in the company's history, despite no fresh business from Indian Railways during the period. The growth was driven by diversification initiatives into allied infrastructure segments under IRFC 2.0. The company maintained its zero NPA status throughout the period.

IRFC's disbursement target of ₹30,000 crore for the year remains on track, with three-fourths already disbursed by the end of the third quarter. Looking ahead, the company expects higher-margin diversified lending and fresh project agreements with Indian Railways to support growth from the next financial year, while exploring opportunities in co-financing, refinancing of rail-linked projects, and selective expansion into areas such as metro rail, renewable energy, logistics, and ports.

Indian Railway Finance Corporation Limited has formally addressed the fines imposed by stock exchanges for non-compliance with board composition requirements, with the company's board deliberating on the matter and seeking resolution through appropriate channels.

Board Meeting Deliberations

The company's board convened on December 18, 2025, to address the non-compliance matter raised by NSE and BSE through their communications dated November 28, 2025. The exchanges had imposed fines on the company for failing to meet board composition requirements and committee constitution norms as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Company's Response Strategy

The board has adopted a multi-pronged approach to address the compliance issue. The directors have decided to follow up with the Ministry of Railways (MoR), the appointing authority, to expedite the appointment of the requisite number of Independent Directors, including women Independent Directors, on IRFC's board.

Simultaneously, the company has requested both NSE and BSE to waive the imposed fines, emphasizing that director appointments are beyond the company's direct control. The board noted that similar fine waivers had been granted by the exchanges in earlier instances of non-compliance for the period from March 2021 to December 2021.

Regulatory Framework Constraints

As a Government company, IRFC operates under specific regulatory constraints regarding board appointments. The power to appoint directors vests with the President of India through the administrative ministry, specifically the Ministry of Railways. This structural arrangement limits the company's direct control over board composition and timing of director appointments.

Previous Precedent

The company has highlighted that stock exchanges have previously shown understanding of similar situations. Both NSE and BSE had waived fines imposed on IRFC for comparable non-compliance issues during March 2021 to December 2021, recognizing the company's limited control over director appointments due to its government enterprise status.

Current Status

IRFC has formally communicated its position to both exchanges through letter No: IRFC/SE/2025-26/77 dated January 13, 2026. The company continues to work with the Ministry of Railways to ensure timely appointment of required directors while awaiting the exchanges' decision on the fine waiver request. The matter remains under active consideration as the company seeks to achieve full compliance with SEBI LODR Regulations.