IRB Infrastructure Developers has announced significant corporate developments following its board meeting on December 21, 2025. The company's board approved material related party transactions and scheduled an Extraordinary General Meeting (EGM) for shareholder approval of major project agreements.

Board Meeting Outcomes

The Audit Committee and Board of Directors approved material related party contracts for project management services related to the TOT-17 project. The company will act as project manager for IRB Infrastructure Trust (Private InvIT) through IRB Harihara Corridors Private Limited, the project SPV.

TOT-17 Project Scope

The project management agreement covers comprehensive services for the Toll Operate and Transfer project spanning multiple highway corridors in Uttar Pradesh. The company will provide initial upgradation, operations and maintenance works, and overall project implementation services.

Shareholder Approval Process

The board has convened an Extraordinary General Meeting scheduled for January 13, 2026, to seek member approval for the material related party transactions. The EGM will be conducted in accordance with Section 100 of the Companies Act, 2013.

Related Party Structure

IRB Infrastructure Trust is an associate of the company, with IRB Infrastructure Developers holding 51% unit holding in the Private InvIT. The company serves as both sponsor and project manager for the trust, while MMK Toll Road Private Limited acts as the investment manager.

The transaction structure ensures arms-length dealings while leveraging the company's expertise in highway project management and operations across its infrastructure portfolio.

IRB Infrastructure Developers , through its sponsored private InvIT, IRB Infrastructure Trust, has secured a significant deal in the Indian highway sector. The Trust has been awarded the TOT-17 bundle project by the National Highways Authority of India (NHAI), covering 366 km of highways in Uttar Pradesh for a 20-year concession period.

Project Details

The project, valued at ₹9,270 crore, encompasses the Lucknow-Ayodhya-Gorakhpur corridor on NH-27 and part of the Lucknow-Varanasi corridor on NH-731. Here's a breakdown of the key project details:

Impact on IRB Infrastructure Trust

This project win has significant implications for IRB Infrastructure Trust:

1. Portfolio Growth: The Trust's asset portfolio is expected to increase by approximately 20% to ₹65,000 crore.
2. Market Share: With this award, the IRB platform now commands a 42% market share in the Toll-Operate-Transfer (TOT) space.
3. Long-term Revenue: The project provides long-term revenue and cash flow generation visibility.

Strategic Significance

Virendra D. Mhaiskar, Chairman & Managing Director of IRB Infrastructure Developers Ltd., emphasized the strategic importance of this project, stating, "TOT-17 is a pivotal accomplishment for us given the importance of this religious tourism corridor." He also highlighted that this strengthens their platform and moves them closer to the ₹1 lakh crore asset portfolio mark.

IRB Group's Enhanced Position

Post-acquisition of this project, the IRB Group is set to see several improvements:

• Substantial increase in toll revenue for the portfolio
• Group asset base expected to exceed ₹90,000 crore
• Operations & Maintenance (O&M) order book projected to grow by approximately 20%

Conclusion

This project win not only bolsters IRB Infrastructure Trust's position in the Indian highway sector but also underscores the growing confidence of long-term private capital in India's national highway monetization framework. As the largest integrated private toll roads and highways infrastructure developer in India, IRB Infrastructure Developers continues to strengthen its foothold in the country's infrastructure development landscape.