NTPC Limited's Board of Directors has taken a significant decision regarding the promoter restructuring of PTC India Limited during its meeting held on January 30, 2026. The board meeting, which commenced at 2:30 P.M. and concluded at 4:05 P.M., addressed an Office Memorandum dated January 16, 2026, received from the Ministry of Power, Government of India.

Promoter Restructuring Details

The restructuring plan involves a comprehensive change in PTC India Limited's promoter structure and governance framework:

Leadership and Governance Changes

The restructuring encompasses significant changes in the leadership structure of PTC India Limited. Under the new arrangement, NTPC's Chairman and Managing Director will function as the Non-Executive Chairman of PTC, while PTC's current Chairman and Managing Director will be redesignated as Executive Managing Director.

The three existing promoters - Power Finance Corporation Limited, Power Grid Corporation of India Limited, and NHPC Limited - will withdraw their nominee directors from PTC's Board of Directors. Additionally, these entities will relinquish their promoter rights as provided in PTC's Articles of Association.

Regulatory Framework

Following the withdrawal of nominee directors from Central Public Sector Undertakings and the transfer of management control to NTPC, the Ministry of Power, Government of India, may also withdraw its nominee director from PTC's Board of Directors.

The implementation of this arrangement is subject to several regulatory requirements:

• Necessary amendments to PTC's Articles of Association
• Compliance with regulatory requirements
• Fulfillment of statutory obligations

Corporate Compliance

The board decision was communicated to stock exchanges in compliance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The communication was signed by Ritu Arora, Company Secretary & Compliance Officer, bearing membership number F5270.

This restructuring represents a significant consolidation move within the power sector, positioning NTPC as the primary controlling entity for PTC India Limited's operations and strategic direction.

NTPC Limited announced its unaudited financial results for the quarter and nine months ended December 31, 2025, showing strong operational performance with improved EBITDA margins and profit growth that exceeded analyst expectations. The power generation major demonstrated operational efficiency while maintaining its dividend distribution policy.

Operational Performance Highlights

NTPC's operational metrics showed significant improvement during Q3FY26, with EBITDA reaching ₹11,990 crore compared to ₹11,900 crore in the corresponding quarter of the previous year. The company's EBITDA margin expanded to 29.36% from 28.92% year-on-year, reflecting enhanced operational efficiency and cost management initiatives.

Financial Performance Overview

The company's standalone financial results for Q3FY26 demonstrated resilience with net profit increasing to ₹4,986.94 crore compared to ₹4,711.42 crore in the corresponding quarter of the previous year, marking a 5.8% year-on-year growth. The performance surpassed analyst estimates of ₹4,700 crore. However, revenue from operations faced headwinds, declining 1.8% to ₹40,643.79 crore from ₹41,368.88 crore in Q3FY25.

Nine-Month Performance Analysis

For the nine-month period ended December 31, 2025, NTPC maintained positive profit momentum with net profit reaching ₹14,414.95 crore, up 3.9% from ₹13,871.27 crore in the corresponding period of FY25. Revenue from operations for the nine-month period stood at ₹122,383.00 crore, down 3.0% from ₹126,133.72 crore in the previous year.

Dividend Declaration and Corporate Actions

The Board of Directors approved a second interim dividend of ₹2.75 per share (27.5% on face value of ₹10 each) for the financial year 2025-26. The dividend payment is scheduled for February 25, 2026. This follows the first interim dividend of ₹2.75 per share declared in October 2025 and paid in November 2025.

Consolidated Results Performance

NTPC's consolidated financial results showed stronger performance compared to standalone figures. Consolidated net profit for Q3FY26 increased 8.3% to ₹5,597.05 crore from ₹5,169.69 crore in Q3FY25. Consolidated revenue from operations grew 1.7% to ₹45,845.68 crore from ₹45,069.43 crore.

Financial Position and Key Ratios

NTPC maintained a strong balance sheet with net worth of ₹168,603.25 crore as of December 31, 2025, compared to ₹156,981.84 crore in the previous year. The company's debt-equity ratio stood at 1.09, while the interest service coverage ratio was 5.00 for the quarter, indicating healthy financial metrics. The Board meeting was held on January 30, 2026, where these results were reviewed by the Audit Committee and subsequently approved by the Board of Directors.