National Highways Infra Trust Files Q3FY26 Corporate Governance Report
National Highways Infra Trust submitted its Q3FY26 corporate governance report detailing board expansion to 12 directors including new independent appointments, extensive committee activities led by Audit Committee's 6 meetings, leadership transitions in multiple committees, and full regulatory compliance confirmations across all governance parameters.
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National Highways Infra Trust has submitted its Corporate Governance Report for the quarter ended December 31, 2025, through its investment manager National Highways Infra Investment Managers Private Limited. The report was filed on January 15, 2026, in compliance with Regulation 26K of the Securities and Exchange Board of India (Infrastructure Investment Trust) Regulations, 2014.
Board Composition and Leadership Changes
The investment manager's Board of Directors has expanded to 12 members during Q3FY26, reflecting significant governance restructuring. The board maintains a balanced composition with independent directors holding majority representation.
| Director Category: | Count | Key Changes |
|---|---|---|
| Independent Directors: | 6 | Added Sanjay Prasad and A.K. Swaminathan |
| Nominee Directors: | 2 | Vinay Kumar ceased December 26, 2025 |
| Unitholder Nominee Directors: | 2 | Pushkar Kulkarni, Debapratim Hajara |
| Executive Director: | 1 | Rakshit Jain (MD & CEO) |
| Additional Directors: | 1 | New appointments in November 2025 |
Committee Activities and Meetings
The report demonstrates extensive committee activities during Q3FY26, with the Audit Committee maintaining the highest frequency of meetings. Committee restructuring occurred following director changes in October and November 2025.
| Committee: | Q3FY26 Meetings | Previous Quarter | Leadership Changes |
|---|---|---|---|
| Audit Committee: | 6 meetings | 4 meetings | Usha Rao Monari joined November 6 |
| Nomination & Remuneration: | 3 meetings | 2 meetings | Sumit Bose became Chairman November 6 |
| Stakeholders Relationship: | 1 meeting | 1 meeting | Pradeep Singh Kharola became Chairman |
| Risk Management: | 1 meeting | No meetings | October 10, 2025 meeting held |
| Sustainability and Safety: | No meetings | No meetings | No activity in both quarters |
Board Meeting Frequency
The Board of Directors conducted three meetings during Q3FY26, maintaining regular governance oversight. All meetings achieved required quorum with strong independent director participation.
| Meeting Date: | Directors Present | Independent Directors | Quorum Status |
|---|---|---|---|
| November 6, 2025: | 5 | 2 | Met |
| November 13, 2025: | 5 | 3 | Met |
| November 24, 2025: | 5 | 3 | Met |
Regulatory Compliance Confirmations
The investment manager provided affirmative confirmations across all five key regulatory parameters. These include board composition compliance, committee structure adherence, member awareness of responsibilities, proper meeting conduct, and board placement of governance reports.
Governance Framework Evolution
The Q3FY26 period marked significant governance evolution with new independent director appointments and committee leadership transitions. The trust operates under comprehensive oversight with specialized committees addressing audit functions, nomination processes, stakeholder relations, risk management, and sustainability matters.
The submission demonstrates the investment manager's commitment to maintaining robust governance standards and transparent regulatory compliance, ensuring unitholders receive complete information regarding governance practices and committee activities throughout the quarter.
