Noida Toll Bridge Shareholders Approve CEO Remuneration with 87.61% Majority Vote

Noida Toll Bridge Company Limited shareholders have approved the remuneration package for Executive Director and Chief Executive Officer Mr. Dheeraj Kumar through postal ballot, with the resolution receiving overwhelming support from the voting shareholders.

Postal Ballot Results

The postal ballot process concluded with strong shareholder support for the proposed remuneration structure. The scrutinizer's report, submitted by Mr. Sanjay Kumar of Kumar Wadhwa & Company, revealed decisive approval for the executive compensation package.

Voting Category	Votes in Favor	Votes Against	Total Valid Votes	Approval Rate
All Shareholders	49,542,895	7,003,814	56,546,709	87.61%
Promoter Group	49,095,007	0	49,095,007	100.00%
Public Non-Institutions	447,888	7,003,814	7,451,702	6.01%

Approved Remuneration Package

The shareholders endorsed the comprehensive compensation structure recommended by the Board of Directors and Nomination and Remuneration Committee for Mr. Dheeraj Kumar's executive role.

Component	Details
Annual Remuneration	₹50.00 lakhs
Additional Benefits	Applicable taxes and out-of-pocket expenses
Effective Date	December 5, 2025
Director Identification Number	07046151
Resolution Type	Ordinary Resolution

Voting Process and Timeline

The postal ballot process was conducted through National Securities Depository Limited (NSDL) e-voting platform, with Mr. Sanjay Kumar (FCS No. 9211, CP No. 7027) serving as the appointed scrutinizer.

Process Parameter	Details
E-voting Period	December 19, 2025 to January 17, 2026
Cut-off Date	December 12, 2025
Total Shareholders on Record	59,343
Result Declaration	January 19, 2026
Voting Participation	30.37% of total shareholding

Executive Profile and Responsibilities

Mr. Dheeraj Kumar brings over two decades of experience in project and corporate finance across infrastructure sectors. His expertise encompasses economics and finance with specialization in project development, infrastructure finance from conceptualization to closure stages, and business planning development.

The Executive Director & CEO oversees day-to-day business operations, revenue-related contracts, operational and maintenance activities, and ongoing litigation matters. Mr. Kumar also serves as a member of the company's Audit Committee, contributing to the organization's governance framework.

The resolution, having received the requisite majority approval, is deemed effective from January 17, 2026, the last date of remote e-voting. The company has communicated the results to BSE Limited and made them available on the company website and NSDL's e-voting portal in compliance with regulatory requirements.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-1.07%	-7.02%	-14.52%	-15.68%	-49.18%	-42.48%

Noida Toll Bridge Company Limited (NTBCL) has reported a significant turnaround in its financial performance for the second quarter of fiscal year 2026 (Q2FY26), marking a return to profitability after previous year losses. The company, which operates the Delhi-Noida Direct (DND) Flyway, has also reaffirmed its commitment to maintaining the critical infrastructure despite ongoing financial constraints.

Financial Highlights

NTBCL's financial results for Q2FY26 and H1FY26 show a marked improvement over the previous year:

Metric	Q2FY26	Q2FY25	Change	H1FY26	H1FY25	Change
Revenue (Consolidated)	₹11.75 crore	₹10.71 crore	+9.71%	₹22.84 crore	₹21.37 crore	+6.88%
Profit Before Tax	₹3.78 crore	₹(5.84) crore	-	₹7.91 crore	₹(11.15) crore	-
Profit After Tax	₹3.28 crore	₹(5.84) crore	-	₹7.91 crore	₹(11.15) crore	-

The company's standalone performance also showed improvement, with Q2FY26 revenue at ₹11.67 crore, up 8.96% from the previous year, and a profit after tax of ₹3.84 crore compared to a loss in Q2FY25.

Operational Updates

Despite financial challenges, NTBCL continues to prioritize the maintenance and safety of the DND Flyway, which serves over 2.5 lakh daily commuters. The company has initiated road repair work, including BC, SDMC, micro-surfacing, and electrical repairs on critical sections of the carriageway. This maintenance work is expected to be completed by January 2026.

Revenue Streams and Commitments

Advertising revenue remains the primary income source for NTBCL, supporting regular maintenance, security, and financial commitments. In H1FY26, the company shared ₹1.70 crore of revenue with Noida Authority from its advertising as part of the concession agreement.

Legal Developments

The company received interim relief from the Delhi High Court regarding its advertising operations. The court has restrained NOIDA Authority from taking coercive action against NTBCL or disrupting its advertisement displays, which the company maintains are lawful and essential for maintaining the DND Flyway and meeting financial obligations.

Board Decisions and Future Outlook

The Board of Directors has approved an increase in remuneration for Executive Director CEO Dheeraj Kumar, effective December 5, 2025, subject to shareholder approval through postal ballot. Additionally, the Board has reiterated the company's appeal for ₹100 crore in structural repair support from the Noida Authority and Delhi Administration, citing the 25-year-old flyway's need for significant refurbishment to maintain safety and service quality.

NTBCL remains committed to acting in the best interests of its over 60,000 retail shareholders, who collectively hold nearly 70% of the company's equity, while maintaining transparency, compliance, and accountability.

As NTBCL navigates its financial recovery, the company's focus on essential infrastructure maintenance and its ability to leverage advertising revenue appears to be contributing to its improved financial performance. The ongoing legal and regulatory challenges, however, underscore the complex operating environment in which the company continues to operate the crucial DND Flyway connecting Delhi and Noida.