Integrated Annual Report for the Financial Year 2025-26

29th July, 2026 To To The General Manager (Listing), The General Manager (Listing), National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, C 1/G Block, Phiroze Jeejeebhoy Towers, Bandra-Kurla Complex, Dalal Street, Mumbai. Bandra (East), Mumbai. Reference: NSE SCRIP ID: POWERGRID; BSE Scrip Code: 532898; EQ ISIN INE752 E01010 Subject: Notice of 37th Annual General Meeting and Integrated Annual Report for the Financial Year 2025-26 Dear Sir, Please find enclosed herewith the Notice of 37th Annual General Meeting (“AGM“) of Power Grid Corporation of India Limited, scheduled to be held on Thursday, 20th August, 2026 at 11.00 A.M. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), along with Integrated Annual Report for the Financial Year 2025-26, in compliance with the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”); and the General circular issued by Ministry of Corporate Affairs dated 22nd September, 2025. Notice of 37th AGM and Integrated Annual Report for the Financial Year 2025-26 are also available on the website of the Company under “Investors” Corner at www.powergrid.in. The above are being submitted in terms of Regulations 29, 30 and 34 of the SEBI Listing Regulations. Kindly take the same on record please. Thanking You, Yours faithfully, (Anjana Luthra) Company Secretary & Compliance Officer Encl.: As above 1. National Securities Depository Limited, 3rd Floor, Naman Chamber, Plot C-32, G Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra - 400051. 2. Central Depository Services (India) Limited, Marathon Futurex, A-Wing, 25th floor, NM Joshi Marg, Lower Parel, Mumbai - 400013. 3. Kfin Technologies Limited, Selenium Building, Tower-B, Plot No 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Rangareddy, Telangana- 500032. Corporate Office: “Saudamini”, Plot No. 2, Sector-29, Gurugram-122001, (Haryana) Tel.: 0124-2822999 & 2822000 Registered Office: B-9, Qutab Institutional Area, Katwaria Sarai, New Delhi-110 016. Tel: 011-26560112, 26560115 & 26560193, CIN : L40101DL1989GOI0381 21 Website: www.powergrid.in Power Grid Corporation of India Limited (A Government of India Enterprise) Registered Office: B-9, Qutab Institutional Area, Katwaria Sarai, New Delhi- 110 016. Phone No.: 011-26560112, 26560115 & 26560193 Corporate Office: “Saudamini”, Plot No. 2, Sector-29, Gurugram, Haryana-122 001. Phone No.: 0124-2822999 & 2822000 CIN: L40101DL1989GOI038121, Website: www.powergrid.in, Email ID: investors@powergrid.in NOTICE NOTICE is hereby given that the 37th Annual General applicable provisions of SEBI (Listing Obligations Meeting (“AGM”) of the Members of Power Grid and Disclosure Requirements) Regulations, Corporation of India Limited (“POWERGRID”) will be 2015 (including any statutory modification(s) or held on Thursday, 20th August, 2026 at 11:00 A.M. re-enactment thereof for the time being in force), (IST) through Video Conferencing (“VC”) / Other Shri Burra Vamsi Rama Mohan (DIN: 09806168), Audio-Visual Means (“OAVM”) to transact the following who was appointed as Chairman and Managing business: Director with effect from 01st April, 2026, by the President of India vide Ministry of Power Order ORDINARY BUSINESS: No. 25-11/5/2024-PG dated 18th March, 2026 and 1. To receive, consider and adopt the Audited was subsequently appointed by the Board of Financial Statements including Consolidated Directors as Chairman and Managing Director Financial Statements of the Company for the w.e.f. 01st April, 2026, be and is hereby appointed Financial Year ended 31st March, 2026, together as Chairman and Managing Director, not liable to with the Board’s Report, the Auditors’ Report retire by rotation.” thereon and comments of the Comptroller and Auditor General of India. 7. Ratification of remuneration of the Cost Auditors for the Financial Year 2026-27. 2. To confirm payment of 1st and 2nd interim dividend To consider and if thought fit, to pass the following and declare final dividend for the financial year 2025-26. resolution as an ORDINARY RESOLUTION: 3. To appoint a director in place of Dr. Yatindra “RESOLVED THAT pursuant to the provisions of Section 148 and any other applicable Dwivedi (DIN: 10301390), who retires by provisions of the Companies Act, 2013 read rotation and being eligible, offers himself for with the Companies (Audit and Auditors) re-appointment. Rules, 2014, the remuneration payable to 4. To appoint a director in place of Shri Naveen M/s. R. M. Bansal & Co., Cost Accountants and Srivastava (DIN:10158134), who retires by M/s. Chandra Wadhwa & Co., Cost Accountants rotation and being eligible, offers himself for as the joint Cost Auditors of the Company re-appointment. (for Transmission business) as appointed by the 5. To authorize the Board of Directors of the Board of Directors for the financial year 2026-27, Company to fix the remuneration of the Statutory amounting to ₹2,50,000/- (Rupees Two Lakhs Auditors for the financial year 2026-27. Fifty Thousand only) to be shared equally by both the firms; taxes as applicable to be paid SPECIAL BUSINESS: extra, travelling and out of pocket expenses to be 6. Appointment of Shri Burra Vamsi Rama Mohan reimbursed as per policy of the Company and (DIN: 09806168) as Chairman and Managing an additional remuneration of ₹12,500/- (Rupees Director, not liable to retire by rotation. Twelve Thousand Five Hundred only) plus taxes To consider and if thought fit, to pass the following as applicable, to be paid to M/s. R. M. Bansal & resolution as an ORDINARY RESOLUTION: Co., Cost Accountants, the Lead Cost Auditor for consolidation and facilitation for filing of “ RESOLVED THAT pursuant to the provisions of Consolidated Cost Audit Report for the financial Section 149, 152, 203 and any other applicable year 2026-27 of the Company as a whole, be and provisions of the Companies Act, 2013 are hereby ratified and confirmed.” (the “Act”) and the Rules made thereunder and 8. Enhancement of Borrowing Limits from to the Lenders & Bondholders to secure any Term ₹1,80,000 crore to ₹2,20,000 crore. Loans/Cash Credit Facilities/Debentures/Bonds/ Rupee Linked Bonds /Debt Securities/other To consider and if thought fit, to pass the following securities or the like, obtained/to be obtained resolution as a SPECIAL RESOLUTION: from any of the aforesaid lenders together with (i) “RESOLVED THAT in supersession of Resolution interest thereon at the respective agreed rate(s), passed for enhancing the Borrowing Powers to compound interest, additional interest, liquidated ₹1,80,000 crore, approval of which was obtained damage(s), commitment charge(s), premia on from the Shareholders of the Company in prepayment or on redemption, cost, charge(s), 28th Annual General Meeting held on expenses and all other monies payable by the 19th September, 2017, the consent of the Company to such Lenders under the respective Shareholders of the Company be and is hereby loan/other agreement(s) entered/to be entered accorded to the Board of Directors of the into between the Company and the Lenders in Company under section 180(1)(c) of the respect of the said borrowing(s), such security Companies Act, 2013 (the “Act”) and other to rank in such manner as may be agreed to applicable provisions, if any, of the Act (including between the concerned parties and as may be any statutory modification(s) or re-enactment(s) thought expedient by the Board. thereof) and the Articles of Association of the (iii) RESOLVED FURTHER THAT the Board of Directors Company for borrowing, whether by way of be and is hereby authorised and it shall always Term Loan/Equipment Finance/Cash Credit be deemed to have been so authorised to facilities or the like from time to time any finalise and execute with the Lenders/Trustees sum or sums of money at its discretion from the requisite agreement [Showing first 8,000 characters — download PDF for full document]