*Public Issue of secured, rated, listed, taxable, redeemable, non-convertible debentures (NCDs) of face value of Rs. 1,000 each (except in case of zero coupon NCD, face value shall be ₹ 1,00,000 each)
*The Tranche I Issue of NCDs is for a Base Issue Size of Rs. 500 crore with a green shoe option of up to Rs. 4,500 crore aggregating up to Rs. 5,000 crore, which is within the shelf limit of Rs. 10,000 crore
*NCDs are rated “CARE AAA; Stable” by CARE Ratings Limited, “Crisil AAA/Stable” by Crisil Ratings Limited and [ICRA] AAA (Stable) by ICRA Limited
*Coupon Rate up to 7.30% p.a (for NCD Holders in Category IV with a tenor of 15 years, payable annually)1
*Tranche I NCD Issue opens on Friday, January 16, 2026 and closes on Friday, January 30, 2026 with an option of early closure or extension2
*The NCDs are proposed to be listed on National Stock Exchange of India Limited (“NSE”) (“Stock Exchange”). NSE is the designated stock exchange for the Tranche I Issue
Mumbai/New Delhi, January 12, 2026 ( TGN ) : Power Finance Corporation Limited, a public financial institution and a Schedule-A Maharatna Central Public Sector Enterprises (CPSE), focused on the power sector, has filed tranche I prospectus dated January 9, 2026 (“Tranche I Prospectus”) for public issue of secured, rated, listed, redeemable, non-convertible debentures of the face value of Rs. 1,000 each (except in case of zero coupon NCD, face value shall be ₹ 1,00,000 each). The base issue size is Rs. 500 crore with a green shoe option of up to Rs. 4,500 crore, aggregating up to Rs. 5,000 crore (“Tranche I Issue”), which is within the shelf limit of Rs. 10,000 crore (“Issue”).
The Tranche I Issue opens on Friday, January 16, 2026, and closes on Friday, January 30, 2026 with an option of early closure or extension in compliance with Securities and Exchange Board of India Issue and listing of (Non-Convertible Securities) Regulations 2021, as amended (“SEBI NCS Regulations”). The NCDs are proposed to be listed on National Stock Exchange of India Limited (“NSE”), with NSE being the Designated Stock Exchange for the Issue. The NCDs have been rated by “CARE AAA; Stable” by CARE Ratings Limited, “Crisil AAA/Stable” by Crisil Ratings Limited and “[ICRA] AAA (Stable)” by ICRA Limited.
The minimum application size would be Rs. 10,000 (i.e. 10 NCDs) and thereafter in multiples of Rs. 1,000 (i.e. 1 NCD) thereof (except in case of Series III NCDs (zero coupon NCD), the minimum application shall be 1 NCD and in multiple of 1 NCD thereafter. (For Series III NCDs, the minimum application amount shall be ₹ 51,502 for Category I and II; ₹ 51,263 for Category III and ₹ 50,780 for Category IV). This issue has maturity / tenure options of 5 years, 10 years and 15 years for NCDs with annual coupon payment being offered across series I, II, and IV, respectively. Effective yield for NCD holders in various categories ranges from 6.85% to 7.30% per annum.
Out of the net proceeds of the Tranche I Issue, at least 75% shall be utilised for the purpose of onward lending, financing / refinancing the existing indebtedness of the company, and /or debt servicing (payment of interest and/or repayment / prepayment of interest and principal of existing borrowings of the Company) and a maximum up to 25% will be utilised for general corporate purposes. The funds raised form the issuance of zero coupon NCDs shall be utilised towards only the purpose of onward lending and shall not be used for any other purpose.
The Company’s consolidated revenues from operations were Rs. 57,429.28 crore for the six months ended September 30, 2025 and its net profit was Rs. 16,815.84 crore.
For FY25, its consolidated revenue from operations were Rs. 106,501.62 crore and its net profit was Rs. 30,514.40 crore.
The terms of each series of Secured NCDs, offered under Tranche I Issue are set out below:
With respect to Series III NCDs, the NCDs are being issued on discount. For further details on taxation, please see “Statement of Possible Tax Benefits” on page 37 and “Material Contracts and Documents on page 140 of the Tranche I Prospectus.
Subject to applicable tax deducted at source. For further details, please see “Statement of Possible Tax Benefits” on page 37 of the Tranche I Prospectus.
Please refer to “Annexure C” of the Tranche I Prospectus, for details pertaining to the cash flows of the Company in accordance with the SEBI Master Circular. Coupon Payments falling on working Saturdays will be made on same day.Applicants are advised to ensure that they have obtained the necessary statutory and/or regulatory permissions/consents/approvals in connection with applying for, subscribing to, or seeking Allotment of NCDs pursuant to the Issue. For further details, please see “Issue Procedure” and “Terms of Issue” on page 102 and 81, respectively, of the Tranche I Prospectus.Tipsons Consultancy Services, A. K. Capital Services Limited, Nuvama Wealth Management Limited and Trust Investment Advisors Private Limited are the lead managers to the Issue (“Lead Managers”). Beacon Trusteeship Limited is the Debenture Trustee to the Issue and KFin Technologies Limited is the Registrar to the Issue.
About Power Finance Corporation Limited:Power Finance Corporation Limited is a publicly listed Government of India (GoI) undertaking and operates as a public financial institution as defined under the Companies Act of 2013. Registered with the Reserve Bank of India (RBI) as a non-deposit taking systemically important Non-Banking Financial Company (NBFC), it obtained the classification of an Infrastructure Finance Company (IFC) on July 28, 2010. The Company believes that its NBFC and IFC classifications enables it to effectively capitalize on available financing opportunities in the Indian power sector.
Note 1: For further details, please refer to “Specific Terms for NCDs” on page 77 of the Tranche I Prospectus.
Note 2: The Tranche I Issue shall remain open for subscription on Working Days from 10:00 a.m. to 5:00 p.m. (Indian Standard Time) during the period as indicated in the Tranche I Prospectus. Our Company may, in consultation with the Lead Managers, consider closing the Tranche I Issue on such earlier date or extended date (subject to a minimum period of two working days and a maximum period of ten working days from the date of opening of the Tranche I Issue and subject to not exceeding thirty days from filing the Tranche I Prospectus with RoC including any extensions), as may be decided by the Board of Directors of our Company or our Chairman and Managing Director on recommendation of our Director (Finance), subject to relevant approvals, in accordance with Regulation 33A of the SEBI NCS Regulations. In the event of an early closure or extension of the Tranche I Issue, our Company shall ensure that notice of the same is provided to the prospective investors through an advertisement in all the newspapers or electronic modes such as online newspapers or website of the issuer or the stock exchange in which pre-issue advertisement for opening of the Tranche I Issue has been given on or before such earlier or initial date of Tranche I Issue closure. On the Tranche I Issue Closing Date, the Application Forms will be accepted only between 10:00 a.m. and 3:00 p.m. (Indian Standard Time) and uploaded until 5:00 p.m. (Indian Standard Time) or such extended time as may be permitted by the stock exchanges (i.e. NSE and BSE). Further, pending mandate requests for bids placed on the last day of bidding will be validated by 5:00 p.m. (Indian Standard Time) on the Tranche I Issue Closing Date. For further details please refer to the section titled “General Information” on page 19 of the Tranche I Prospectus.
