· 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 : Power Finance Corporation Limited 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:
| Series | I | II* | III | IV | V |
| Tenor | 5 years | 10 years | 10 years 1 Month | 15 years | 15 years |
| Frequency of Interest Payment | Annual | Annual | Zero Coupon NCD | Annual | Cumulative |
| Minimum Application and in multiples of thereafter (₹) | ₹10,000 (10 NCD) and in multiple of ₹1,000 (1 NCD) thereafter.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 ₹51,502.00 for Category I and II; ₹51,263.00 for Category III and ₹50,780.00 for Category IV Investors) | ||||
| Face Value (₹/ NCD) | ₹1,000 | ₹1,00,000 | ₹1,000 | ||
| Issue Price of NCDs (₹/ NCD) for NCD Holders in Category I and Category II. | ₹1,000 | ₹51,502.00 | ₹1,000 | ||
| Issue Price of NCDs (₹/ NCD) for NCD Holders in Category III. | ₹51,263.00 | ||||
| Issue Price of NCDs (₹/ NCD) for NCD Holders in Category IV. | ₹50,780.00 | ||||
| Coupon (% per annum) for NCD Holders in Category I and Category II. | 6.85% | 7.00% | NA | 7.05% | N.A. |
| Coupon (% per annum) for NCD Holders in Category III | 6.90% | 7.10% | NA | 7.20% | N.A. |
| Coupon (% per annum) for NCD Holders in Category IV | 7.00% | 7.20% | NA | 7.30% | N.A. |
| Effective Yield (% per annum) for NCD Holders of Category Iand Category II | 6.85% | 6.99% | 6.80% | 7.04% | 7.05% |
| Effective Yield (% per annum) for NCD Holders of CategoryIII | 6.90% | 7.09% | 6.85% | 7.19% | 7.20% |
| Effective Yield (% per annum) for NCD Holders of CategoryIV | 7.00% | 7.19% | 6.95% | 7.29% | 7.30% |
| Mode of Interest Payment | Through various modes available | ||||
| Amount (₹ / NCD) on Maturity for NCD Holders in CategoryI and Category II | ₹1,000 | ₹1,000 | ₹1,00,000 | ₹1,000 | ₹2,780.50 |
| Amount (₹ / NCD) on Maturity for NCD Holders in CategoryIII | ₹1,000 | ₹1,000 | ₹1,00,000 | ₹1,000 | ₹2,839.56 |
| Amount (₹ / NCD) on Maturity for NCD Holders in CategoryIV | ₹1,000 | ₹1,000 | ₹1,00,000 | ₹1,000 | ₹ 2,879.58 |
| Maturity / Redemption Date (from the Deemed Date ofAllotment) | 5 years | 10 years | 10 years 1 Month | 15 years | 15 years |
| Nature of Indebtedness | Secured | ||||
| Put and Call Option | Not applicable | ||||
*The Company shall allocate and allot Series II NCDs wherein the Applicants have not indicated the choice of the relevant NCD Series.
· With respect to Series where interest is to be paid on an annual basis, relevant interest will be paid on each anniversary of the Deemed Date of Allotment on the face value of the NCDs. The last interest payment will be made at the time of redemption of the NCDs.
· 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.
