Dear Shareholders,

On behalf of the Board of Directors, I am pleased to present the 37th Annual Report, highlighting your Company's ("your Company"/ "the Company"/ "POWERGRID") performance along with the Audited Financial Statements for the year concluded on March 31, 2026. Your Company, riding on yet another excellent performance acrossallfunctions,achievedsignificantmilestones during the year viz. highest ever capital expenditure in a single year, surpassing 1 lakh crore Net Worth, achievement of first target under ESG, undertaking new industry-defining initiatives under ESG, commissioning of its first solar power plant, securing first BESS project, grant of patent, etc. while continuing to operate and maintain one of the world's largest power transmission networks owned by a single entity in a most efficient manner.

Major highlights of your Company during FY 2025-26

a On a Standalone basis, Total Income and Profit after Tax of your Company were 46,995.88 crore and 15,921.00 crore respectively, while on a Consolidated basis, Total Income and Profit after Tax were 47,684.43 crore and

15,927.95 crore respectively.

a Achieved transmission system availability of 99.84% (transmission system outage of 0.16%). The trippings per line was restricted to 0.26.

a Achieved a Capital expenditure of 39,967 crore (accrual basis), which is the highest ever capex by your Company in a single year.

a Achieved asset Capitalization worth 28,206 crore.

a Commissioned ten (10) TBCB power transmission SPVs, including one project (namely, POWERGRID ER-NER Transmission Ltd.), commissioned ahead of schedule - a unique feat achieved under TBCB regime.

a Addition of 5,772 circuit kilometres (ckm) of transmission lines and 72,055 MVA transformation capacity.

a Expenditure of 321.19 crore on Research & Development (R&D) and Innovation initiatives.

a POWERGRID, along with IIT Kanpur, was granted patent for India's first ‘all-terrain substation inspection robot.

a Emerged successful bidder in nine (9) TBCB transmission projects.

a Secured its first ever Battery Energy Storage System (BESS) Project.

a Ranked in First Quadrant, among leading global transmission utilities, in a global benchmarking study on Asset Management and Operations & Maintenance.

a Commissioned its first large-scale solar PV plant with a capacity of 85 MW at Nagda, Madhya Pradesh.

a Achieved 50% of its electricity consumption from renewable sources, on monthly consumption basis.

a Indigenously developed 132 kV and 220 kV Mobile Gas-Insulated Switchgear (m-GIS) systems (in collaboration with industry partner) for rapid deployment in the transmission projects.

a CommissionedAsia'sfirst IC ester oil based 400/220 kV, 315 MVA T.

a Incorporated an SPV in Kenya for implementation of Kenya Transmission PPP Project, marking POWERGRID's foray into International transmission project through developer mode in Africa.

a Under the aegis of the Ministry of Power, your Company acted as the Nodal Agency and successfully conducted the maiden edition of Bharat Electricity Summit (BES 2026).

1. Financial Performance

Financial Performance during year under review (FY 2025-26) as compared to the previous year (FY 2024-25) on Standalone basis is summarized below:

(All Figures except per share data are in units as indicated)

* including current maturities of Long-Term Borrowings Convenience Conversion at US $ 1= 94.82 as on March 31, 2026

1.1. Dividend

Your Company has consistently maintained a balance between its capex requirements and shareholder expectations through regular dividend distributions and ensured sustained returns to shareholders. The total dividend payout for the year amounts to

8,371 crore (including interim dividends of 7,208 crore). The final dividend shall be paid, subject to approval by shareholders at the Annual General Meeting. The total payout ratio for the year was 53%.

The Company recommended / declared dividend as follows:

^Recommended for approval of Shareholders

1.2. Transfer to Reserves

For FY 2025-26, appropriation of profit has been made as follows: a) General Reserve : 6,000.00 crore b) Self-Insurance Reserve : 318.07 crore

1.3. Government of India (GOI) Shareholding

Government of India's shareholding in the Company remained unchanged at 51.34%.

1.4. Performance under MoU and Public Enterprises Survey 2024-25

Your Company was rated "Excellent" with a score of 93.88 for its performance under the Memorandum of Understanding (MoU) signed with Government of India for FY 2024-25. The Company has consistently received "Excellent" rating under MoU since its first MoU for FY 1993-94.

Further, your Company ranked First among service sector CPSEs in terms of Dividend Declaration and Second in terms of Gross Block and Net Worth in Public Enterprises Survey 2024-25 published by the Department of Public Enterprises, Govt. of India.

2. Other Significant Developments

2.1. Consolidation of TBCB SPVs for enhanced operational efficiency

With a view to minimising legal and regulatory compliance requirements and enhancing operational efficiency, and pursuant to requisite approvals from CERC, your Company undertook consolidation of some of its TBCB subsidiaries. As a result, 12 TBCB SPVs were amalgamated/ merged into POWERGRID Khavda II-C

Transmission Limited and 5 TBCB SPVs were amalgamated/merged POWERGRID Vataman Transmission Limited with effect from March 1, 2026. This has enabled improved monitoring, streamlined operations, and strengthened governance mechanisms.

Post-merger, the number of wholly owned subsidiaries of POWERGRID stood at 64 as at the end of financial year 2025-26. Further, POWERGRID's Board has accorded approval for the amalgamation/merger 28 TBCB SPVs with two other TBCB SPVs, which is expected to further rationalise the SPV structure and enhance operational efficiency.

2.2. Performance in TBCB

During the year, your Company emerged successful in 9 Transmission System Projects including 8 interState and 1 intra-State under Tariff Based Competitive Bidding (TBCB) route. The scope of these projects inter-alia includes 12 transmission lines and 3 new substations with an aggregate transformation capacity of 24,000 MVA, spread across the states of Karnataka, Uttar Pradesh, Madhya Pradesh, Odisha, Andhra Pradesh and Maharashtra. These projects are scheduled for completion progressively by the year 2030.

Details of the Projects: i. Transmission system for strengthening at Davanagere for integration of RE Generation ii. Transmission system for inter-regional (NR-WR) transmission system strengthening to relieve the loading of 765 kV D/c Vindhyachal-Varanasi line iii. Transmission system for augmentation of transformation capacity and implementation of line bays at Mandsaur S/s for RE interconnection iv. Transmission system for inter-regional strengthening between SR Grid and WR

Grid v. Transmission system for inter-regional strengthening between SR Grid and ER

Grid vi. Transmission system strengthening for integration of additional RE potential at Davanagere (0.25 GW) and Bellary (2.75 GW) vii. Transmission system strengthening at Tumkur-II for integration of additional RE potential (2.7 GW) viii. Transmission system for evacuation of power from Pumped Storage Projects in Sonbhadra District, Uttar Pradesh ix. Transmission system for network expansion scheme in Maharashtra for removal of transmission constraints in Pune Region-I (765/400 kV AIS Pune East)

(Sl.No. (i) to (viii) are inter-State transmission system projects and Sl.No. (ix) is an intra-State transmission project)

Including the above, as on March 31, 2026, your Company's cumulative market share in ISTS, in terms of tariff, stands at 44%, since introduction of TBCB mechanism in the country.

In addition to above, your Company has secured, for the first time, a BESS project (150 MW/300 MWh at Kalikiri, Andhra Pradesh). At the end of FY 2025-26, your Company owned 60 TBCB subsidiaries, the details of which are provided in the Management Discussion and Analysis section.

2.3. Divestment of Equity Stake in CTUIL

Your Company had incorporated a wholly-owned subsidiary, Central Transmission Utility of lndia Limited (CTUIL), in December 2020 for carrying out statutory functions of central transmission utility as per Section 38 of the Electricity Act 2003 and other functions as assigned by Central Electricity Regulatory Commission (CERC). Pursuant to the NITI Aayog recommendation and approval of Ministry of Power, your Company's Board has accorded in-principle approval for divestment of its entire equity stake in CTUIL to Grid Controller of India (GRID-INDIA), a CPSE under Ministry of Power, Govt. of India.

2.4 Monetization of Transmission Assets through Securitization of following 8 operational TBCB SPVs through Duringtheyear,yourCompanyhasmonetized cashflows securitization route by private placement of bonds and raised 3,704 crore against monetization target of 3,500 crore. i. POWERGRID Sikar Transmission Limited ii. POWERGRID Aligarh Sikar Transmission Limited iii. POWERGRID Bhadla Transmission Limited iv. POWERGRID ER NER Transmission Limited v. POWERGRID ERWR Power Transmission Limited vi. POWERGRID Raipur Pool Dhamtari Transmission Limited vii. POWERGRID Dharamjaigarh Transmission Limited viii. POWERGRID KPS3 Transmission Limited

3. Operational Performance

3.1. Asset Management

As on March 31, 2026, your Company's major transmission assets, including those owned through its wholly-owned subsidiaries, consisted of 1,584 transmission lines aggregating to 184,960 ckm, and 291 substations (including 18 HVDC substations and 68 GIS substations) with an aggregate transformation capacity of 624,016 MVA.

Your Company has been consistently maintaining a system availability of more than 99.8% over the past five years. This consistent high system availability has been achieved through a structured asset management approach covering the full asset lifecycle from design, commissioning and operation to maintenance, refurbishment and replacement. Intelligent asset inspection and analysis tools for defect detection, asset health assessment and risk-based prioritisation enable early identification of incipient defects and to initiate timely preventive actions before they develop into outages. Your Company's asset management is driven by its Asset Management Policy and Strategic Asset Management Plan and is aligned with ISO

55001. Reliability Centred Maintenance coupled with AI-based defect detection has ensured high system availability.

Major achievements of your Company during FY2025-26 in the area of Asset Management are: i. Deployment of state of the art technologies for switchyard maintenance. ii. In-house development of mobile application for logging of inspection data in substations. iii. On-site replacement of one phase winding of 315MVA ICT at one of the substations, resulting in savings in time and cost. iv. Conducted >60 Asset Management System Implementation Review audits to assess and strengthen asset management practices across the organisation. v. Successfully carried out in-house repair and restoration of 3 nos. transformers / reactors. vi. Undertook drone-based patrolling of >8,500 transmission towers, enabling efficient asset inspection, improved monitoring, and proactive maintenance planning.

3.2. National Transmission Asset Management Centre (NTAMC) and Regional Transmission Asset Management Centres (RTAMCs)

To facilitate remote operation of your Company's transmission system and monitoring of various parameters on real time basis at regional and national levels, your Company had set up state-of-the-art RTAMCs and NTAMC at various locations across the country. These state-of-the-art centres are manned round-the-clock by experts for effective monitoring and management of transmission assets. Your Company has taken up the upgradation of its NTAMC and RTAMCs and during the year, infrastructure upgrade was completed in Southern Region with advanced specifications. Upgradation of other centres is underway. Further, your Company also completed the upgradation of its telecom infrastructure for its control and monitoring purposes.

3.3. Asset Management Benchmarking

Your Company benchmarks its asset management and operational excellence through globally recognized studies, namely the International Transmission Asset Management System (ITAMS) and the International Transmission Operations & Maintenance Study (ITOMS). The Company achieved first-quadrant rankings in both benchmarks, reflecting high asset management maturity, superior operational performance, and cost efficiencyamong leading international transmission utilities. It was also recognized for having the Best Asset Management Operating Model in ITAMS, demonstrating its strong focus on reliability, efficiency, and continuous improvement.

3.4. Adoption of latest technologies

Your Company introduced/ initiated study and deployment of new technologies in the area of Asset Management such as: i. AI-based defect identification system (PG AMRIT) was trained with drone-based image to identify defects in transmission line towers. ii. In-house development of AI enabled Asset Health Indexing tool for one of the critical equipment enabling single window view of the health of its fleet in POWERGRID. iii. Development of Spatial Decision Support System for disaster analytics in association with an Indian organisation of international repute. As part of the system, an intelligent solution is being developed to mitigate specific risks.

3.5. Cyber Security

During the year, your Company remained committed to maintaining a robust cybersecurity posture and continued to strengthen its cyber resilience through preventive, detective, and responsive security measures resulting in zero cybersecurity incidents during the period. The Company ensured timely reviews in accordance with applicable guidelines and directives of the Government. Regular monitoring, security assessments, awareness programs, and technology enhancements were undertaken to enhance cyber literacy among the employees and ensure secure operations across the organization. The Company's establishments are certified as per ISO/IEC 27001:2022. Your Company has also set up a centre of excellence to facilitate research and development in this direction.

3.6. Safety

Your Company remains committed to ensuring the safety of its transmission systems, substations, employees, contract workers, and the general public through robust occupational health and safety management practices. In accordance with ISO 45001:2018 standards, health and safety considerations are integrated into various phases of activities including design, construction, operation, and maintenance of assets. During the year, the Company successfully completed the prescribed internal and external audits, leading to the successful renewal/re-certification of its ISO 45001:2018 Occupational Health & Safety Management System (OHSMS) certification.

The Company continues to strengthen implementation of its Safety Policy and promote a proactive safety culture through regular audits, inspections, trainings, safety briefings, mock drills, and awareness programmes conducted across project and O&M sites. Lineman Divas, National Safety Day/Week, National Electrical Safety Day/Week, Fire Service Week and Environment Day were also observed across the Company to enhance safety awareness among employees, families, and contract workers.

Significant achievements/ initiatives during the year: i. 280 Safe Days in O&M activities and 118 Safe Days in projects. ii. 2,166 safety trainings for employees and 31,206 safety trainings for construction workers covering occupational health & safety, construction safety, fire safety, first aid, Behaviour-Based Safety (BBS), and emergency management highlighting continued emphasis on competency development and safety awareness. iii. More than 2.83 lakh safety briefings by supervisors, team gang leaders, and safety personnel for reinforcing hazard awareness and precautionary measures, with continuous monitoring across project and O&M sites through mandatory daily safety pep-talks/safety briefings recognizing the importance of safety briefings prior to commencement of work. iv. More than 1,250 mock drills were conducted across substations and project sites to enhance emergency preparedness and response capabilities. v. Updated contractual safety provisions in construction contracts including strengthened safety clauses, enhanced qualification requirements for contractor safety personnel, job-specific induction trainings, display of pictorial SOPs with Do's & Don'ts at sites, screening of SOP-based safety videos, and inclusion of erection methodologies in safety plans. vi. Deployed Smart Safety Helmets and cooling jackets on pilot basis towards enhancing safety of the workforce. vii. Developed VR-based safety training modules and animated accident case-study videos for experiential safety learning. viii. Implemented steel wire rope guying systems, grab-type fall arresters, area lifeline systems, Smart Sticks in transmission line maintenance, and mechanized local earthing systems for enhancing safety during high-risk activities. ix. Deployed Field Supervisors (Safety) across its projects for enhanced field-level safety monitoring.

4. Disaster Management

Your Company has established a well-defined Disaster and Crisis Management Plan to ensure prompt and effective response during natural disasters and man-made emergencies, enabling rapid restoration of damaged power infrastructure. The plan delineates a clear organizational hierarchy across various levels, facilitating coordinated and efficient crisis management, and specifies the roles and responsibilities of all concerned departments for seamless execution.

Based on inputs from the Indian Meteorological Department (IMD) and other reliable meteorological sources, necessary preparatory measures were undertaken ahead of cyclone ‘Montha' during FY 2025 26. Owing to these proactive measures and robust infrastructure, the impact on the Company's transmission network remained minimal during the cyclone. Your Company, in collaboration with industry partners has taken up indigenous development of Emergency Restoration System (ERS) and Mobile Gas-Insulated Switchgear (m-GIS) for rapid restoration during natural disasters.

Your Company continued to strengthen the preparedness and resilience of the power sector against emergency contingencies. During the year, Emergency Restoration System (ERS) training was imparted to more than 100 personnel from various State Utilities, enhancing sector-wide capability for rapid restoration of transmission infrastructure. To further augment emergency response readiness, orders were placed for procurement of 20 ERS sets for Regional Power Committees (RPCs)/Regional Pools.

5. Project Implementation

During the year your Company added about 5,772 circuit kilometres (ckm) of transmission lines including reconductoring of 279 ckm, antitheft charging of 772 ckm, transmission lines completed under North Eastern Region Power System Improvement Project - 82 ckm and Comprehensive Scheme for Arunachal Pradesh and Sikkim- 17ckm.

In spite of consistent project execution challenges such as Right-of-Way, applicable clearances and supply chain issues, your Company commissioned a number of transmission lines and substations facilitating renewable energy integration and the country's march towards energy transition. Some of the major transmission assets commissioned/ completed during the year include:

Transmission Lines

a 765kV D/c Banaskantha-Ahemadabad

a 765kV D/c KPS2-KPS3

a 765kV D/c Khetri-Narela

a 765kV D/c Lakadia PS-Ahmedabad

a 765kV D/c Bhadla II-Sikar II

a 765kV D/c Ahmedabad-Navsari (New) (South Gujarat) (GIS)

a 765kV D/c Bhadla-III PS-Sikar II

a 765kV D/c Ramgarh (II) - Bhadla-III

a 765kV D/c Navsari (New) (South Gujarat) (GIS)-Padghe (GIS)

a 400kV D/c Ananthpuram PS-Kurnool-III PS

a 400kV D/c Jeypore (POWERGRID)-Jagdalpur (CSPTCL)

a 400kV D/c 2nd Circuit of Kishenpur - Dulhasti

a 220kV D/c Kathalguri (NEEPCO) Namsai (PG) completed ahead of schedule

Substations

a 765/400kV KPS-2 (GIS)

a 765/400kV KPS-3 (GIS)

a 765/400kV Narela (GIS)

a 765/400kV Ahmedabad (AIS)

a 765/400kV Dausa (AIS)

a 765/400kV Ramgarh PS (AIS)

a 765/400kV Bhadla-III(AIS)

a 400/220kV Ananthapur (AIS)

a 765/400KV Bikaner-III (AIS)

Further, during the year, 10 TBCB SPVs were commissioned as listed below:

a POWERGRID Dharamjaigarh Transmission Limited

a POWERGRID ER NER Transmission Limited

a POWERGRID KPS3 Transmission Limited

a POWERGRID KHAVDA II-B Transmission Limited

a POWERGRID Bhadla Sikar Transmission Limited

a POWERGRID Khavda II-C Transmission Limited

a POWERGRID Narela Transmission Limited

a POWERGRID ER WR Power Transmission Limited

a POWERGRID Khavda RE Transmission Limited

a POWERGRID Bhadla III Transmission Limited

As on March 31, 2026, the inter-regional power transfer capacity of the transmission assets belonging to the Company and its subsidiaries was 101,180 MW out of 120,340 MW inter-regional power transfer capacity of the national grid.

6. Capital Investment, Fund Mobilization & Investment Approvals

During FY 2025-26, your Company made a consolidated capital investment, on accrual basis, of 39,967 crore. On cash basis, the consolidated capital investment was 33,305 crore. To finance this investment, the Company mobilized 23,214 crore through Bonds & Term Loans; 2,644 crore through Foreign Loans; 7,447 crore from Internal accruals and others. During the year, investment approvals for transmission projects under regulated tariff mechanism (RTM) worth ~ 7,380 crore were accorded and Company won projects estimated at ~ 14,200 crore under the Tariff Based Competitive Bidding (TBCB) mechanism.

7. Commercial Performance

The Company, through regular follow-ups and by extending assistance to its customers (DICs) in availing innovative instruments via CTUIL, achieved a collection efficiency of 101.20% of billing in FY 2025 26. Furthermore, the outstanding dues exceeding 45 days reduced significantly to 1,174 crore in FY 2025 26, as compared to 2,052 crore in FY 2024 25, indicating a strong recovery mechanism supported by Payment Ratification and Analysis in Power Procurement for Bringing Transparency in Invoicing of Generators (PRAAPTI) Portal, a Ministry of Power initiative.

8. Other Businesses

8.1. Telecom Business

Your Company, predominantly utilizing the OPGW laid by it on its transmission lines, is undertaking telecommunications business through its wholly owned subsidiary POWERGRID Teleservices Limited (PowerTel). The erstwhile telecom vertical within your Company was hived off into a wholly-owned subsidiary which commenced commercial operation with effect from October 1, 2023. PowerTel possesses a Unified Licence with service authorisations for National Long Distance (NLD), Internet Service Provider Category ‘A' (ISP-A) and International Long Distance (ILD) from Department of Telecommunications, Govt. of India.

Presently, PowerTel is the largest and the only Telecom Service Provider providing pan-India OPGW based fibre optic connectivity-based solution. Major achievements of the telecommunications business (PowerTel) for the year include: i. Standalone revenue 1,195 crore ii. Availability of telecom network backbone 100% iii. Successfully delivered its first ever link on 400G interface iv. Successfully delivered its first ever International Long Distance (ILD) link v. Received appreciation from the Department of Telecommunications (DoT) for rapid provisioning of critical connectivity to Government agencies and deployment of over 100 Gbps additional bandwidth to telecom operators, ensuring resilient communications during the floods in Jammu & Kashmir.

Government of India entities, leading global OTT platforms, and vi. Securedsignificant telecom service providers, including the award of long-term contracts, reinforcing PowerTel's strong market position and customer confidence.

With a pan India telecom network (primarily OPGW) comprising more than 100,000 km and covering more than 4,000 locations, services consisting of point-to-point leased lines, MPLS based VPN, SD-WAN, DDoS etc., and more than two decades of providing reliable services to its clients, PowerTel continues to enjoy confidence and trust of its diverse clientele comprising state and central government entities, telecom service providers, large OTT players including global IT giants, CPSEs and internet service providers. PowerTel continues to be one of the implementing agencies of the prestigious National Knowledge Network Project of the GoI. Further, its unique tower solution for remote locations has been tested successfully by various entities. With an aim to tap the emerging opportunities and by leveraging the long standing trust of the clients, your Company is now expanding its bouquet of services by foraying into Data Centre business, with the implementation of a 1000-rack, 14MW, Uptime Tier-III certified Pilot Data Centre near New Delhi, being taken up through PowerTel. The same is expected to go commercial in the financial year 2026-27. Further, the Company is also taking up establishment of a Zone-2 Data Center at Chennai for which the land has been acquired. In addition to providing services to third parties, PowerTel is also providing your Company with various digital and connectivity services.

Standalone revenue of Consultancy segment (including domestic and international) stood at 891 crore for the year 2025-26.

a Domestic Business

Leveraging the rich experience earned through implementation of large transmission networks in India and abroad and by adopting latest technology in multifarious topology and environment, your Company offers consultancy services across the entire spectrum of power transmission & distribution with more than 150 client base including State owned utilities, private utilities, Central Public Sector Undertakings, Government departments etc.

Among the key Government initiatives, under implementation by your Company, are its flagship schemes, namely North Eastern Region Power System Improvement Project (NERPSIP) and Comprehensive Scheme for Strengthening of Transmission and Distribution (T&D) Systems in Arunachal Pradesh and Sikkim. The Company has also been entrusted with the works related to establishment of power infrastructure under GoI's scheme, Revamped Distribution Sector Scheme (RDSS) in the Union Territories of Jammu & Kashmir, Ladakh and Andaman & Nicobar Islands. This work is being implemented through POWERGRID

Energy Services Ltd., a wholly owned subsidiary of POWERGRID.

POWERGRID is also providing/ exploring consultancy to state utilities for the establishment of State Transmission Asset Management System (STAMS), HVDC systems, inspection and audit services, design and engineering and other related activities.

Some of major activities/ achievements during the year include: i. Secured 39 consultancy orders amounting to a consultancy fee of 390 crore. ii. 11 consultancy projects were successfully completed while 62 projects across diverse categories including railway electrification, renewable energy bay implementation, engineering consultancy services, etc. are under implementation. iii. MoU signed with NTPC for consultancy services for implementation of their dedicated transmission projects and associated works.

Further, your Company has taken up establishment of a Pilot Green Hydrogen Plant of 1MW capacity for microgrid applications at its Neemrana substation.

a International Business & Cross Border Interconnections

International Business

During the year, your Company extended its footprints to Mozambique, taking its global footprint to 25 countries. Further, during the year, your Company secured 8 (new/ extension) international consultancy assignments amidst a tough global competition. As on Mach 31, 2026, your Company was implementing 14 assignment/projects across 7 countries, mainly in the areas of project management, preparation of DPR report, O&M of transmission system.

Your Company has a strong foothold in SAARC, Asia Pacific, Europe, Africa, CIS & Oceania and has proved its competency by successfully undertaking projects in some of the toughest geographies. The Company is also exploring increasing use of multilateral frameworks for its global aspirations. Major achievements during the year included: i. Signed PPP Project Agreement, in partnership with Africa50, for development of a 400kV transmission system network comprising two transmission lines in Kenya, and an SPV, Mwanga Transmission Company was incorporated for implementation of project. This marks POWERGRID's first international transmission project as a developer in Africa. ii. Framework agreement signed with Africa50 and Uganda Development Bank for exploring opportunities in Uganda.

Cross-Border Interconnections

India shares borders with a number of South Asian nations and is significantly contributing to power exchanges within these countries. This has been facilitated by your Company through establishment, operation and maintenance of various cross-border interconnections, thus optimizing resource utilization and fostering economic development. As on March 31, 2026, the cross-border interconnections enable a combined power transfer of about 10,323 MW with neighboring countries such as Bhutan, Nepal, Bangladesh and Myanmar. Major achievement during the year included signing of Joint Venture and Shareholders' Agreements (JV&SHA) between POWERGRID and the Nepal Electricity Authority (NEA) for incorporation of two joint venture entities - one in India and one in Nepal - for the development of high-capacity cross-border power transmission infrastructure.

8.3. Other Businesses

Your Company, through its subsidiary POWERGRID Energy Services Ltd (PESL), is actively contributing to various Government of India initiatives aimed at strengthening the nation's power sector in the areas of smart metering and distribution management systems. PESL is implementing a project of deploying 69.4 lakh smart meters in two DISCOMs of Gujarat, of which 21.7 lakh meters have been put into operation. It is also undertaking development of your Company's first BESS project secured under TBCB.

PESL is also implementing distribution infrastructure projects for loss reduction under Govt. of India's Revamped Distribution Sector Scheme in the Union Territories of Jammu & Kashmir and Ladakh including border areas. Further, PESL has entered into Agreement with Electricity Department of Andaman & Nicobar Administration for implementation of Smart Metering and Loss reduction works under RDSS. The Company is actively supporting the PM Surya Ghar Yojana by promoting the adoption of rooftop solar PV systems in residential and government buildings, including own facilities.

PESL commissioned its first 85 MW Nagda Solar PV Plant at Nagda in Ujjain district, Madhya Pradesh in April 2025. In its first year of operation, the plant generated about 147 million units (MU) of clean energy. The power generated is being utilized for POWERGRID's internal electricity consumption while the balance is optimally monetized through different platforms including power exchange.

9. Quality Management

Your Company's Quality management systems are aligned with Integrated Management System comprising ISO 9001:2015 for Quality Management System, ISO 14001:2015 for Environmental Management System and ISO

45001:2018 for Occupational Health and Safety Management System.

The quality of manufactured products is maintained by implementing agreed Manufacturing Quality Plan (MQP)/ Inspection Test Plan (ITP), while the quality during installation, testing & commissioning of equipment at site is ensured by implementing agreed Field Quality Plans (FQP). Major highlights during the year include: i. More than 27,000 inspection calls undertaken. ii. More than 50% inspections of eligible items carried out virtually, pursuant to formulation of Policy for Virtual Inspection. iii. Formulation of guidelines for grading of manufacturers and optimisation of sampling plan. iv. Optimisation of Sampling Plan and Testing Activities during Acceptance Testing. v. Various Guidelines formulated to facilitate inspection/assessment process. vi. Re-Certification for Integrated Management System covering requirement of ISO 9001:2015 for Quality Management System, ISO 14001:2015 for Environmental Management System and ISO:45001:2018 for Occupational Health and Safety Management System.

10. Research & Development (R&D) and Innovation initiatives

Your Company continues to strengthen its leadership in transmission-sector innovation through focused research, indigenous technology development, and collaboration with premier academic institutions. During the year, the expenditure on R&D and innovation initiatives was 321.19 crore as against 311.85 crore in the previous financial year.

A key milestone in the Company's innovation journey is the grant of a patent for "System and method for determining parameters in an electric grid infrastructure by autonomous robotic devices," developed in collaboration with one of India's premier institutes, the Indian Institute of Technology, Kanpur. This patented autonomous ground robot system enhances inspection and monitoring of substation equipment and reflects POWERGRID's commitment to nurturing homegrown innovation. Further advancing asset reliability and land optimization, your Company has successfully developed and commissioned Insulated Cross Arms at 400kV level for the first time in India This was deployed on one of its 400kV transmission line tower (Maharanibagh Narela line), traversing through the National Capital Region. The innovation enabled compact tower designs that significantly reduce Right of Way requirements and associated environmental and social impacts.

To enable faster grid expansion and improve system resilience, indigenous development of Mobile Gas-Insulated Switchgear (m-GIS) at 132 kV, 220 kV, and 400 kV has been initiated, in collaboration with industry partner. The 132 kV and 220 kV variants are already developed and positioned for deployment. Timely maintenance of transmission lines and switchyard equipment is essential to minimize downtime and ensure high availability. To address the challenge of availing shutdowns, the Company has adopted advanced hot line maintenance techniques. The latest innovation in this direction is the Insulated Aerial Work Platform, also known as the Telescopic Insulated Bucket or Insulated Compact Bucket, which enables safe and efficient maintenance without outages. These insulated compact bucket units are planned to be deployed across 132kV

AC, 220kV AC, 400kV AC, 765kV AC, and ?500kV HVDC systems. Development and laboratory testing of 132kV, 220kV, and 400kV units has been completed, while higher-voltage units are under testing.

Towards its commitment to decarbonisation, sustainability, and achieving Net Zero emissions by 2047, circuit breakers with environmentally

your Company has initiated steps to replace conventional 145kV SF6

sustainable green gas-based alternatives. Development of a pilot unit in this regard is currently in progress. Timely condition assessment of critical switchyard equipment is vital to minimize downtime and ensure high availability of the transmission system. To enhance diagnostic capabilities, the Company is planning deployment of indigenously developed Portable Containerized High Voltage Test Kits for Gas Insulated substations up to the 765 kV level. These advanced systems enable high-voltage testing under conditions comparable to factory acceptance tests, ensuring realistic stressing of insulation systems and strengthening reliability of operations.

To support rapid construction in remote and difficult terrains, heavy lift programmable drones with 100kg payload capacity are being explored for use during construction and maintenance of transmission lines, helping fast-track renewable project timelines and timely maintenance and restoration of transmission lines. Additionally, the HVDC Valve Hall Inspection Robot, an advanced unmanned ground vehicle equipped with LiDAR, thermal imaging, and high-resolution cameras, is being developed to safely inspect HVDC and FACTS installations in high electromagnetic environments. Built on a modular ROS2-based architecture, it supports AI-assisted analytics, autonomous patrols, and digital twin integration, marking a major step towards modernization and digital transformation of inspection practices.

11.1. Promotion of ‘Make In India'

Your Company, through continuous measures, has encouraged localization of various goods to be sourced for development/operations of transmission system. Foreign manufacturers have been nudged to set-up facilities in India thus promoting the Make in India initiative of Government of India. With POWERGRID's efforts, new plants and facilities have been set-up in India over the past few years by a number of foreign manufacturers for equipment like GIS, transformers, reactors, STATCOM, OPGW, etc. paving way for a wider vendor base and emergence of a more efficient supply chain. Further, POWERGRID has given much impetus towards procuring from local suppliers in its various procurement verticals. In line with the Government policy of Make in India and guidance towards increase in domestic value addition of the final product, your Company has been actively developing and adding sub vendors.

Your Company is actively working to develop its vendor base in the domestic market by encouraging participation of local suppliers and promoting capacity building for existing vendors. During FY 2025-26, your Company awarded 3 numbers of vendor development contracts.

11.2. Promotion of Micro and Small Enterprises (MSEs)and Procurement through GeM

In line with Government of India directives for promotion of MSEs, the Company has been complying with the guidelines issued by the Government of India from time to time. Trade Receivable e-Discounting System (TReDS) is a platform for facilitating the financing of trade receivables from corporate and other buyers, including Government Departments and Public Sector

Undertakings (PSUs), through multiple financiers. The Company is registered on all the five platforms, as mentioned below:

Your Company has taken various initiatives which are in line with Micro, Small and Medium Enterprises Development (MSMED), Act 2006 for timely payment and grievance redressal of MSMEs. The Company is continuously pursuing its MSMEs vendors to get themselves on-boarded on TReDS Platforms, for which detailed guidelines have been provided on POWERGRID's website, www.powergrid.in. During FY 2025-26, payments for a total number of 42,107 invoices in respect to MSE were made within 45 days and there were no instances of payments beyond 45 days to MSE vendors. During the FY 2025-26, the Company made a total procurement* of goods and services of 2,606.51 crore, out of which 2,573.50 crore was procured through GeM. Consequent to the outcome of the competitive bidding, the total procurement from MSEs (including MSEs owned by SC/ST and Women entrepreneurs) was 1,834.87 crore (70.40%). Further, the total procurement from MSEs owned by SC/ST entrepreneurs was 131.28 crore (5.04%) and from MSEs owned by Women entrepreneurs was 161.86 crore (6.21%). *includes all procurement of goods and services under the ambit of PPP for MSEs, Order 2012. Further, the Company has taken various steps to encourage MSEs participation in the procurement process across India as mentioned below.

a Purchase preference for MSEs

Suitable provisions for purchase preference upto 25% from MSEs including 4% from MSEs owned by SC/ ST entrepreneurs and 3% from MSEs owned by Women entrepreneurs exist in the bidding documents for all procurement of Goods and Services under the ambit of PPP for MSEs, Order 2012. Under the procurement of Goods & Services, for divisible packages, the purchase preference is given to MSEs for up to 25% of package value and for non-divisible packages, the purchase preference is given to the lowest MSE bidder for 100% of package value.

Annual procurement plan for FY 2026-27 from MSEs for the categories of Product & Services under the ambit of PPP for MSEs, Order 2012 is uploaded on www.powergrid.in as well as on MSME-Sambandh Portal. Further, procurement data under the ambit of PPP for MSEs, Order 2012 is updated on monthly basis at MSME-Sambandh Portal.

a Relaxation in Bid conditions: MSEs are given relaxation in financial qualification criteria in all procurement of Goods and Services under the ambit of MSEs. Further to encourage participation of MSEs, for procurement of Goods and Services below 5 crore, 100% relaxation in financial qualification criteria is given to MSE bidders.

Waiver of EMD & Tender Fees: MSEs are exempted from submitting Tender fees and Earnest Money Deposit (EMD) in compliance to the Public Procurement Policy for Micro & Small Enterprises Order, 2012.

Exclusive Tenders for SC/ST and Women owned MSEs: Your Company has introduced a distinct approach i.e. 'Exclusive Tenders' for SC/ST or women-owned MSEs wherein only SC/ST or women-owned MSEs are eligible to participate the tenders for certain goods and services.

MSE Vendor Development

During the year, to encourage and develop Micro and Small manufacturers, 31 nos. of Vendor Development Programs (VDPs) were organized in various parts of the country, of which 11 nos. of VDPs were exclusively held for SC/ST and women-owned MSEs. In these MSE VDPs various presentations were made, and discussions were held with representatives of numerous Micro and Small Enterprises of the country. Special thrust was given to Micro and Small Enterprises owned by SC/ ST and women entrepreneurs. The response of Micro and Small Enterprises in these meetings was overwhelming. During the year, 171 new vendors were added, of which 33 were Micro/ Small Enterprises.

12. Sustainability

As a responsible Corporate, your Company undertakes sustainability-related initiatives in its operations. It recognizes that that long-term business success extends beyond financial performance and must encompass sustainable operations, environmental stewardship, social equity, and meaningful CSR interventions. available TReDS

POWERGRID strictly follows the cardinal principles of Avoidance, Minimization and Mitigation in dealing with environmental and social issues, as outlined in its Environmental and Social Policy & Procedure (ESPP) which was developed way back in 1998. Subsequently, your Company had adopted ESG Vision 2023 - "Transforming responsibly to a sustainable and greener world" along with the goals of achieving 50% of electricity consumption from renewable sources by 2025; becoming a ‘Water Positive' organization by 2030; sustaining a ‘Zero Waste to Landfill Corporate' status by 2030 and attaining and ‘Net ZeroEmissions by 2047'.

In pursuit of ‘Net Zero by 2047', POWERGRID has initiatedmultiplefocusedactions.Significantprogress has emissions the primary contributor to our Scope-1 emissions through stringent

been made in managing SF6

inventory control, leakage management, improved maintenance practices, and digitized monitoring, minimizing the leakage rate to approximately 0.06%, well below permissible limits. Simultaneously, your Company is

actively exploring viable SF6-free technologies, with pilot replacements already underway. On the first target

of 50% electricity consumption, by December 2025, 50% of POWERGRID's electricity requirements are being met, on monthly basis, from renewable sources including rooftop solar installations, green tariff procurement, and dedicated solar generation at its Solar Power Plant at Nagda, Madhya Pradesh, leading to a substantial reduction in Scope-2 emissions. Alongside this, POWERGRID is proactively working towards water positivity through consumption reduction, wastewater reuse, and rainwater harvesting, and has successfully diverted over 90% of its waste from landfills through robust implementation of its 3R-based Waste Management Policy.

13. Corporate Social Responsibility (CSR)

Your Company continues to demonstrate its commitment to the social and economic development of communities through CSR initiatives undertaken across key areas such as healthcare, drinking water & sanitation, education, skill development, rural development, and other areas of national importance, identified in consultation with stakeholders, primarily in the local areas and neighbourhood areas of its operations.

For FY 2025 26, the Company's CSR obligation was 350.81 crore, representing 2% of its average net profit for the preceding three years. Against this, an expenditure of 391.16 crore was incurred, of which

235.07 crore was utilized in thematic areas of Health and Nutrition and Prime Minister's Internship Scheme.

During the year, 122 CSR projects amounting to 211 crore were approved across thrust areas including Healthcare & Nutrition, Skill Development, Rural Development, Environment, Education, Sanitation, Women Empowerment and others. In addition, around 200 CSR initiatives are under implementation across various locations nationwide.

Key contributions during the year include the expansion of POWERGRID Vidyalakshmi Merit-Cum-Means Scholarship to IITs, NITs, and Government funded engineering colleges, construction of various Vishram Sadans at major government health institutions, handing over of advanced medical equipment in several Government Hospitals etc.

Details of completed/ongoing CSR Projects and sanctioned CSR projects are mentioned at Annexure-IX

(Annual Report on CSR Activities) of Director's Report.

14.1. Right to Information

To promote transparency and accountability, an appropriate mechanism has been set up across your Company in line with ‘Right to Information Act, 2005'. Your Company has nominated Public Information officers and Appellate Authorities at its corporate office, regional Headquarters and other offices to provide information to the citizens under the provisions of Act.

Your Company has also developed its web-based online RTI portal, which facilitates timely reply of RTI/ Appeal to applicant by real time monitoring of all RTIs/ Appeals. The portal also facilitates auto generation of various RTI reports for internal and external stakeholders.

During FY 2025 26, about 1,200 RTI applications were received by your Company and were processed in a timely manner in accordance with the provisions of the RTI Act, 2005. To enhance awareness and ensure effective implementation of the Act, training programmes and sensitization sessions were also organized for your Company's CPIOs/PIOs and Appellate Authorities regarding their roles and responsibilities.

15. Commitment to Transparency & Ethical Practices

Your Company remains firmly committed to upholding the principles of transparency, probity, and ethical conduct in all its management functions. To reinforce these values, the Company undertakes preventive, proactive, as well as punitive vigilance measures, thereby ensuring adherence to the highest standards of integrity and ethical practices across the organization.

a Preventive Vigilance as a Key Focus Area

To strengthen organizational processes and minimize malpractices, your Company places emphasis on preventive vigilance through robust systems and a proactive approach for identifying and addressing potential risks.

During the year, 82 surprise inspections, 48 process online inspections, and 29 Chief Technical Examiner (CTE) type inspections were conducted, and based on the observations and recommendations, several systemic improvements have been implemented.

Further, Preventive Vigilance Workshops, webinars, and orientation meetings with POWERGRID officials and vendors were organized across the regions. These covered contract management, Conduct, Discipline and Appeal (CDA) Rules, compliance requirements, common irregularities, case studies, quality aspects, and ethics management, enabling employees to handle situations with informed and responsible decision-making.

a Vigilance Awareness

In pursuance of the directives of the Central Vigilance Commission (CVC), Government of India, Vigilance Awareness Week (VAW) was observed from October 27, 2025 to November 2, 2025 on the

theme "lrdZrk % gekjh lk>k

ftEesnkjh / Vigilance: Our Shared Responsibility." A three-month Preventive Vigilance campaign was also carried out from August 18, 2025 to November 17, 2025.

During VAW 2025, a wide range of capacity-building, outreach, and awareness activities were undertaken across the organization. These included seminars, workshops, and competitions for employees and their families, along with public outreach initiatives such as walkathons and nukkad natak.

Awareness programmes were also conducted in schools, colleges, and villages reaching over 19,000 students and approximately 17,000 villagers to promote integrity and curb corruption. Employees took the Integrity Pledge, and Vendor Meets were organized across the organisation. As part of the event, the Vigilance Journal "Candour" was released, and a booklet on Preventive Vigilance initiatives, showcasing best practices in power sector CPSEs, was also published.

POWERGRID Mobile Attendance System (PG-MAS)

Given the widespread workforce across the country, POWERGRID Mobile Attendance System (PG-MAS) has been introduced to enhance workforce management. This GPS-based mobile attendance system enables real-time, location-based attendance marking, ensuring improved monitoring and transparency of manpower across the organization.

'Satarkata Mitra'- A Vigilance Interactive Chatbot

During the year, an interactive chatbot, ‘Satarkta Mitra', was introduced. This AI-enabled, user-friendly platform provides quick and reliable guidance, while promoting awareness and fostering a culture of integrity and proactive vigilance across the organization.

16. Human Capital: Our Greatest Asset

Your Company has consistently trusted its employees to meet assigned targets while relentlessly focusing on nurturing their skills through timely and effective HR interventions. In pursuit of this objective, systems and practices have been developed and implemented to enable employees to perform at their highest potential. Your Company's commitment remains steadfast in attracting, retaining, and developing talent that aligns with its core values, ensuring they thrive in a safe, healthy, non-discriminatory and approachable environment. These initiatives reinforce the organization's dedication to fostering a culture of excellence, inclusivity, and holistic growth.

Work Force Strength & Diversity

As on March 31, 2026, the permanent employees of your Company's stood at 9,745 of which women employees constituted 9.34%. The attrition rate of regular employees stood at 3.27% in the year 2025-26.

Workforce Augmentation and Capacity Building

In line with the growth projections of the power transmission sector, the Company has augmented its workforce to support expanding operational and infrastructure requirements.

During the year, your Company recruited 1,280 permanent employees, reinforcing its commitment to building capacity for India's transmission infrastructure growth.

Policy Framework and HR Initiatives

In order to respond to the constantly evolving business scenario and to address the dynamic requirements of employees, your Company undertakes regular updating of its policies to keep up with the industry trends. Towards this, your Company rolled out various new initiatives in FY 2025 26:

a Scheme of benefits for employees posted at identified difficult locations, recognizing the challenging working conditions they face and ensuring appropriate support.

a PRABAL Scheme (Employee Assistance Program), designed to provide professional and personal support to enhance mental and emotional well-being.

a Policy and procedure for campus recruitment in the Executive Cadre, enabling recruitment for vacancies across the nation.

Policy Reforms and Employee Benefits

Your company undertakes regular updation of its policies to keep up with the industry trends and remains committed to regularly reviewing its policies and practices to promote employee welfare and well-being. In this direction, during FY 2025 26, a total of 18 existing policies were revised.

Employee Health and Well-being

Your Company places strong emphasis on physical and mental wellbeing of its employees. During the year, 21 numbers of webinars on Health and Wellness/ Health talks on diverse medical and wellness related topics were conducted for employees and their family members. Further, 6 numbers of wellbeing camps were organized for supporting staff engaged through contractors, underscoring the Company's inclusive approach towards employee health, safety, and welfare.

Also, 53 yoga sessions were conducted during the year.

Given the widespread workforce across the country, a new initiative of Video Consultation with qualified medical professionals was introduced at Corporate Centre, enabling employees across locations to access medical guidance conveniently.

Sports and Employee Engagement

Your Company has consistently encouraged employees to remain physically and mentally fit and active. Organising inter-regional sports meets and participation in sports competitions outside the Company promotes wellness, teamwork and camaraderie among the employees and with other organisations. During the year, your Company

a Organised 11 Inter-Regional Sports Tournaments (Lawn Tennis, Table Tennis, Volleyball, Football, Cricket, Kabaddi, Athletics, Badminton, Carrom, Chess, Bridge).

a Participated in Inter-CPSU tournaments, with multiple medals across different categories.

These initiatives promote wellness, teamwork, and camaraderie across regions.

Recognition and Organizational Culture

Reward and recognition schemes are strategic tools used by organizations to acknowledge and appreciate the efforts and achievements of their employees. These schemes aim to enhance motivation, boost morale, and increase productivity by providing tangible and intangible benefits for exceptional performance. The annual PRATIPHAL Award Distribution for FY 2024-25 was held at Raipur, Chhattisgarh.

Cultural Engagement

Cultural Meet & Exhibition is an event designed to celebrate, showcase, and promote the diversity of cultures within a community, organization, or educational institution. These events provide a platform for participants to share their heritage, traditions, and artistic expressions, fostering mutual respect and understanding among diverse groups. Towards this, Cultural Meet & Exhibition was held in December 2025 at Raipur, Chhattisgarh.

Empowering Women

In line with its commitment to women empowerment, your Company undertook several initiatives during FY 2025-26. As part of this effort, five substations were designated as ‘Pink Stations' i.e. substations where the operation and maintenance activities are managed by women employees, taking the total number of substations to nine across the organization as at the end of FY 2025-26. Further, to recognize and reward the outstanding contributions of women employees in POWERGRID, two women employees were honored with the ‘Women Achiever of the Year' award during the year.

Social Security Initiatives

Your Company continues to demonstrate its commitment towards employee welfare and long-term financial security through the effective implementation of new initiatives. In FY 2025-26, your Company made significant progress in facilitating settlement under the EPFO Higher Pension scheme, and applications of >90% of eligible employees were successfully processed.

Prevention of Sexual Harassment at Workplace

Training/workshop programs for both male and female employees have been conducted to sensitize them on issues and the law/ Policy relating to sexual harassment. Workshops on women empowerment, development and gender sensitization were also organized. POWERGRID has registered on the Government of India's SHe-Box (Sexual Harassment Electronic Box) portal, a centralized platform for reporting workplace sexual harassment complaints. The SHe-Box link has also been integrated with the POWERGRID's internal POSH portal to facilitate easy access and reporting of complaints, if any.

The status of complaints received, disposed and pending during the financial year 2025-26 is as under:

Grievance Redressal

It has always been your Company's priority to promptly redress the grievances, particularly those raised by employees, within the broad parameters of guidelines enumerated by Government of India and policy framework. Employees can lodge their grievances through "SAMADHAN", an ‘Employee Grievance Portal', which are promptly redressed by designated nodal officers at corporate & regional offices. In this regard, a total of 52 grievances were received on this portal from employees during FY 2025-26 and all have been redressed within the stipulated timeframe in accordance with the applicable guidelines/Policy.

Ensuring Social Justice

Your Company has set up a separate cell to look after and safeguard the statutory provisions for SC/ ST/ OBC

& PwBD categories of employeesisinplace.LiaisonOfficerlooks after the welfare & safeguard of SC/ ST/ OBC/

EWS/ PwBD/ EsM (Ex-Servicemen) employees and is assisted by the reservation cell. Liaison Officer also ensures that there is no discrimination on the basis of caste, religion & disabilities amongst the employees. To ensure effective discharge of duties across all establishments of POWERGRID, separate Liaison Officer for each region has been nominated. Your Company implements all directives and guidelines with regard to reservation policy issued by Government of India. Annual inspection is also conducted to ensure implementation of directives issued by Government of India. Periodic meetings are held with representatives of the association of SC/ ST & OBC to resolve issues, if any. Further, an online complaint system has been established through the Reservation Portal to ensure transparency and the timely disposal of complaints.

Human Resource Development

Your Company continues to strengthen its human capital by scaling its training ecosystems, building leadership capability, and driving nation-building skill initiatives. Major highlights of the Company's comprehensive human resource development initiatives during the period are detailed below:

Learning and Development Initiatives

a Conducted over 540 comprehensive technical, managerial, and behavioral training programs across all regions. This initiative successfully generated more than 50,000 total training man-days, achieving a high engagement rate of 5.77 man-days per employee.

a Added more than 50 new courses aligned with business needs on Platform of Remote Accessibility towards Guiding Youth for Academic Nurturing (PRAGYAN), an e-learning portal of your Company. With these more than 300 e-learning courses on various topics are available for employees.

a 1,112 apprentices were engaged across various trades in accordance with the provisions of the Apprentices Act.

a POWERGRID Transmission Experience Centre, at POWERGRID Academy of Leadership (PAL) continues to advance technical excellence. As a state-of-the-art facility, it seamlessly integrates hands-on exposure into the core training curriculum, equipping engineering professionals with the real-world competencies required to manage complex grid networks.

a Undertaking Capacity Building and Institutional Strengthening (CBIS) programmes for State Power Utilities across six North Eastern Region (NER) states (Assam, Meghalaya, Mizoram, Manipur, Nagaland and Tripura) under NERPSIP Project; and Capacity Building initiatives under the Comprehensive Scheme for Arunachal Pradesh and Sikkim.

a Organized HRTECH Conference 2025 on the central theme, "Innovate HR, Include & Inspire People" covering 85+ different organizations and 450+ delegates from leading companies.

a Enrolment of 9,300 employees in iGoT portal. Successfully trained 330 employees under the Rashtriya Karmayogi Large Scale Jan Seva Program Phase-II. and encourage

a Mandatory courses on Artificial Intelligence successfully launched to ensure timely dissemination of essential knowledge and skills to employees.

a Your Company encouraged continuous learning and knowledge upgradation of its employees by providing access to more than 7 million online documents/ resources through EBSCO and IEEE collection with 24*7 access to e-books, e-journals, and standards on different subjects. Subscriptions for professional organizations including CIGRE, JPC, ILZDA and others were successfully renewed to support knowledge enhancement. Further, an online standard portal has been established to facilitate seamless access to IS and IEC standards.

Leadership Development Programs

a Collaboration with premier institutes such as IIMs and ISB for Leadership Development Program (LDP) for E5-E8 level executives.

a LDP conducted as per Individual Development Plan (IDP) based on Assessment Development Centre (ADC).

a LDP created for all employees at E8 level.

Skill Development Initiatives Skill Development Centres (SDCs)

To address the critical technical skill deficit in the power transmission sector, the Company has established dedicated Skill Development Centres (SDCs) under its Corporate Social Responsibility (CSR) umbrella. These centers focus on empowering unemployed youth by providing specialized training in Power Transmission Line Tower Erection & Stringing. Building on the momentum of previous years, two more SDCs were set up in FY 2025-26 at Bassi (Rajasthan) and Rajgarh/Itarsi (Madhya Pradesh), bringing the total to four fully operational centers.

As on March 31, 2026, a total of 13 batches covering 593 candidates have successfully completed training across all centres, of which 380 candidates have been placed.

PM Internship Scheme (PMIS)

The Prime Minister Internship Scheme (PMIS), launched by the Ministry of Corporate Affairs (MCA) on October 3, 2024, aims to enhance youth employability by providing structured internship opportunities to one crore youth across the nation's top five hundred companies over a period of five years. Under the pilot phase of the Scheme, POWERGRID voluntarily participated as a partner company by offering internships in ITI (Fitter, Surveyor and Electrician), Diploma, and Graduate Engineering (Civil and Electrical) disciplines.

POWERGRID's initiatives created 4,004 internship opportunities and issued 4,034 offers during Pilot Round-1 (October December 2024). Further, under Pilot Round-2 (from January 2025 onwards), POWERGRID created 3,876 internship opportunities and issued 2,231 offers, based on the availability of candidates with matching or closely aligned qualifications on the MCA portal. These efforts reflect POWERGRID's strong commitment towards enhancing youth employability, nurturing future talent, and contributing to nation-building.

17. Implementation of Official Language (Rajbhasha)

Your Company remains fully committed to its responsibilities under the Government's Official Language Policy. In line with its progressive work culture, the organization actively promotes the increased use of Hindi as well as other Indian languages across its operations.

Your Company has made consistent efforts to achieve the targets of the Annual Programme on Official Language by promoting the use of Hindi at all levels of management. Key initiatives include organizing review meetings, translation exercises, classes under Hindi teaching scheme, computer training, and workshops. Regular expert lectures are also conducted to enhance employee's proficiency use of Hindi in official work.

During the year, various Hindi promotion activities are regularly organised across Regional Headquarters (RHQs) including were conducted in both online and offline modes. Hindi competitions and related programmes were held throughout the year, especially during observance periods like Hindi Pakhwada and Vigilance Awareness Week. Your Company maintains a distinguished library, making available literary works and various topical journals and periodicals for employees. Continued efforts have enabled many offices and substations to gain membership in Official Language Implementation Committees and recognition under Rule 10(4). During FY

2025 26, 43 inspections by the Ministry of Power and 23 by the Parliamentary Official Language Committee were conducted.

To promote use of Hindi, attractive incentive schemes have been implemented in line with the guidelines of the Ministry of Home Affairs, Government of India. Additionally, special incentive awards are being introduced to encourage greater reading, writing, and active participation of employees in Hindi-related activities. Your Company's efforts in promoting Official Language have been widely appreciated, earning several prestigious awards and recognitions. On Hindi Diwas 2025 i.e. September 14, your Company received Rajbhasha Kirti Puraskar (2024 25) for ‘A' Region category from the Department of Official Language, Ministry of Home Affairs, Government of India.

The North-Eastern Region was also honoured with the Third Prize in the Regional Official Language Award category. Further, under Town Official Language Implementation Committees, multiple units of POWERGRID received awards across categories, for outstanding performance.

Further, Your Company's initiatives have been consistently commended by the Hon'ble Parliamentary Official Language Committee during its inspections and deliberations.

18. Stakeholder Engagement

Your Company recognises that effective stakeholder engagement is essential for sustainable value creation and responsible growth. The Company identifies and prioritises key stakeholders, understands their expectations and concerns, and fosters strong, mutually beneficial relationships. Your Company maintains transparent and regular engagement with shareholders, investors, analysts, employees, customers, regulators, suppliers, communities and business partners, reinforcing trust amongst stakeholders and strengthening the Company's reputation.

The Company also participates in national and international industry forums, conferences and exhibitions to showcase its capabilities, exchange knowledge and contribute to the development of the power sector. Demonstrating this commitment to sector-wide collaboration, your Company served as the Nodal Agency under the aegis of the Ministry of Power to organize the landmark maiden edition of the Bharat Electricity Summit 2026 (BES 2026), which was a resounding success. Further, your Company also deepened institutional and employee-level engagement by hosting the HRTECH

Conference 2025 to collaborate on digital transformation, inclusive cultures, and the future of work.

19. Management Discussion and Analysis Report

Management Discussion and Analysis Report, forming part of the Directors' Report is placed as Annexure-I of this report.

20. Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report, as stipulated under Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 hereinafter referred as ("SEBI LODR") is given in Annexure-II and forms part of this Report.

21. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Pursuant to Section 134(3)(m) of Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, information relating to ‘Conservation of energy, technology absorption and foreign exchange earnings and outgo', is given in Annexure-III to this Report.

22.1 Statutory Auditors of the Company

The Statutory Auditors of your Company are appointed by the Comptroller and Auditor General of India ("C&AG"). Initially, the C&AG, vide its letter dated September 10, 2025, appointed M/s. Rama K Gupta & Co., New Delhi; M/s. Sagar & Associates, Hyderabad; M/s. Jain Paras Bilala & Co., Kolkata; and M/s. G. D. Apte & Co., Mumbai as the Joint Statutory Auditors of the Company for FY 2025 26.

Subsequently, in partial modification of its aforesaid letter dated September 10, 2025, the C&AG, vide its letter dated November 7, 2025, conveyed the appointment of M/s. ASA & Associates LLP, New Delhi, as a Joint Statutory Auditor of the Company for FY 2025 26, in place of M/s. Rama K Gupta & Co., New Delhi. Accordingly, M/s. ASA & Associates LLP, New Delhi; M/s. Sagar & Associates, Hyderabad; M/s. Jain Paras Bilala & Co., Kolkata; and M/s. G. D. Apte & Co., Mumbai, Chartered Accountants, served as the Joint Statutory Auditors of your Company for FY 2025 26. report. The report TheStatutoryAuditorshavegiven is self-explanatory and unqualified does not require any further comments by the Board.

22.2Comptroller and Auditor General's Comments

Pursuant to the provisions of Section 143(6) of the Companies Act, 2013, the Comptroller and Auditor General of India (C&AG) conducted supplementary audit of the financial statements of the Company (Standalone and Consolidated) for the financial year ended March 31, 2026. Based on such audit, the C&AG has stated knowledge. The communication received from the C&AG in this thatnothingsignificant regard is annexed to the financial statements of the Company.

22.3 Secretarial Audit

M/s A. K. Rastogi & Associates, Company Secretaries, has conducted Secretarial Audit of the Company for the financial year ended March 31, 2026. The Secretarial Audit eport is placed atR Annexure-IV. The observations of Secretarial Auditor are as under: i. Half of the Board was not comprising Independent Directors from April 1, 2025 till March 31, 2026 and Woman Director / Independent Woman Director from April 1, 2025, till May 15, 2025 as required under Regulation 17(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [‘SEBI (LODR) Regulations, 2015']; Section 149(1) and Section 149(4) of the Companies Act, 2013; and Para 3.1.4 of DPE Guidelines on Corporate Governance during the Audit period. ii. Non-compliance with the requirement to have requisite number of independent directors in the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Risk Management Committee as required under Regulation 18(1), 19(1)/(2), 20(2)/(2A), 21(2) of SEBI

(LODR) Regulations, 2015; and Para 4.1.1, 4.1.2, 4.4 and 5.1 of DPE Guidelines on Corporate Governance till these Committees were reconstituted. iii. Non-compliance with the Composition of Audit Committee, Nomination and Remuneration Committee and Corporate Social Responsibility Committee as required under Section 177(2), Section 178(1) and Section 135(1) of the Companies Act, 2013 respectively during the Audit period till these Committees were reconstituted.

Your Company's response to observations made under Secretarial Audit Report are as under: POWERGRID, being a Government Company within the meaning of Section 2(45) of the Companies Act, 2013, the power to appoint functional / Official Part-time Directors / Non-Official Part-time Directors (Independent Directors including Independent Woman Director), vests with the President of India. Your Company from time to time has been taking up the matter regarding appointment of requisite number of Independent Directors including Independent Woman Director on the Board with the Administrative Ministry i.e. Ministry of Power. During FY 2025-26, subsequent to the appointment of two (2) Independent Directors on the Board of POWERGRID on April 16, 2025 and one (1) Independent Woman Director on May 16, 2025, your Company became compliant with the requirement of having a Woman Director / Independent Woman Director as per Section 149(1) of the Companies Act, 2013/Regulation 17(1) of SEBI LODR. Further, with the reconstitution of Statutory Committees namely Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee, your Company also became compliant with the provisions of Regulation 18(1), 19(1)/(2), 20(2)/(2A), 21(2) of SEBI LODR (said Regulations), Para 4.1.1., 4.1.2, 4.4. and 5.1 of DPE Guidelines on Corporate Governance and Section 177(2), Section 178(1) and Section 135(1) of the Companies Act, 2013. POWERGRID had requested BSE and NSE for waiver of fine levied for the period during which your Company was not compliant with the said Regulations. Further, the matter for waiver of fine was pursued with NSE and BSE and subsequently, vide their respective communication dated September 12, 2025 and October 7, 2025, NSE and BSE had granted waiver of fine. In this regard, the requisite disclosures were made to NSE and BSE and the same are also available on the respective websites of NSE, BSE and the Company.

22.4 Cost Auditors & Cost Records

M/s. R.M. Bansal & Co. and M/s. Chandra Wadhwa & Co., Cost Accountants, were appointed as Joint Cost Auditors for the FY 2025-26 under section 148 of the Companies Act, 2013.

Your Company is maintaining Cost Accounting Records as prescribed under the Companies (Cost Records and Audit) Rules, 2014, specified by the Central Government under section 148(1) of the Companies Act, 2013.

The Cost Audit Report for the financial year ended March 31, 2026 will be filed within the prescribed time period under the Companies (Cost Records and Audit) Rules, 2014.

23.1 Company's Board and Key Mangerial Personnel

During financial year 2025-26, Shri Lalit Bohra, Joint Secretary, Ministry of New and Renewable Energy Government of India ceased to be the Government Nominee Director w.e.f. April 11, 2025 upon completion of his tenure. In his place, Shri Abhay Bakre, Mission Director, National Green Hydrogen Mission, Ministry of New and Renewable Energy (MNRE), Government of India was appointed as Government Nominee Director w.e.f. April 12, 2025.

Shri Shiv Tapasya Paswan and Shri Rohit Vaswani were appointed as Independent Directors w.e.f. April 16, 2025. Further, Smt. Sajal Jha was appointed as Independent Director w.e.f. May 16, 2025. Dr. Ravindra Kumar Tyagi ceased to be the Chairman & Managing Director of POWERGRID on attaining the age of superannuation on March 31, 2026.

Subsequently, after the end of Financial Year 2025-26, Shri Burra Vamsi Rama Mohan, Director (Projects) was appointed as Chairman & Managing Director w.e.f. April 01, 2026 and assumed the additional charge of the post of Director (Projects) for a period of 3 (three) months from April 1, 2026 till June 30, 2026 in terms of Ministry of Power (MoP) Order dated April 6, 2026, which has been further extended for a period of three months w.e.f. July 1, 2026 or till the date of assumption of charge of the post by the regular incumbent, or until further orders, whichever is the earliest, in terms of MOP Order dated July 23, 2026. Further, Shri Shiv Tapasya Paswan and Shri Rohit Vaswani, ceased to be the Independent Directors w.e.f. April 16, 2026. Smt. Sajal Jha ceased to be the Independent Director w.e.f. May 16, 2026.

Shri Ravisankar Ganesan ceased to be the Director (Finance) & Chief Financial Officer (CFO) of your Company on attaining the age of superannuation on June 30, 2026. Dr. Yatindra Dwivedi, Director (Personnel) assumed the additional charge of the post of Director (Finance) for a period of 3 (three) months from July 01, 2026 or till the regular incumbent takes over the charge or until further orders, whichever is earlier, in terms of MoP Order dated June 27, 2026.

The Board placed on record its appreciation and gratitude to Dr. Ravindra Kumar Tyagi, Shri Ravisankar Ganesan, Shri Lalit Bohra, Shri Shiv Tapasya Paswan, Shri Rohit Vaswani and Smt. Sajal Jha for the contribution made by them in the affairs of the Company. In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, the resolutions with respect to reappointment of Dr. Yatindra Dwivedi and Shri Naveen Srivastava as Directors liable to retire by rotation have been included in the Notice of Annual General Meeting. Shri Venkata Subrahamanayam Vallurie, Chief General Manager (F&A) was appointed as Chief Financial Company w.e.f. July 01, 2026. Shri Satyaprakash Dash ceased to be Company Secretary Officer w.e.f. June 10, 2026 and Smt. Anjana Luthra was appointed as Company Secretary andComplianceOfficer and Compliance Officer w.e.f. June 10, 2026.

23.2 Number of Meetings of the Board

Your Board of Directors met eighteen (18) times during financial year 2025-26. Details regarding dates and attendance at the Board meetings are provided in the Report on Corporate Governance, which forms part of this report. Report on the Corporate Governance is enclosed at Annexure-V and the certificate thereon, issued by Practicing Company Secretary pursuant to Schedule V Para E of SEBI (LODR) is attached at Annexure-VI to this Report.

23.3 Committees of the Board

The Company has constituted Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee. The composition and scope of the aforesaid Committees are provided in the Report on Corporate Governance, which forms part of this report. In addition to aforesaid Committees, the Company has constituted few other Committees for operational convenience.

23.4 Declaration by Independent Directors

During the financial year, Independent Directors have met the requirements specified under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI LODR for holding the position of ‘Independent Director' and necessary declaration from each Independent Director under Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of SEBI LODR has been received.

Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of SEBI LODR, M/s A.K. Rastogi & Associates,CompanySecretarieshaveissuedCertificateof Non-Disqualification of Directors, who were on the Board of the Company during FY 2025-26.

23.5 Performance Evaluation of Directors

Information on Performance Evaluation of Directors is provided in the Report on Corporate Governance placed at Annexure-V of this Report.

23.6 Policy on Director's Appointment and Remuneration

Your Company has framed a policy on the remuneration of the Directors, KMPs and employees. The said policy is available on our website at https://www.powergrid.in/sites/default/files/Investor_Relation/Reports_Filings/Code_of_Conduct_Policies/04_Remuneration%20Policy.pdf

24.1 Risk Management

Information on Risk Management Framework is covered in the Management Discussion and Analysis Report placed at Annexure-I of this Report.

24.2 Internal Financial Controls and Adequacy

The Board has adopted policies and procedures for ensuring orderly and efficient conduct of its businesses, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds, error reporting mechanism, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

24.3 Annual Return of the Company

In accordance with Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, Annual Return of the Company is available on the website of the Company and can be accessed at https://www.powergrid.in/sites/default/files/agm_egm_files/Annual_Return_Fy2025_26_Form_MGT_7.pdf

24.4 Loans, Guarantees or Investments

Loans, Guarantees or investments under Section 186 of the Companies Act, 2013 form part of the notes to financial statements attached to this Report.

24.5 Contracts or Arrangements with Related Parties

Contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, are given at Annexure-VII of this Report. Further, attention of the members is drawn on Note No. 55 of the Financial Statement which sets out related party disclosure.

24.6 Subsidiaries, Joint Ventures and Associate Companies

As on March 31, 2026, your Company had 64 subsidiaries, 12 Joint Ventures Companies.

During FY 2025-26, POWERGRID's equity stake in Torrent Power Grid Limited reduced from 26% to 9.75%. Accordingly, Torrent Power Grid Limited ceased to be a Joint Venture of the Company in terms of Joint Venture Agreement.

Salient features of the financial of our Subsidiaries and Joint Ventures are covered in the Management Discussion and Analysis Report annexed as Annexure-I and a statement in the prescribed Form AOC-1 is annexed as Annexure-VIII of this Report.

24.7 Dividend Distribution Policy

The Dividend Distribution Policy setting out the parameters and circumstance that will be considered by the Board in determining the distribution of dividend to its shareholders and/ or retained profits earned by the Company is available on the Company's website at https://www.powergrid.in/sites/default/files/Dividend%20Distribution%20Policy.pdf

24.8 Significant Material Orders orders passed by the Therearenosignificant Regulators or Courts or Tribunals impacting the going concern status and Company's operations in future.

25. Particulars of Employees

Your Company being a Government Company, the provisions of Section 197(12) of the Companies Act, 2013 and relevant rules issued thereunder, are not applicable as per the notification dated June 5, 2015 issued by the Ministry of Corporate Affairs. The terms and conditions of the appointment of Functional Directors are subject to the applicable guidelines issued by the Department of Public Enterprises (DPE), Government of India from time to time.

26. Compliance of the provisions relating to the Maternity Benefit Act

Your Company has duly complied with the provisions of the Maternity Benefit Act, 1961.

27. Insolvency and Bankruptcy Code, 2016

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status as at the end of the financial year is not applicable.

28. Reporting of Frauds by Auditors

During the year under review, none of the Auditors have reported to the Audit Committee or the Board, under Section 143(12) of the Companies Act, 2013 any instances of fraud committed against the Company by its officers or employees.

29. Fixed deposits

Your Company has not accepted any fixed deposits, including from the public and as such, no amount of principal or interest was outstanding as of the Balance Sheet date.

30. Secretarial Standards of ICSI

The Company has followed the requirements prescribed under Secretarial Standard on Meetings of Board of Directors (SS-1) and General Meetings (SS-2).

31. Material Changes & Commitments

There have been no material changes & commitments affecting the financial position of your Company, which have occurred between the end of the financial year and date ofthis report.

32. Directors' Responsibility Statement

As required under Section 134(3)(c) & 134(5) of the Companies Act, 2013, the Directors confirm that: a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the situation of the Company at the end of the financial year and of the profit of the Company for that period; c) the Directors had taken proper and sufficientcare for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors had prepared the annual accounts on a going concern basis; e) the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

33. Acknowledgement

The Board of Directors would like to express their deep sense of appreciation for the guidance and co-operation received from Government of India, particularly the Ministry of Power, Ministry of Finance, Ministry of Home Affairs, Ministry of External Affairs, Ministry of Statistics and Programme Implementation, Ministry of Environment & Forests, Ministry of Corporate Affairs, Central Electricity Regulatory Commission, Appellate Tribunal for Electricity, Central Electricity Authority, NITI Aayog, Department of Public Enterprises, Regional Power Committees, Office of the Comptroller and Auditor General of India, and other concerned Government departments/agencies at the Central and State level without whose active support, the achievements of the Company during the year under review would not have been possible.

Special thanks to our valued customers, State Governments and State Power Utilities and international clients , who have reposed faith in Company's capability and awarded various consulting works. The Board also appreciates the contribution of Contractors, Vendors and Consultants for successful implementation of various projects by your Company.

The Directors also acknowledge the valuable suggestions and guidance received from the Statutory Auditors during the audit of accounts of your Company for the year under review. The Board also conveys its sincere thanks multilateral financial to national and international financial institutions, domestic & international credit rating agencies for their assistance, continued trust and confidence reposed in your Company.

On behalf of Board of Directors, I would like to place on record our deep appreciation of the dedicated efforts and valuable services rendered by the employees contributing to the performance of the Company during the year 2025-26. The commitment displayed by the employees at all levels is exemplary and praise-worthy. I would also like to thank the Executive team for their strong leadership, the employee unions for their support and all our employees for their commitment, enthusiasm, and dedication.