Chairman's Speech

Dear Shareholders,

Good Afternoon, and a very warm welcome to you all joining us for the AGM.

It is indeed a pleasure to be with you all.

This year, 2026, is particularly special for your Company as DND completes 25 years of providing seamless and uninterrupted connectivity between Noida and Delhi. I congratulate you all and also thank you all for your support.

When the Flyway opened in 2001, it was a pioneering infrastructure project - India's first eight-lane access-controlled expressway flyway.

Twenty-five years later, it continues to be an integral part of everyday life of commuters between Delhi and Noida and continues to play important role in NCR's infrastructure story. As we speak, nearly 2.5 lakh vehicles use it every day.

That is something worth pausing and appreciate.

Our shareholders, who have helped create and sustain this asset have been very important part of this journey.

However, the year and beyond also has had its share of positives and challenges.

On the positive side, the Company returned to profitability during FY26.

We reported a Consolidated Profit After Tax of ₹27.24 crore, compared to a loss of ₹244.19 crore in the previous year. Revenue also increased to ₹58.84 crore with the help of an one-time exceptional income.

Besides, the favourable order by the Income Tax Tribunal has taken away the overhang of tax demand in excess of ₹21,000 Crore.

The management and the Board of this Company now have a fair visibility on Flyway maintenance requirements and other operational expenses.

An independent technical assessment undertaken during the year found the pavement structurally sound and the overall integrity of the bridges satisfactory, with no major structural intervention required in the near future.

This gives some sense of stability to the operations as several of the variables that have been impacting your company are now resolved or have fair visibility.

Let me assure you, your company continues to explore additional revenue generation opportunities to the extent permitted.

But what particularly gives me satisfaction is the manner in which the DND asset has been maintained over these 25 years despite severe financial stress due to stoppage of toll collection since 2016.

That speaks something about both the quality of the asset and the people who have looked after it.

I would therefore like to personally thank our employees and the teams on the ground who keep DND safe and operational, round the clock, every single day.

Let me now come to an issue which I know is very much on the minds of our shareholders.

The outcome of the PIL in Supreme Court has understandably caused disappointment. At the same time, the Concession Agreement continues, with NTBCL retaining the rights and obligations of the concessionaire till its validity.

We have more than 60,000 shareholders, and the Board is very conscious of the expectations and concerns of the shareholders.

We understand that many shareholders are disappointed with the returns realised from the project till date. Those concerns deserve to be accorded due consideration. However, at the same time, we have to proceed legally and responsibly.

I would like to be realistic about where we stand

We are not looking forward to resumption of tolling.

Our focus now is on exploring other avenues within the legal and contractual framework including negotiation as well as pursuing the litigation pertaining to Arbitration.

We are also working towards resolution of the Company.

We do not want to create expectations that may not be realistic. What we can assure you is that every legitimate avenue for protecting stakeholder value will continue to be considered diligently and seriously.

So where do we go from here?

We continue to evaluate the available options in consultation with our legal advisors including pursuing the litigation pertaining to Arbitration while our engagement with the authorities continues. At the same time, we remain open to a constructive negotiated resolution.

There are challenges but we the Board and the management are cognizant of our responsibility to preserve DND flyover, an asset of considerable public value and to protect stakeholders' interests.

Finally, I want to thank all of you - our shareholders - for your patience, support and continued engagement with the Company.

I also thank our employees, lenders, advisors and everyone associated with DND for the journey thus far. I am hopeful of a pragmatic way forward.

Thank you, and I look forward to hearing from our shareholders.