Requisite disclosure is enclosed.
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Andrew Yule & Company Ltd has received a notice from BSE dated 28th November 2025 imposing a fine of Rs.6,41,920 for not meeting SEBI (LODR) requirements related to the composition of its Board of Directors and Board Committees (Regulations 17(1), 18(1) and 19(1)/(2)) during the quarter ended 30th September 2025. The non-compliance relates to the lack of the required number of Independent Directors on the Board. The company has requested BSE to waive the fine, explaining that as a Central Public Sector Enterprise under the Ministry of Heavy Industries, the appointment of Directors on its Board is controlled by the President of India. The company has also escalated the matter to its administrative ministry to expedite the appointment of the requisite Independent Directors to restore compliance.
The fine amount is small (about Rs.6.4 lakhs) and unlikely to materially affect the company's financials. The underlying issue is a structural one common to government-owned companies awaiting director appointments from the ministry. Shareholders should monitor whether the ministry appoints the required Independent Directors soon, as continued non-compliance could attract further penalties.