Annual Secretarial Compliance Report for the year ended 31.3.2026.
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Bannari Amman Spinning Mills Ltd has filed its Annual Secretarial Compliance Report for FY 2025-26, verified by Practicing Company Secretary R. Dhanasekaran. The company largely complied with SEBI regulations except for one technical non-compliance: it appointed a non-executive independent director aged over 75 years on 14.11.2025 (Board meeting) but obtained shareholders' special resolution approval only on 18.12.2025, violating Regulation 17(1A) which requires prior special resolution for such appointments. NSE and BSE each levied a fine of Rs. 68,000 (total Rs. 1.36 lakh) for this delay. All other aspects including secretarial standards, website disclosures, related party transactions, and preservation of documents were found in compliance. No actions were taken by SEBI or stock exchanges beyond the noted fine. The company has no material subsidiaries.
The fine of Rs. 1.36 lakh is a minor financial penalty, but it highlights a procedural lapse in director appointment compliance. This is a technical governance issue rather than a substantive concern, and the Board has reaffirmed its commitment to strong corporate governance practices.