Annual Secretarial Compliance Report for March 2025 is attached
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Chowgule Steamships has filed its Annual Secretarial Compliance Report under SEBI Regulation 24A for FY2024-25, audited by M/s Pranay D. Vaidya & Co. The report flags a key non-compliance: the company did not obtain prior approvals from the Audit Committee, Board of Directors, and shareholders for certain Related Party Transactions, as required under Regulation 23. The Board addressed the matter at a meeting held on May 22, 2025, and the company plans to seek shareholder approval for both past and prospective related party transactions to regularize the lapses. Three previously flagged issues from earlier years — a board composition violation (fine of INR 88,500), delayed Related Party Transaction filing for March 2023 (fine of INR 29,500), and delayed filing of the secretarial compliance report itself (fine of INR 63,720) — have all been remediated, with fines paid and corrective actions taken. Additionally, wholly-owned subsidiary Chowgule Steamships Overseas Limited, which was under liquidation, is expected to be dissolved by June 2025. Minor disclosure gaps around website document links were also noted and acknowledged by management.
The repeated governance lapses around Related Party Transactions and delayed filings are a concern for retail investors and may weigh on investor confidence. However, the company is actively seeking shareholder ratification and has remediated past penalties, suggesting management is addressing compliance gaps — investors should watch for the outcome of the proposed shareholder approval for the past RPTs.