Enclosed herewith is a copy of the Secretarial Audit Report for the FY ended 31st March 2025
Awaiting price reaction for this filing.
KIOCL Limited, a Government of India undertaking under the Ministry of Steel, has filed its Annual Secretarial Compliance Report under SEBI Regulation 24A for FY 2024-25. The report, prepared by P.S. Bathla & Associates, highlights multiple non-compliances, primarily stemming from the company's failure to appoint Independent Directors on its Board. As of December 31, 2024, the Board had only three members — two Executive Directors and one Government Nominee Director — with no Independent Directors, including no Woman Director. This led to penalties totaling over Rs 46 lakhs across NSE and BSE for violations of Regulations 17(1), 17(2A), 18(1), 19, 20, and 21, covering Board composition, quorum, and constitution of Audit, Nomination & Remuneration, Stakeholder Relationship, and Risk Management Committees. The company is also non-compliant with the 25% Minimum Public Shareholding requirement (currently at 0.97%), though no penalties were levied on this during the review period. KIOCL attributes these issues to the delay in appointments by the Ministry of Steel, as the power to appoint Directors lies with the President of India.
Repeated regulatory penalties and ongoing governance shortfalls may negatively affect investor sentiment and signal weak board independence for shareholders. While KIOCL continues to follow up with the Ministry of Steel for director appointments and seeks exemption from minimum public shareholding norms, the unresolved compliance issues remain a risk overhang on the stock.