Indian Railway Finance Corporation Limited has informed the Exchange regarding 'Annual Secretarial Compliance Report for the year ended 31st March 2026'.
IRFC · price
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Indian Railway Finance Corporation (IRFC) submitted its Annual Secretarial Compliance Report for FY 2025-26 prepared by VAP & Associates. The report identifies multiple non-compliances with SEBI LODR Regulations primarily due to insufficient Independent Directors on the Board. Key violations include absence of Independent Woman Director, less than 50% independent directors on Board, Board strength below six directors (for top 2000 listed entities), and improper composition of Audit Committee, NRC, SRC, and Risk Management Committee during April-June 2025. BSE and NSE each levied consolidated fines of Rs. 26,62,080 for FY 2024-25. The company attributed these lapses to being a Government Company where appointment powers vest with the President of India through Ministry of Railways, and has requested both exchanges to waive the fines. All committees were reconstituted with an Independent Director from April 22, 2025. The report confirms compliance with Secretarial Standards, Insider Trading Regulations, and disclosure requirements.
IRFC's repeated non-compliance with board composition norms due to government appointment constraints poses regulatory risk. While fines may be waived given the company's PSE status, continued scrutiny from stock exchanges and SEBI is likely until full compliance is achieved.