This is with reference to your Notice no. NSE/LIST-SOP/COMB/FINES/0307 dated 17.03.2025 regarding non-compliance of Regulation 17(1) and 19 of Listing Regulations for the quarter ended 31.12.2024.The notice was placed before the Board in its Meeting held on 18.04.2025. Board noted that Company had already made a request to NSE and BSE to withdraw the notices and waive off fine explaining therein that Company did not have any control on the appointment of Independent Directors.Board had detailed deliberations and observed that Company should again take up with the DoF for appointment of adequate number of Independent Directors on the Board in compliance of Listing Regulations.
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National Fertilizers Limited responded to an NSE notice (dated 17.03.2025) flagging non-compliance with Regulation 17(1) and 19 of SEBI Listing Regulations for the quarter ended 31.12.2024, which relate to the composition of the Board and the Audit Committee, specifically the requirement for Independent Directors. The Board discussed the matter on 18.04.2025 and noted that the company had already requested NSE and BSE to withdraw the notice and waive the fine, citing that the appointment of Independent Directors is not within the company's control as it is a Government of India undertaking. The Board decided to once again approach the Department of Fertilizers (DoF) to appoint the required number of Independent Directors.
This is a governance-related compliance issue with a likely financial penalty for non-listing compliance. Since the company is a PSU with limited control over director appointments, the fine may persist until the DoF acts. Investors should monitor resolution of Independent Director appointments, as prolonged non-compliance could attract further regulatory action.