Hindustan Copper Ltd (HCL) has been fined by both the BSE and NSE for non-compliance related to the composition of its Board and the constitution of its key committees (Audit, Nomination, and Remuneration). The total fine imposed by each exchange amounts to ₹9,77,040, inclusive of GST, pertaining to the quarter ending December 2025. HCL stated the delay is due to the President of India (Ministry of Mines) needing to appoint the required directors, a matter currently under consideration.
Exchange Penalties for Non-Compliance
Hindustan Copper Ltd (HCL) was formally notified by both the BSE and the NSE on February 27, 2026, regarding the imposition of financial penalties for specific instances of non-compliance observed during the quarter ended December 2025.
The penalties stem from failures to adhere to requirements concerning the composition of the Board and the proper constitution of mandatory committees, namely the Audit Committee and the Nomination and Remuneration Committee.
Summary of Fines Levied
The financial impact is identical across both exchanges. The total fine payable by HCL to each exchange is ₹9,77,040 (including 18% GST). The breakdown of the fines levied by the exchanges for the December 2025 quarter includes:
- Regulation 17(1) (Board Composition): A cumulative fine totaling ₹5,42,800 per exchange.
- Regulation 18(1) (Audit Committee): A cumulative fine totaling ₹2,17,120 per exchange.
- Regulation 19(1)/(2) (Nomination & Remuneration Committee): A cumulative fine totaling ₹2,17,120 per exchange.
The notification specified that fines are calculated based on a daily rate for 92 days of non-compliance for the key violated regulations.
Company Response and Remedial Action
HCL clarified that, as a Government Company, the authority to appoint directors rests with the President of India, acting through the Ministry of Mines. The company has formally communicated with the Ministry requesting the appointment of the necessary number of directors, and this matter is presently under consideration.
HCL asserts that this situation has no quantifiable impact on the company’s financial or operational activities at this time. Furthermore, the company intends to seek a waiver of the imposed fines from both exchanges immediately upon the successful appointment of the required directors.
Exchange Instructions for Payment and Appeal
Both the BSE and NSE mandate that fines must be paid within 15 days from the date of their respective notices, failing which further actions, including the freezing of promoter shareholding, may be initiated.
For appeals, the following conditions apply:
- Compliance is a prerequisite: The company must achieve full compliance before a waiver application will be processed.
- Waiver Fee (NSE only): A non-refundable processing fee of ₹10,000 plus 18% GST is required if the fine exceeds ₹5,000 (exclusive of GST).
- Board Review: The non-compliance issues and subsequent exchange actions must be presented to the HCL Board of Directors at their next meeting, with comments duly informed to the exchanges.
Source: BSE
