Indian Oil Corporation (IOC) has been fined a total of ₹28,39,080 by the BSE and NSE for non-compliance with director appointment regulations for the quarter ended June 30, 2026. The non-compliances primarily relate to a shortfall in the requisite number of Independent Directors, including a Woman Independent Director, and subsequent impact on statutory committee compositions. IOC has represented to the exchanges that as a Government Company, director appointments are managed by the Ministry of Petroleum & Natural Gas, seeking a waiver of these fines.
IOC Faces Fines for Governance Lapses
Indian Oil Corporation Limited (IOC) has been penalized by both the Bombay Stock Exchange (BSE) and the National Stock Exchange of India (NSE) for failing to meet certain corporate governance norms. The company received notices on August 25, 2026, indicating non-compliance with specific provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These regulations pertain to the appointment of directors on the company’s board.
Financial Penalties and Reasons
As a result of these non-compliances, IOC has been levied a fine of ₹14,19,540 by each exchange, totaling ₹28,39,080 (inclusive of GST). The primary reasons cited for these fines include a shortfall in the number of Independent Directors, specifically a lack of a Woman Independent Director, on the Board of Directors for the quarter that concluded on June 30, 2026. This also led to non-compliance with the composition requirements for the company’s statutory Board Committees.
Company’s Response and Request for Waiver
In response to these notices, IOC communicated to the BSE and NSE on August 26, 2026, highlighting its status as a Government Company. The company stated that the power to appoint Directors, including Independent Directors, rests with the Ministry of Petroleum & Natural Gas (MoP&NG), Government of India. Therefore, the shortfall in required directors was not due to any negligence or default by IOC itself. Consequently, the company has requested that it not be held liable for these fines and that the penalties be waived off. IOC also mentioned that it regularly liaises with the MoP&NG to ensure the appointment of the requisite number of Independent Directors to maintain compliance with corporate governance norms.
Precedent for Waiver
The company further noted that similar notices for non-compliance and imposition of fines were received from the BSE and NSE in the past. In those instances, the company’s requests for waiver of fines were favorably considered by the exchanges, suggesting a precedent for favorable resolution in such matters.
Source: BSE
