Indian Railway Finance Corporation Ltd. Compliance Fine Imposed by Stock Exchanges for Q3 FY26

The Indian Railway Finance Corporation (IRFC) has disclosed receiving monetary penalties from both the BSE and NSE. The fines, totaling ₹9,77,040/- each, stem from non-compliance related to the composition of its Board and various committees for the quarter ended December 31, 2025. IRFC noted that the power to appoint directors rests with the Ministry of Railways and has requested the exchanges to waive the fines, citing precedent.

Regulatory Penalties Received by IRFC

Indian Railway Finance Corporation Ltd. (IRFC) has formally disclosed the receipt of monetary penalties from both the National Stock Exchange of India Limited (NSE) and the BSE Limited (BSE) on February 27, 2026. Each exchange levied a fine amounting to Rs. 9,77,040/- (inclusive of GST).

Details of Non-Compliance

The violation cited by the exchanges pertains specifically to Regulation 17(1), 18(1), 19(1)/19(2) of the applicable regulations. These contraventions relate to the composition of the company’s Board and the constitution of its mandatory committees, including the Audit and Nomination and Remuneration committees, for the quarter ending December 31, 2025.

The filing confirms that the imposition of these fines has no impact on the financial operations or activities of the listed entity.

Context and Request for Waiver

IRFC highlighted that, as a Government Company, the authority to appoint Directors rests with the President of India, administered through the Ministry of Railways (MoR). The company stated it has made timely requests to the MoR for the appointment of the requisite number of Independent Directors, including Women Independent Directors, to ensure adherence to Corporate Governance norms.

Crucially, IRFC pointed out that in prior instances involving similar non-compliance issues for the period between March 2021 to December 2021, both the NSE and BSE had already waived the imposed fines. Consequently, IRFC has formally requested the stock exchanges to waive off the current fines levied based on the same grounds.

Source: BSE

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