Petronet LNG Limited has submitted its Annual Secretarial Compliance Report for the financial year ended March 31, 2026. This report, prepared by Akhil Rohtagi & Co., confirms the company’s compliance with various SEBI regulations. Notably, the report details a specific deviation concerning the composition of the board of directors, where the required number of independent directors was not met during certain periods of the financial year. The company is actively addressing this.
Petronet LNG Limited Files Annual Secretarial Compliance Report
Petronet LNG Limited has officially filed its Annual Secretarial Compliance Report for the financial year ending March 31, 2026. This critical disclosure, prepared by Practicing Company Secretaries Akhil Rohtagi & Co., assures stakeholders of the company’s adherence to statutory requirements and regulations mandated by the Securities and Exchange Board of India (SEBI).
Key Findings and Compliance Status
The report examines the company’s compliance with key SEBI regulations, including the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the SEBI (Prohibition of Insider Trading) Regulations, 2015, among others. Based on the examination, the company has generally complied with these provisions throughout the review period.
Identified Deviation: Board Composition
A specific deviation has been noted regarding Regulation 17 of the Listing Obligations and Disclosure Requirements) Regulations, 2015. The report indicates that Petronet LNG Limited did not have the requisite number of independent directors on its Board during specific intervals within the financial year ended March 31, 2026. These periods are detailed as:
- November 24, 2025, to December 23, 2025
- January 16, 2026, to February 28, 2026
- March 18, 2026, to March 31, 2026
For these periods, the company was required to have at least one-third of its board comprise independent directors, a requirement that was not fully met. Consequently, both the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) have levied fines amounting to ₹1,77,000 (including GST) for the quarter ending December 31, 2025.
Management Response and Future Actions
The report acknowledges that the company is in the process of appointing independent directors to its Board to address this compliance gap. The management has stated that efforts are underway to ensure full compliance with the board composition norms as stipulated by SEBI regulations.
Overall Compliance and Other Areas
Beyond the specific deviation, the report confirms compliance with various other critical areas, including:
- Secretarial Standards: Compliant as per the Institute of Company Secretaries of India (ICSI) standards.
- Policy Adoption: Applicable policies are adopted and updated according to SEBI Regulations.
- Website Maintenance: The company maintains a functional and updated website with required disclosures.
- Dissemination of Information: Timely dissemination of corporate governance reports and web-links to relevant documents.
- Director Disqualification: No directors are disqualified under Section 164 of the Companies Act, 2013.
- Subsidiary Disclosures: The company has made disclosures regarding its subsidiaries as per statutory requirements.
- Preservation of Documents: Records are preserved as per SEBI Regulations and the company’s archival policy.
- Performance Evaluation: Conducted performance evaluations for the Board, Independent Directors, and Committees.
- Related Party Transactions: Prior approval obtained from the Audit Committee, with detailed reasons provided where necessary.
- Disclosure of Events: All required disclosures have been made within prescribed timelines.
- Insider Trading Compliance: Adheres to SEBI (Prohibition of Insider Trading) Regulations, 2015.
- Actions by SEBI/Stock Exchanges: No adverse actions taken against the entity or its stakeholders.
- Statutory Auditors: Compliance noted regarding the resignation of statutory auditors.
The report concludes with the standard assumptions and limitations, emphasizing that the primary responsibility for compliance rests with the management of Petronet LNG Limited. This filing is a testament to the company’s commitment to transparency and corporate governance.
Source: BSE
