IRFC Board Comments on Exchange Fines Over Non-Compliance in Director Appointments

New Delhi, January 13, 2026: Indian Railway Finance Corporation (IRFC), a Government of India enterprise, has addressed fines imposed by the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) for non-compliance related to the composition of its Board and constitution of key committees.

The NSE and BSE had levied fines citing the company’s non-compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the quarter ending September 30, 2025. The matter was earlier communicated to the exchanges by IRFC through a letter dated November 28, 2025.

In its Board meeting held on December 18, 2025, IRFC noted the non-compliance issues and stated that the appointment of independent directors, including a woman director, lies with the Ministry of Railways, under the President of India’s authority. The Board also requested the stock exchanges to waive the fines, citing that the delay in appointments was beyond the company’s control.

The company highlighted that in previous similar cases between March 2021 and December 2021, NSE and BSE had waived fines on the same grounds. IRFC emphasized that being a government enterprise, it has no direct control over the appointment of directors on its Board.

About IRFC: IRFC is the dedicated finance arm of Indian Railways, responsible for mobilizing funds for railway projects and infrastructure development.