REC Limited Seeks Waiver for SEBI Fine Over Board Composition Non-Compliance
New Delhi, March 18, 2026: REC Limited, a Maharatna company under the Ministry of Power, has formally submitted its Board comments to the NSE and BSE regarding a fine imposed for non-compliance with SEBI listing regulations related to board composition.
The exchanges had levied a fine of ₹5,000 per day, accumulating to a total of ₹4.6 lakh (plus GST ₹54,280) for the quarter ending December 31, 2025, due to delayed appointment of independent directors, including a woman director, as mandated under Regulation 17(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Key Points from REC Limited
-
The Board of Directors meeting on March 16, 2026, noted the non-compliance and fines.
-
The Board emphasized that the appointment of independent directors is controlled by the Ministry of Power, Government of India, and is beyond the company’s control.
-
REC has requested the exchanges to waive the fine and refrain from imposing further penalties.
-
REC is committed to regular follow-up with the Ministry of Power to expedite appointments and ensure compliance in future quarters.
Background
As per SEBI regulations, listed companies must maintain a minimum number of independent directors, including at least one woman director, to strengthen corporate governance. REC Limited, being a government-owned enterprise, cannot independently appoint directors, as this authority rests with the President of India through the Ministry of Power.
The company operates from Gurugram corporate office and Core-4, SCOPE Complex, New Delhi, with regional offices across India including Bengaluru, Chennai, Mumbai, Kolkata, and Hyderabad.
Next Steps
-
REC Limited will continue liaising with the Ministry of Power to fill the vacant independent director positions.
-
The company has submitted a formal waiver request to NSE and BSE citing lack of control over appointments.
-
Compliance will be closely monitored, and updates will be shared in upcoming Board meetings.
