Board Comments On Exchange Fines For Board And Committee Composition Gaps (Q1 FY27)

NSE and BSE levied fines on REC for non-compliance with Board and committee composition norms for the quarter ended June 30, 2026.

Mon 28 Sep 2026

Total Fine Payable

Rs. 1077340 (basic Rs. 913000 + GST Rs. 164340)

Fine for Board Composition

Rs. 5,000 per day for 91 days, basic fine Rs. 455000

Fine for Audit Committee

Rs. 2,000 per day for 82 days, basic fine Rs. 164000

Fine for Board Quorum

Rs. 10,000 per instance for 3 instances, basic fine Rs. 30000

Board Noted Date

September 19, 2026

What happened

NSE (letter) and BSE (email), both dated August 25, 2026, flagged REC's non-compliance with SEBI LODR requirements on the composition of the Board and its committees for the quarter ended June 30, 2026, and levied fines.

Fine break-up as computed by the exchanges

• Regulation 17(1), Board composition: Rs. 5,000 per day for 91 days, basic fine Rs. 455000
• Regulation 18(1), audit committee: Rs. 2,000 per day for 82 days, basic fine Rs. 164000
• Regulation 19(1)/19(2), nomination and remuneration committee: Rs. 2,000 per day for 66 days, basic fine Rs. 132000
• Regulation 20(2)/(2A), stakeholders relationship committee: Rs. 2,000 per day for 66 days, basic fine Rs. 132000
• Regulation 17(2A), quorum of Board meetings: Rs. 10,000 per instance for 3 instances, basic fine Rs. 30000
• Total basic fine 913000, GST @18% 164340, total payable 1077340

Board's comments

The matter was placed before the Board on September 19, 2026. The Board noted the non-compliance and the fines, and desired regular follow-up with the appointing authority, the Ministry of Power, Government of India, to expedite appointment of the requisite number of Independent Directors.

Company's position

REC states that as a Government Company, and per its Articles of Association, the power to appoint Independent Directors rests with the President of India acting through the Ministry of Power, and the Company has no role in director appointments. On that basis it has requested that the fines imposed be waived off.

Points investors may note

• The exchange letters state fines keep accruing daily until compliance is achieved.
• The exchange communication notes that failure to pay within 15 days can lead to action on freezing promoter shareholding, and a second consecutive quarter of non-compliance under certain regulations can lead to transfer to Z group and liability for suspension of trading.
• Waiver applications require compliance as a pre-requisite, with non-refundable processing fees of Rs.10,000 plus 18% GST.
• The underlying cause cited is the pending appointment of Independent Directors by the Government.

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