SCILAL's Board of Directors addressed fines levied by the NSE and BSE for non-compliance with SEBI (LODR) Regulations from 1 Oct 24 to 31 Dec 24 (Q3 FY25).
The fines, amounting to ₹14,23,080 (inclusive of 18% GST) each from NSE and BSE, were due to non-appointment of Independent Directors, including a woman director, and non-compliance with statutory committee constitution as per Regulations 17(1), 17(2A), 18(1), 19, 20 and 21(2).
The Board clarified that as a Public Sector Undertaking, the Ministry of Ports, Shipping and Waterways (MoPSW) has the authority to appoint/remove directors.
SCILAL requested MoPSW on 21 Mar 25 to appoint the required Independent Directors and a woman director; the appointments are under consideration.
The MoPSW appointed Prof. (Dr) K. Jayaprasad as a Non-official Independent Director effective 15 Apr 25, formalized on 24 Apr 25, and statutory committees were reconstituted from 15 Apr 25.
The Board acknowledged that the composition of the Audit Committee and Nomination and Remuneration Committee does not fully comply with applicable norms, and the overall Board composition still falls short of mandated requirements.
The company requested NSE on 19 Mar 25 to waive the levied fines.