IRCTC Board Reviews NSE and BSE Non-Compliance Notice, Seeks Ministry’s Intervention

Indian Railway Catering and Tourism Corporation Limited (IRCTC) has issued a regulatory update in response to a notice from NSE and BSE.

The exchanges flagged non-compliance with specific provisions of SEBI’s (Listing Obligations and Disclosure Requirements) Regulations, 2015, pertaining to Board composition and committee constitution for the quarter ended June 30, 2025.

The matter was discussed in the Board meeting held on October 9, 2025.

Background of the Non-Compliance

The notice from the exchanges, dated August 29, 2025, highlighted non-compliance with Regulation 17(1) related to Board composition including the appointment of a woman director Regulation 18(1) concerning the constitution of the Audit Committee, and Regulation 19(1)/(2) regarding the Nomination and Remuneration Committee. A fine was also imposed on the company in connection with these observations.

Board’s Deliberation and Response

The Board of IRCTC noted that the non-compliance issues flagged by the exchanges were beyond the company’s direct control. IRCTC had already taken proactive steps by informing and engaging with the Ministry of Railways well in advance about potential gaps in Board composition.

During the meeting, the Board expressed concern over the regulatory notices and emphasised the need for regular communication with the administrative ministry to ensure timely appointments of the required number of independent directors, including a woman director, to the company’s Board.

Action Plan and Ministry Involvement

IRCTC’s Board has advised that the administrative ministry be approached on a regular basis to expedite the appointment process. This is aimed at ensuring compliance with SEBI (LODR) Regulations, the Companies Act, 2013, and other applicable laws, thereby avoiding further regulatory lapses.

Read More: When Will Indian Railways 20% Discount On Round Trip Package Start?

Conclusion

The company has formally placed the matter on record and communicated its proactive stance in resolving the compliance gaps. IRCTC’s approach underscores the importance of coordination between public sector entities and government ministries to meet regulatory obligations on time.

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