National Aluminium Company Limited (NALCO) has responded to the penalties imposed by stock exchanges for non-compliance with certain provisions of the Securities and Exchange Board of India (SEBI) regulations. The company disclosed that it has been fined Rs. 6,63,160 (inclusive of 18% GST on a base fine of Rs. 5,62,000) for non-compliance during the quarter ended December 31, 2024.
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In a communication to stock exchanges, NALCO stated that the matter was brought to the notice of its promoter, the Government of India, via the Ministry of Mines on March 21, 2025. The issue was also discussed during the company’s 354th Board Meeting held on April 24, 2025.
The Board of Directors advised the company to inform the Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) that as a Central Public Sector Enterprise (CPSE), NALCO does not have the authority to appoint directors. That responsibility lies solely with the Government of India. Therefore, the company has no control over the delay in appointing independent directors, which led to the cited non-compliances.
“The Board advised to communicate to BSE and NSE that NALCO is a CPSE and the authority for appointment of Directors is vested with the Government of India. Hence, the company does not have any control on the same. Therefore, the non-compliances mentioned in the emails dated March 17, 2025, for the quarter ended December 31, 2024, may be condoned, and the penalties imposed for different quarters may be waived,” the company stated.
Reiterating its position, NALCO added, “We once again inform you that the appointment of Independent Directors is beyond the control of the Company, as all Directors are appointed by the President of India. The matter regarding the timely appointment of the required number of Independent Directors is being actively pursued with the Administrative Ministry to ensure compliance with the Companies Act, 2013, and SEBI (LODR) Regulations, 2015.”
Given these circumstances, NALCO has formally requested that the non-compliance for the December 2024 quarter be excused and the associated fine of Rs. 6,63,160 be waived.
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