Andrew Yule & Company Limited has announced the cessation of three directors following the completion of their respective tenures, as disclosed under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Latest Director Cessation Under Government Orders

The company informed the BSE that Shri Sunder Pal Singh's tenure as Non-official Part-time Independent Director came to an end on 1st April, 2026, pursuant to Order No.10(33)/2010-PE.I dated 2nd April, 2025, issued by the Ministry of Heavy Industries, Government of India. Consequently, Shri Sunder Pal Singh ceased to be a Director of the company effective 2nd April, 2026.

Previous Director Cessations

The disclosure also covered the cessation of two other directors who completed their tenure on 2nd November, 2024, as per Order F.No.10(33)/2010-PE.I/CPSE-I dated 2nd November, 2021, issued by the Ministry of Heavy Industries, Government of India.

Regulatory Compliance

All cessations were attributed to the completion of tenure as mandated by government orders rather than resignations or other circumstances. The company has fulfilled its disclosure obligations under SEBI regulations by providing the required information to the stock exchange.

Corporate Governance Impact

The cessation of these three directors represents a significant change in the board composition of the government enterprise. As a Government of India enterprise, Andrew Yule & Company Limited operates under specific regulatory frameworks that govern director appointments and tenure completion through ministerial orders.

The company's compliance with regulatory disclosure requirements demonstrates its commitment to maintaining transparency with stakeholders and adhering to corporate governance standards mandated for listed entities.

Andrew yule & company Limited has disclosed receiving a regulatory fine from BSE Limited for non-compliance with board composition requirements. The Government of India enterprise informed stakeholders about the penalty through a disclosure dated 27th February, 2026.

BSE Penalty Details

The company received a notice from BSE Limited on 27th February, 2026, imposing a fine for regulatory non-compliance. The penalty specifics are outlined below:

Waiver Request and Justification

Andrew Yule & Company has formally requested BSE Limited to grant a waiver of the imposed fine. The company submitted its waiver request on 27th February, 2026, citing its unique corporate structure and governance framework.

The company's justification for the waiver request centers on its status as a Central Public Sector Enterprise (CPSE) under the administrative control of the Ministry of Heavy Industries, Government of India. In this structure, the power to appoint Directors on the Board of Directors vests with the President of India, limiting the company's direct control over board composition.

Compliance Measures

To address the regulatory non-compliance and prevent future violations, Andrew Yule & Company has initiated corrective measures. The company has approached its administrative ministry to facilitate the appointment of the requisite number of Independent Directors.

This proactive step aims to ensure compliance with Regulation 17(1) of SEBI (LODR) Regulations, 2015, which governs board composition requirements for listed companies. The company's efforts demonstrate its commitment to meeting regulatory standards while working within the constraints of its CPSE structure.

Regulatory Framework

The disclosure was made pursuant to Regulation 30 of the SEBI (LODR) Regulations, 2015, which mandates listed companies to inform stock exchanges and stakeholders about material events and developments. The company's transparent communication regarding the penalty and remedial actions reflects adherence to disclosure obligations despite the underlying compliance issue.