Cochin Shipyard faces a combined fine of ₹9,66,420 from the BSE and NSE for failing to maintain the required number of independent directors during the quarter ended June 30, 2026. The penalty stems from non-compliance with SEBI LODR Regulations 17(1), 18, and 19.

The stock exchanges imposed the fine due to the absence of sufficient independent directors on the board. This gap also led to non-compliance in the constitution of the Audit Committee and the Nomination and Remuneration Committee. The Board of Directors reviewed the matter in its meeting on September 09, 2026.

Board Response and Compliance Status

The Board acknowledged that the power to appoint directors rests with the Government of India. It noted that the Ministry of Ports, Shipping and Waterways appointed Dr. Vani Ahluwalia as a Non-official Independent Director on August 17, 2026. Following her induction, the company reconstituted the required committees to align with SEBI regulations.

The Board stated that the non-compliances were not due to negligence or default by the company management. It emphasized that the issue was beyond the company's control. The Board advised filing requests for waiver of the fines with the stock exchanges under the extant Policy for Exemption of Fines.

Ongoing Governance Gaps

While the appointment of Dr. Ahluwalia addressed part of the compliance requirement, the appointment of four remaining independent directors is still awaited from the Government of India. The Board noted that constant efforts are being made to meet these requirements. The company plans to continue following up with the Administrative Ministry to resolve the pending appointments.

Cochin Shipyard has approved a joint venture with Drydocks World Dubai to operate an international ship repair facility in Kochi, with each company holding a 50% stake in the new venture. The board approved the proposal on September 9, 2026.

Joint venture structure

The new venture brings together Cochin Shipyard and Drydocks World Dubai on equal terms, with both partners contributing an identical ownership share. The facility is to be located in Kochi, positioning it as an internationally focused ship repair operation.

The following table summarises the key parameters of the joint venture:

Deal terms and valuation

The joint venture will be formed as a private limited company incorporated under the Companies Act, 2013, with its registered office at Kochi. Cochin Shipyard will transfer its International Ship Repair Facility (ISRF) to the new entity on a slump sale basis for a consideration of not less than ₹1,800 crore.

Cochin Shipyard will receive 50% of this consideration in cash and the remaining 50% in shares of the joint venture company. The ISRF, located at Willingdon Island, was constructed at a cost of ₹970 crore and has a third-party valuation of ₹1,800 crore, representing about 30.55% of Cochin Shipyard's net worth of ₹5,892.83 crore as on March 31, 2026.

Operational details

The facility covers around 30 hectares and can handle vessels up to 130 metres in length and 6,000 tonnes in weight. It features a 6,000-tonne capacity ship lift and transfer system, six workstations, and approximately 1,400 metres of berthing space. The facility can repair up to six vessels simultaneously with an annual throughput capacity of up to 82 ships.

Commercial operations commenced on August 12, 2024. The ISRF reported revenue of ₹207.33 crore during FY26, which accounted for about 4.81% of Cochin Shipyard's total revenue from operations. The joint venture also envisages capacity augmentation through the addition of ten workstations.

Governance and approvals

The joint venture company's board will consist of five directors. Drydocks World Dubai will nominate three directors, including senior management personnel such as the CEO, CFO, and COO. Cochin Shipyard will nominate two directors.

The proposal requires approvals from the Cochin Port Authority, the Government of India (Ministry of Ports, Shipping and Waterways; Department of Investment and Public Asset Management), and shareholders. The definitive agreements are proposed to be signed on September 11, 2026, with implementation expected before the end of the current financial year.