Cochin Shipyard Limited has been fined ₹9,55,800 each by BSE Limited and National Stock Exchange of India Limited for non-compliance with SEBI LODR Regulations during the quarter ended March 31, 2026. The penalties were imposed due to the absence of a sufficient number of Independent Directors on the Board and the non-constitution of the audit committee and nomination and remuneration committee. The company stated that the financial impact is limited to the fines imposed, for which waiver requests will be submitted to the stock exchanges.

Penalty Details

The notices were received via email on May 27, 2026, from both exchanges. The fines, inclusive of GST at 18%, were levied under Chapter VII of SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/II/3762/2026 dated January 30, 2026. The specific violations cited include non-compliance with Regulation 17(1) regarding the composition of the Board of Directors and Regulations 18 and 19 concerning the required committees.

The following table summarises the regulatory actions received by the company:

Company's Position

Cochin Shipyard Limited clarified that as a Central Public Sector Enterprise under the administrative control of the Ministry of Ports, Shipping and Waterways, Government of India, the power to appoint Directors on the Board vests with the Government of India. The company has forwarded necessary requests to the Government of India for appointing a sufficient number of independent directors, and constant efforts are being made to meet the compliance requirements. Management asserted that the non-compliance was neither due to negligence or default by the company nor within the control of its management.

Next Steps

The company indicated that the audit committee and nomination and remuneration committee will be duly constituted in line with SEBI LODR Regulations once sufficient independent directors are appointed by the Government of India. It plans to file appropriate requests for waiver of the fines imposed with the stock exchanges in due course, in accordance with the extant Policy for Exemption of Fines. The disclosure was made by Syamkamal N, Company Secretary, on May 28, 2026.

Cochin Shipyard delivered a mixed financial performance in Q4FY26, with profitability at the operating level improving meaningfully even as top-line revenue and net profit registered year-on-year declines. The results highlight a notable improvement in operational efficiency, reflected in a significant expansion of the EBITDA margin despite lower revenue. The Board of Directors approved the audited standalone and consolidated financial results for the quarter and year ended March 31, 2026, at its meeting held on May 15, 2026. Additionally, the Board recommended a final dividend of Rs. 1.50 per equity share of face value of Rs. 5 each for FY 2025-26, subject to shareholder approval at the ensuing Annual General Meeting (AGM). The dividend would be paid within 30 days from the date of its declaration at the AGM.

Key Financial Highlights

The company's EBITDA rose to 3.1B rupees from 2.53B rupees in the same quarter of the previous year, marking a healthy year-on-year increase. Alongside this, the EBITDA margin expanded sharply to 20.87% from 15.35% year-on-year, indicating improved cost management and operational leverage during the quarter. However, net profit came in at 2.76B rupees, a decline from 2.85B rupees reported in the corresponding quarter last year. Revenue for the quarter stood at 14.8B rupees, compared to 17.5B rupees in the year-ago period, reflecting a contraction on the top line.

Consolidated Financial Results (Rs in Lakhs)

The consolidated audited financial results for the quarter and year ended March 31, 2026, reflect the following key figures:

Standalone Financial Results (Rs in Lakhs)

On a standalone basis, the audited financial results for the quarter and year ended March 31, 2026, are as follows:

Segment Performance

On a consolidated basis, the Shipbuilding segment reported revenue of Rs. 115449.27 lakhs in Q4 FY26, compared to Rs. 92123.75 lakhs in Q4 FY25, reflecting strong year-on-year growth. The Ship Repair segment, however, recorded revenue of Rs. 32978.51 lakhs against Rs. 83641.34 lakhs in the year-ago quarter, marking a significant decline. For the full year FY26, Shipbuilding revenue stood at Rs. 336556.50 lakhs versus Rs. 295538.68 lakhs in FY25, while Ship Repair revenue was Rs. 165630.45 lakhs compared to Rs. 186457.20 lakhs in FY25.

On a standalone basis, the Shipbuilding segment reported revenue of Rs. 88381.30 lakhs in Q4 FY26 versus Rs. 81472.15 lakhs in Q4 FY25, while Ship Repair revenue stood at Rs. 32978.53 lakhs compared to Rs. 83641.34 lakhs in the year-ago quarter. For the full year FY26, standalone Shipbuilding revenue was Rs. 265138.62 lakhs against Rs. 266326.95 lakhs in FY25, and Ship Repair revenue was Rs. 165630.45 lakhs versus Rs. 186457.20 lakhs in FY25.

Key Financial Ratios (Consolidated)

The table below summarises key financial ratios on a consolidated basis:

Margin Expansion Amid Revenue Pressure

Despite the year-on-year decline in revenue from 17.5B rupees to 14.8B rupees, Cochin Shipyard managed to grow its absolute EBITDA and significantly widen its operating margin. The EBITDA margin improvement of over 5 percentage points — from 15.35% to 20.87% — underscores stronger cost efficiency relative to revenue in the reported quarter. Net profit, however, did not follow the same trajectory, slipping to 2.76B rupees against the prior year figure of 2.85B rupees.

Passenger Vessel Contracts and R&D Initiatives

Cochin Shipyard is executing shipbuilding contracts with the Andaman & Nicobar (A&N) Administration for the construction of two 1200-passenger vessels (yard nos. SH.0023 and SH.0024). The contractual delivery dates, as extended, have expired — on 29 April 2023 for SH.0023 and 30 October 2023 for SH.0024. The cumulative percentage of completion as on March 31, 2026, is 54.84% for SH.0023 and 55.19% for SH.0024. Total liquidated damages recognised amount to Rs. 11814.08 lakhs for SH.0023 and Rs. 9756.34 lakhs for SH.0024 up to FY 2025-26. Revenue recognised stands at Rs. 16944.49 lakhs for SH.0023 and Rs. 17158.03 lakhs for SH.0024 up to March 31, 2026, after considering the liquidated damages. The company is actively engaged in discussions with the A&N Administration and the Union Territory of Lakshadweep Administration (UTLA) under the guidance of the Ministry of Ports, Shipping and Waterways to modify the vessels to suit the requirements of either administration.

On the R&D front, the company has two pilot projects under the Ministry of Ports, Shipping and Waterways (MoPSW) initiative: the Hydrogen Fuel Cell Technology for Marine Application, approved for partial funding of approximately Rs. 1312.50 lakhs (project fully executed and vessel completed), and the Fully Indigenous Autonomous Surface Vessel (ASV), approved for partial funding of approximately Rs. 2000 lakhs (project under execution). The Hydrogen Fuel Cell Vessel has been classified as "Asset Held for Sale," while the ASV has been reclassified as "Capital Work in Progress" until completion.

Regulatory Disclosure and Results Availability

In compliance with Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Cochin Shipyard's Board approved the audited standalone and consolidated financial results for the quarter and year ended March 31, 2026. The statutory auditors, M/s. Babu A. Kallivayalil & Co., Chartered Accountants, Kochi (Firm Regn. No. 05374S), issued audit reports with unmodified opinion on both standalone and consolidated financial results.

The audited financial results along with the audit reports are available on the company's website at https://cochinshipyard.in/investor_titles/54 , as well as on the websites of the National Stock Exchange of India Limited and BSE Limited.

Source: None/Company/INE704P01025/7fc26708d808431c.pdf