IRCTC has announced that it received an Environmental, Social and Governance (ESG) rating of 52 from ESG Risk Assessments & Insights Limited, a SEBI-registered rating provider. The company disclosed this development in compliance with regulatory requirements, emphasizing that the rating was assigned independently without any company involvement.

ESG Rating Details

The rating assignment represents a significant milestone in IRCTC's sustainability reporting. ESG Risk Assessments & Insights Limited, operating as a Category I ESG Rating Provider under SEBI regulations, communicated the rating to the company via email on March 26, 2026.

Independent Assessment Process

IRCTC specifically clarified that it neither engaged ESG Risk Assessments & Insights Limited for the rating nor participated in preparing the ESG rating report. The rating agency determined the assessment independently, basing their evaluation solely on information available in the public domain without any consultation with or inputs from the company.

This independent approach ensures objectivity in the rating process, as the assessment reflects publicly available data about the company's environmental, social, and governance practices. The methodology aligns with standard industry practices for unsolicited ESG ratings.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. ESG Risk Assessments & Insights Limited operates under the Securities and Exchange Board of India (Credit Rating Agencies) Regulations, 1999, providing legitimacy to their rating methodology and assessment framework.

Company Secretary and Compliance Officer Suman Kalra signed the disclosure document, ensuring proper corporate governance procedures were followed in communicating this development to stakeholders and regulatory authorities.

IRCTC held a board meeting on March 24, 2026, to address significant regulatory compliance matters and organizational changes under SEBI LODR Regulations. The meeting focused on exchange-imposed fines and updates to key officer positions.

Exchange Fines for Board Composition Non-Compliance

The board addressed fines imposed by both major stock exchanges for regulatory violations during the quarter ended December 31, 2025. The company received communications from NSE and BSE on February 27, 2026, regarding these penalties.

The fines were levied for non-compliance with Regulation 17(1) of SEBI LODR Regulations, 2015, specifically relating to board composition requirements, including the failure to appoint a woman director. IRCTC promptly communicated the penalty notices to both exchanges on February 28, 2026.

Board's Response and Justification

The board deliberated on the matter and provided detailed comments regarding the circumstances leading to the non-compliance. The directors emphasized that the violation was beyond the company's direct control and highlighted proactive measures taken to address the situation.

Key points from the board's response included:

• The non-compliance was beyond the company's control
• Proactive communication with the Ministry of Railways about potential compliance issues
• Regular requests to the Administrative Ministry to expedite director appointments
• Need for requisite number of independent directors including woman independent director

The board expressed concern about the notices received from both exchanges and advised continued engagement with the Ministry of Railways to ensure compliance with SEBI LODR Regulations, 2015, Companies Act, 2013, and other applicable laws.

Chief Investor Relations Officer Changes

In addition to addressing the exchange fines, the board approved changes to the Chief Investor Relations Officer (CIRO) nomination. This decision was made pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015, and the company's internal code of conduct.

The updated details of the new CIRO are being uploaded to the company's official website for stakeholder reference. This change ensures continued compliance with insider trading regulations and maintains proper investor relations protocols.

Regulatory Compliance Framework

The meeting demonstrates IRCTC's commitment to addressing regulatory compliance issues while working within the constraints of its governance structure as a government enterprise. The company continues to engage with relevant authorities to ensure proper board composition and regulatory adherence going forward.