Indian Railway Finance Corporation Limited was fined a total of ₹9.55 lakh by the National Stock Exchange of India Limited and BSE Limited for non-compliance with board composition requirements for the quarter ended March 31, 2026. The penalties were levied under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, due to deficiencies in the composition of the Board and the constitution of key committees, including the Audit Committee and the Nomination and Remuneration Committee.

The exchanges identified non-compliance with Regulation 17(1) regarding board composition, Regulation 18(1) concerning the audit committee, and Regulation 19(1)/19(2) related to the nomination and remuneration committee. The total base fine amounted to ₹8,10,000, with an additional GST of ₹1,45,800, bringing the total payable amount to ₹9,55,800. The company was required to pay this amount within 15 days of receiving the notice dated May 27, 2026.

In its meeting held on June 30, 2026, the Board of Indian Railway Finance Corporation Limited deliberated on the matter and noted the non-compliances and the subsequent fines. The Board attributed the lapse to the absence of requisite Independent Directors, including a Woman Independent Director. Consequently, the Board decided to follow up with the Ministry of Railways to expedite these appointments.

The company has formally requested the exchanges to waive the fines, arguing that the appointment of directors is beyond its control as it is a government company where the power to appoint directors vests with the President of India through the Ministry of Railways. IRFC noted that in previous instances of similar non-compliance between March 2021 and December 2025, the exchanges had waived fines on the same grounds.

Indian Railway Finance Corporation Ltd. has appointed Dr. Ranjay Choudhary as Director (Finance) and Ms. Deepa Kotnis as Chief Financial Officer (CFO) effective June 30, 2026. The Board approved the appointments based on Ministry of Railways (MoR) order No. 2024/E(O)II/40/1 dated June 29, 2026. These leadership changes are critical for the financial management of the state-owned enterprise, which funds the rolling stock and infrastructure projects of Indian Railways.

Choudhary was co-opted as an Additional Director designated as Director (Finance) for a period of five years from the date of assumption of charge. He holds 50 shares in the company and is not related to any Director or Key Managerial Personnel. Prior to this, he served as Chief General Manager, Entity Appraisal, at Power Finance Corporation Ltd. (PFC), bringing over 29 years of experience in finance, loan appraisal, and treasury management.

Kotnis, an Indian Railway Accounts Service (IRAS) officer of the 1998 batch, was appointed as CFO and Key Managerial Personnel. She holds 1,000 equity shares in the company and was previously serving as Executive Director (Finance) at IRFC. She has over 27 years of experience in public finance, infrastructure funding, and pension sector regulation.

With the assumption of charge by the new appointees, Shri Randhir Sahay ceased to hold the additional charge of the post of Director (Finance) and the office of CFO with effect from June 30, 2026. The meeting commenced at 12:15 p.m. and concluded at 12:30 p.m.

Appointment Details