IRFC promoter holds no encumbrance of shares in FY26

The Government of India, through the Ministry of Railways, held 11,06,23,96,171 equity shares of ₹10 each in Indian Railway Finance Corporation Limited as on March 31, 2026. The promoter confirmed that no encumbrance was created on these shares, directly or indirectly, during the financial year ended March 31, 2026.

This disclosure was made in compliance with Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The filing was submitted on behalf of the Hon'ble President of India by the Ministry of Railways, Railway Board.

Shareholding Details

The table below outlines the shareholding status of the promoter as of the specified date:

Particulars	Details
Promoter	Government of India (Ministry of Railways)
Number of Equity Shares	11,06,23,96,171
Face Value	₹10 each
Date of Holding	March 31, 2026
Encumbrance Status	No encumbrance during FY26

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-0.31%	+5.62%	+1.28%	-9.86%	-27.35%	+305.38%

Indian Railway Finance Corporation Limited disclosed penalties totaling ₹19.12 lakh imposed by BSE and NSE for non-compliance with board composition norms during the quarter ended March 31, 2026. The fines, amounting to ₹9.56 lakh each inclusive of GST, were levied for violations of specific regulations regarding the constitution of the Board and its key committees.

The exchanges cited contraventions of Regulation 17(1), 18(1), and 19(1)/19(2) of the SEBI (LODR) Regulations, 2015. These regulations pertain to the composition of the Board and the constitution of the Audit, Nomination and Remuneration committees. The orders were communicated via email from BSE and a letter from NSE on May 27, 2026.

In its filing, Indian Railway Finance Corporation Limited clarified that as a Government Company, the power to appoint Directors vests with the President of India through the Ministry of Railways. The company stated it has no control over these appointments and has repeatedly requested the ministry to appoint the requisite number of independent Directors, including one Woman Independent Director, to ensure compliance with SEBI regulations, the Companies Act, 2013, and DPE Guidelines.

The company noted that exchanges had previously waived fines for similar non-compliances covering the period from March 2021 to December 2025. Consequently, IRFC has requested BSE and NSE to waive the current fines levied for the quarter ended March 31, 2026, in accordance with the SEBI SOP Circular.