MRF Limited confirms full compliance with SEBI norms in FY26

MRF Limited has confirmed full compliance with the Securities and Exchange Board of India (SEBI) regulations for the financial year ended March 31, 2026. The company submitted a Secretarial Compliance Report to the National Stock Exchange of India and Bombay Stock Exchange, detailing its adherence to listing obligations and disclosure requirements.

The report, issued by M/s. Elangovan & Associates, Practising Company Secretaries, examined the company's documents, records, and filings. The audit covered provisions including the SEBI Act, 1992, the Securities Contracts (Regulation) Act, 1956, and specific regulations such as the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Compliance Status

The audit confirmed that MRF Limited complied with all examined regulations and circulars during the review period. There were no deviations reported, and consequently, no fines were imposed. The report also noted that the company had taken necessary actions to address any observations from previous reports, though no specific prior issues were listed.

The following table summarizes the key compliance areas examined:

Sr. No	Particulars	Compliance Status	Observations / Remarks
1	Secretarial Standards	YES	-
2	Adoption and timely updation of Policies	YES	-
3	Maintenance and disclosures on Website	YES	-
4	Disqualification of Director	YES	-
5	Details related to Subsidiaries	YES	The listed entity does not have any material subsidiary.
6	Preservation of Documents	YES	-
7	Performance Evaluation	YES	-
8	Related Party Transactions	YES	The Company has obtained prior approval of Audit Committee for all related party transactions.
9	Disclosure of events or information	YES	-
10	Prohibition of Insider Trading	YES	-
11	Actions taken by SEBI or Stock Exchange(s)	YES	No action(s) has been taken against the listed entity.
12	Resignation of statutory auditors	NA	There was no resignation of statutory auditors.
13	Additional Non-compliances	YES	No additional non-compliance observed.
14	Disclosure of Employee Benefit Scheme Documents	NA	There is no such scheme as per SEBI (SBEB) Regulations, 2021.

Governance and Disclosures

The report highlighted that all applicable policies under SEBI Regulations were adopted by the board of directors and reviewed timely. The company maintained a functional website with accurate web-links for documents as required under Regulation 27(2). Additionally, the performance evaluation of the Board, Independent Directors, and Committees was conducted as prescribed.

Regarding related party transactions, the company obtained prior approval from the Audit Committee for all such transactions. The audit also confirmed that no statutory auditors resigned from the company or its material subsidiaries during the financial year. The report, signed by Partner K. Elangovan, was issued on May 7, 2026.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-2.85%	-2.91%	-6.64%	-19.73%	-14.28%	+49.07%

MRF Limited has filed disclosures under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, dated 11th May, 2026, providing updates on ongoing income tax litigations for the quarter ended 31st March, 2026. The disclosures pertain to two separate appeals before the Income Tax Appellate Tribunal (ITAT), both involving the Deputy Commissioner of Income-Tax, Central Circle 3(3), Chennai, as the opposing party.

Key Litigation Updates

The company has reported favourable outcomes in both tax disputes, with the Income Tax Appellate Tribunal allowing MRF's appeals on major grounds in each case. The remaining matters in both proceedings have been restored to the Assessing Officer for fresh verification. Notably, following the Tribunal's decisions, the tax demand in each case has been reduced to Nil.

The details of both litigations are summarised below:

Parameter:	Case 1	Case 2
Opposing Party:	Income Tax Authority (Deputy Commissioner of Income-Tax, Central Circle 3(3), Chennai)	Income Tax Authority (Deputy Commissioner of Income-Tax, Central Circle 3(3), Chennai)
Date of Initiation:	15-03-2024	26-03-2024
Assessment Year:	2015-16	2016-17
Nature of Dispute:	Disallowance of claims	Disallowance of claims
Amount Involved:	Rs. 89.62 crores	Rs. 92.46 crores
ITAT Outcome:	Appeal allowed on major grounds; remaining matters restored to Assessing Officer	Appeal allowed on major grounds; remaining matters restored to Assessing Officer
Tax Demand Post-Order:	Reduced to Nil	Reduced to Nil

Regulatory Compliance

The disclosures were made in accordance with Para B (8) of Part A of Schedule III of SEBI (LODR) Regulations, read with the corresponding provisions of Annexure 18 of the SEBI Master Circular dated 30th January, 2026. The filing was signed by Thulsidass Velayudhan Tharayil, Vice President, General Counsel & Company Secretary of MRF Limited. No settlement terms, compensation, or penalties were reported in connection with either proceeding, and neither case involved litigation against key management personnel, promoters, or any ultimate person in control.