Rail Vikas Nigam has been fined ₹9,66,420 by the National Stock Exchange for non-compliance with board composition regulations for the quarter ended June 30, 2026.

The penalty, inclusive of GST, stems from violations of Regulations 17(1), 18(1), and 19(1)(2) of the SEBI (LODR) Regulations, 2015. The exchange cited failures in maintaining the required composition of the Board and its committees during the period.

Regulatory Action Details

The company disclosed the fine under Regulation 30 of the SEBI (LODR) Regulations, 2015. Key details of the action include:

The notification was received via email from NSE on August 25, 2026, referencing Letter No. NSE/LIST-SOP/COMB/FINES/0954.

Company Response and Waiver Eligibility

In a letter dated August 20, 2026, Rail Vikas Nigam clarified that as a Government company under Section 2(45) of the Companies Act, 2013, it does not control director appointments. The President of India vests this power, with all directors appointed through the Ministry of Railways.

The company stated that once compliance is attained upon the appointment of requisite directors by the Ministry, it will be eligible for a waiver of fines under SEBI’s exemption policy. Rail Vikas Nigam noted that both NSE and BSE had waived similar fines in earlier instances of non-compliance.

The company assessed that the fine has no quantifiable impact on its financial or operational activities.

Rail Vikas Nigam shareholders approved a final dividend of ₹0.71 per equity share for FY26 and several key board appointments at its 23rd Annual General Meeting held on August 25, 2026.

The meeting, chaired by Chairman & Managing Director Saleem Ahmed, was conducted via Video Conferencing and Other Audio-Visual Means. It commenced at 11:00 am and concluded at 11:44 am. A total of 117 members, including the authorized representative of the President of India, attended the proceedings.

Voting Participation and Results

The voting results reveal high engagement from institutional investors. Remote e-voting was facilitated via the CDSL portal from August 22 to August 24, 2026. Sinha & Srivastava LLP served as the scrutinizer for the voting process.

Institutional holders demonstrated strong participation, polling votes on approximately 94.9% of their outstanding shares across most resolutions. Public-other shareholders had a lower participation rate of roughly 0.12%, though they voted in favor of all major resolutions.

Key Resolutions Passed

Shareholders approved ordinary resolutions to adopt the audited financial statements for FY26 and declare the final dividend. The Board also secured approval for the remuneration of statutory auditors for FY27.

Dividend Approval

The resolution to declare a final dividend of ₹0.71 per fully paid-up equity share for FY25-26 received overwhelming support.

Board Appointments

The meeting saw significant changes in the Board composition through the following appointments:

Additionally, Mrs. Anupam Ban and Mr. Mritunjay Pratap Singh were reappointed as Directors following their retirement by rotation. The reappointment of Mrs. Anupam Ban faced some dissent from institutional holders (25.49% against), while Mr. Mritunjay Pratap Singh’s reappointment also saw similar levels of dissent from institutions.

Governance and Compliance

The Company Secretary confirmed that the meeting adhered to the Companies Act, 2013, SEBI regulations, and MCA circulars. Members raised questions regarding future business opportunities, ESG ratings, operating margins, project completion timelines, and CSR initiatives during the session.