Integra Engineering India Limited has received a compounding order from the Reserve Bank of India (RBI) for multiple violations under the Foreign Exchange Management Act (FEMA), requiring the company to pay a penalty of ₹21.40 lakhs. The order was issued by RBI's Foreign Exchange Department, Ahmedabad, on December 11, 2025, and received by the company via email on December 15, 2025.

RBI Compounding Order Details

The compounding order, issued under CA No. AHM-480/2025-26, addresses several compliance violations committed by the company over multiple years. The RBI exercised powers conferred under Section 15(1) of the Foreign Exchange Management Act, 1999, to issue this order.

Nature of FEMA Violations

The compounding order identifies three primary categories of violations that occurred over extended periods:

Form FCGPR Filing Delays

The company failed to file Form FCGPR within the prescribed 30-day period from the date of equity instrument issuance. This violation involved ₹12.40 crores worth of shares and resulted in a delay of 7,275 days, representing a significant compliance breach.

Form FCGPR Part B Filing Delays

Integra Engineering delayed filing Form FCGPR Part B for financial years 2007-08 to 2009-10, with delays ranging from 5,438 to 6,168 days beyond the due dates. Additionally, the transferor company in an amalgamation also had similar delays ranging from 5,441 to 6,171 days for the same period.

FLA Return Filing Delays

The company also violated regulations by delaying the filing of FLA (Foreign Liability and Asset) returns for financial years 2010-11 to 2015-16 and 2017-18, with delays ranging from 6 days to 5,177 days beyond stipulated deadlines.

Background and Context

The violations stem from complex corporate transactions involving foreign investment. In October 2004, Integra Engineering had allotted 1.24 crore cumulative redeemable preference shares of face value ₹10 each to Saurer GmbH Co. KG, Germany, by converting outstanding External Commercial Borrowing loans. Subsequently, following a court-sanctioned amalgamation in March 2012, the company issued 75.73 lakh equity shares to Integrated Holding AG, Switzerland.

Company Response and Impact Assessment

Integra Engineering has acknowledged the violations and agreed to pay the compounding amount stipulated by RBI. The company opted not to attend the personal hearing offered by RBI and submitted its agreement to pay the penalty through written communication dated October 28, 2025.

The company has stated that there will be no material impact on its financial, operational, or other activities due to this compounding order. The penalty must be paid within 15 days of the order date through demand draft or electronic transfer to the RBI Ahmedabad office.

Integra Engineering has reported its financial results for the second quarter and half year ended September 30, 2025. The company, which specializes in manufacturing machinery and components, has also announced changes to its Audit Committee.

Financial Performance

Integra Engineering's financial results for Q2 FY2025-26 show:

For the half year ended September 30, 2025:

Audit Committee Reconstitution

The Board of Directors has approved the reconstitution of the Audit Committee. The new committee comprises five members:

1. Mr. Jayesh Mehta
2. Mrs. Komal Solomon
3. Mrs. Corinne Ruckstuhl
4. Mr. Bharat Salhotra
5. Mr. Dilipsinh Jadeja

Business Segment

Integra Engineering continues to operate in a single reportable segment: machinery and components manufacturing.

Auditor Review

The financial results have been reviewed by the company's statutory auditors and were recommended by the Audit Committee before Board approval.

Investors and stakeholders will be monitoring Integra Engineering's performance in the coming quarters, particularly in light of the changes to the Audit Committee and the company's financial results.