Sical Logistics Limited has paid a fine of ₹5,900 to stock exchanges BSE and NSE for delayed compliance with SEBI regulations regarding related party transaction disclosures. The company's board addressed the matter in its meeting held on January 07, 2026, following notices from both exchanges dated December 16, 2025.

Compliance Delay Details

The non-compliance pertained to Regulation 23(9) of SEBI's Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015, for the half-year ended September 2025. The company was required to disclose related party transactions on the same date as the publication of financial results.

Fine Structure and Payment

Both exchanges levied identical fines based on SEBI's Master Circular dated November 11, 2024, which prescribes penalties for non-compliance with listing regulations.

The fine amount of ₹5,000 per day applies until compliance is achieved. Since the delay was only one day, the company paid the minimum penalty amount plus applicable taxes.

Board's Response and Explanation

The board of directors reviewed the matter and provided clarification on the circumstances leading to the delayed filing. The company had submitted its integrated filing of financial results, which includes the related party transaction disclosure, within the prescribed three-hour timeframe from the closure of the board meeting held on November 12, 2025.

However, this resulted in the related party transaction disclosure being submitted on November 13, 2025, instead of November 12, 2025, when the financial results were published. The board confirmed that the compliance delay was not intentional and committed to ensuring timely compliance with listing regulations in the future.

Regulatory Framework

The fines were imposed under SEBI's Standard Operating Procedure for penal actions, which came into effect through Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. This circular prescribes specific penalties for various non-compliance scenarios under the LODR Regulations.

Regulation 23(9) specifically requires companies to disclose related party transactions in the prescribed format and within the specified timeline. The regulation is designed to ensure transparency in corporate dealings and protect investor interests.

Company Information

Sical Logistics Limited, incorporated in 1955, operates in the logistics sector with its registered office located at South India House, 73 Armenian Street, Chennai. The company's shares are listed on both BSE (scrip code: 520086) and NSE (symbol: SICALLOG) and currently trade in the BE series, indicating special surveillance by the exchanges.

Sical Logistics Limited's board of directors has approved a significant corporate guarantee to support its subsidiary's financing requirements. The decision was taken during a board meeting held on January 07, 2026, which commenced at 11:45 a.m. and concluded at 06:15 p.m.

Corporate Guarantee Details

The board has approved granting an unconditional and irrevocable corporate guarantee of ₹20.00 crores for its step-down material subsidiary, Sical Multimodal and Rail Transport Limited (SMART). This guarantee will secure SMART's credit facilities from CSB Bank Limited, enabling the subsidiary to meet its working capital and capital expenditure requirements.

Regulatory Compliance and Approval Process

The corporate guarantee decision was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The guarantee will only be issued after obtaining necessary approval from the company's shareholders, which will be sought in due course.

Financial Impact Assessment

According to the company's disclosure, the corporate guarantee is not expected to materially affect Sical Logistics. The company has stated that SMART will be able to generate sufficient cash flow to service any obligations arising from the credit facilities. Key financial implications include:

• The guarantee will be disclosed as a contingent liability in the company's books of account
• No material impact expected on the parent company's financial position
• SMART's expected cash generation capability to cover facility obligations

Transaction Structure

The guarantee arrangement involves no interest from promoters, promoter groups, or group companies, ensuring the transaction's independence. SMART, being a step-down material subsidiary of Sical Logistics, will utilize the credit facilities to strengthen its operational capabilities and support business expansion requirements.

The disclosure was signed by Vaishali Jain, Company Secretary and Compliance Officer, and the information has been made available on the company's website at sical.in for stakeholder reference.