GRSE’s Governance Gambit: Fined, but Fighting Back with a Twist

Garden Reach Shipbuilders & Engineers Ltd (GRSE) has disclosed that it received notices from both the National Stock Exchange (NSE) and BSE for non-compliance with key provisions of SEBI’s Listing Obligations and Disclosure Requirements (LODR), 2015. The non-compliances relate to the non-availability of required Independent Directors—including a Woman Independent Director—and the non-constitution of Audit and Nomination & Remuneration Committees for the quarter ended September 30, 2025. As a result, each exchange has imposed a penalty of ₹9,77,040 (inclusive of GST).

 

GRSE responded by clarifying its status as a Central Public Sector Enterprise (CPSE) under the Ministry of Defence (MoD), with the President of India acting as the Promoter. The company emphasized that the appointment of directors, including independent directors, is made by the Government of India via Presidential Orders and is not within the company’s control. GRSE has formally requested both exchanges to waive the fines, citing that the non-compliance arose due to factors beyond its authority.

 

The company continues to engage with the MoD to expedite the appointment of the necessary directors and ensure future compliance with corporate governance norms.

 

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Source:  National Stock Exchange (NSE) Circular, BSE Circular, GRSE Official Disclosure