GRSE Receives Notice From NSE, BSE For Non-Compliance Of Corporate Governance Provisions

Garden Reach Shipbuilders & Engineers Ltd. aka GRSE on Saturday said it has received notices from both National Stock Exchange and BSE for non-compliance with several corporate governance provisions under the SEBI listing obligations during the quarter ended Sept. 30, 2025.

In a regulatory filing, the defence PSU said the exchanges have flagged violations of Regulations 17(1), 18(1) and 19(1)/19(2) relating to mandatory presence of independent directors, including a woman independent director, and constitution of audit committee and nomination and remuneration committee.

For these lapses, each exchange has imposed a fine of Rs 9,77,040, inclusive of GST, the company said.

GRSE said it has responded to the notices, stating that as a Central Public Sector Enterprise under the Ministry of Defence, appointments to its board — including independent and woman independent directors — are made by the Government of India through Presidential Orders.

The company said the non-compliance arose solely due to the government not appointing the required directors, a matter that is 'beyond the control of the company'. It has requested that the penalties be waived.

GRSE said that it is actively pursuing the Ministry of Defence, its promoter, to expedite the appointment of the requisite number of independent directors to ensure full compliance with SEBI's corporate governance norms.