Chennai Petroleum fined for board composition lapses

Chennai Petroleum Corporation Ltd. (CPCL) announced on August 30, 2025, that it received notices from BSE Ltd. and National Stock Exchange of India Ltd. (NSE) regarding non-compliance with Regulations 17(1) and 19(1) of the SEBI (LODR) Regulations, 2015. The non-compliance primarily stems from the failure to appoint one Woman Independent Director to the Board during the quarter ended June 30, 2025, and non-compliance with the Nomination & Remuneration Committee composition until May 13, 2025. Consequently, a fine of Rs. 6,38,380/- has been imposed by both NSE and BSE.

CPCL has represented to both exchanges that, as a government company, the power to appoint directors, including independent directors, rests with the Ministry of Petroleum and Natural Gas (MoP&NG). Therefore, the non-appointment was not due to the company's negligence or fault, and the fines should be waived. CPCL regularly engages with MoP&NG to ensure the appointment of the necessary number of independent directors to comply with corporate governance norms and the Companies Act.

The company also disclosed that it has received similar notices and fines in the past, with prior waiver requests having been favorably considered by the exchanges. This disclosure serves as an update on the current situation and Chennai Petroleum's ongoing efforts to resolve the non-compliance issues.